FNB CORP/PA/ 10-Q

ITEM 1. FINANCIAL STATEMENTS F.N.B. CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in millions, except share and per share data) September 30, 2025 December 31, 2024 (Unaudited) Assets Cash and due from banks $ 474 $ 416 Interest-bearing deposits with banks 1,939 2,003 Cash and Cash Equivalents 2,413 2,419 Debt securities available for sale (amortized cost of $ 3,690 and $ 3,620 ; allowance for credit losses of $ 0 and $ 0 ) 3,620 3,466 Debt securities held to maturity (fair value of $ 3,838 and $ 3,644 ; allowance for credit losses of $ 0 and $ 0 ) 4,049 3,979 Loans held for sale (includes $ 263 and $ 214 measured at fair value (1) ) 278 218 Loans and leases, net of unearned income of $ 84 and $ 106 (includes $ 78 and $ 53 measured at fair value (1) ) 34,957 33,939 Allowance for credit losses on loans and leases ( 437 ) ( 423 ) Net Loans and Leases 34,520 33,516 Premises and equipment, net 557 536 Goodwill 2,480 2,478 Core deposit and other intangible assets, net 40 51 Bank owned life insurance 668 660 Other assets 1,264 1,302 Total Assets $ 49,889 $ 48,625 Liabilities Deposits: Non-interest-bearing demand $ 9,969 $ 9,761 Interest-bearing demand 17,803 16,668 Savings 3,114 3,178 Certificates and other time deposits 7,555 7,500 Total Deposits 38,441 37,107 Short-term borrowings 1,905 1,256 Long-term borrowings 2,099 3,012 Other liabilities 808 948 Total Liabilities 43,253 42,323 Shareholders’ Equity Common stock - $ 0.01 par value Authorized – 500,000,000 shares Issued – 375,030,534 and 375,018,433 shares 4 4 Additional paid-in capital 4,693 4,695 Retained earnings 2,218 1,952 Accumulated other comprehensive loss ( 77 ) ( 169 ) Treasury stock – 16,648,594 and 15,402,776 shares at cost ( 202 ) ( 180 ) Total Shareholders’ Equity 6,636 6,302 Total Liabilities and Shareholders’ Equity $ 49,889 $ 48,625 (1) Amount represents loans for which we have elected the fair value option. See Note 18 . 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, 2025 2024 2025 2024 Interest Income Loans and leases, including fees $ 511 $ 516 $ 1,492 $ 1,491 Investment Securities: Taxable 60 48 172 142 Tax-exempt 7 7 21 21 Other 18 12 53 29 Total Interest Income 596 583 1,738 1,683 Interest Expense Deposits 188 199 555 549 Short-term borrowings 18 30 52 90 Long-term borrowings 31 31 101 86 Total Interest Expense 237 260 708 725 Net Interest Income 359 323 1,030 958 Provision for credit losses 24 23 67 57 Net Interest Income After Provision for Credit Losses 335 300 963 901 Non-Interest Income Service charges 23 24 68 68 Interchange and card transaction fees 13 13 39 39 Trust services 12 11 36 34 Insurance commissions and fees 5 5 16 18 Securities commissions and fees 9 8 27 24 Capital markets income 8 6 20 17 Mortgage banking operations 9 5 22 20 Dividends on non-marketable equity securities 6 7 18 20 Bank owned life insurance 4 6 13 13 Other 9 4 18 12 Total Non-Interest Income 98 89 277 265 Non-Interest Expense Salaries and employee benefits 131 126 396 376 Net occupancy 19 22 58 61 Equipment 26 24 80 72 Outside services 26 24 78 70 Marketing 5 6 15 15 FDIC insurance 7 10 24 33 Bank shares and franchise taxes 4 4 12 12 Other 25 33 73 74 Total Non-Interest Expense 243 249 736 713 Income Before Income Taxes 190 140 504 453 Income taxes 40 30 107 98 Net Income 150 110 397 355 Preferred stock dividends — — — 6 Net Income Available to Common Shareholders $ 150 $ 110 $ 397 $ 349 Earnings per Common Share Basic $ 0.41 $ 0.30 $ 1.10 $ 0.97 Diluted 0.41 0.30 1.09 0.96 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, 2025 2024 2025 2024 Net income $ 150 $ 110 $ 397 $ 355 Other comprehensive income (loss): Debt securities available for sale: Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $ 3 , $ 21 , $ 18 and $ 18 13 73 65 62 Derivative instruments: Unrealized gains (losses) arising during the period, net of tax expense (benefit) of $ 0 , $ 1 , $ 3 and $( 2 ) ( 1 ) 6 11 ( 6 ) Reclassification adjustment for gains (losses) included in net income, net of tax expense (benefit) of $ 1 , $ 3 , $ 4 and $ 7 3 9 15 24 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) 15 89 92 81 Comprehensive Income (Loss) $ 165 $ 199 $ 489 $ 436 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, 2024 Balance at beginning of period $ 4 $ 4,690 $ 1,820 $ ( 243 ) $ ( 181 ) $ 6,090 Comprehensive income (loss) 110 89 199 Dividends declared on common stock - $ 0.12 /share ( 44 ) ( 44 ) Issuance of common stock — ( 1 ) — 1 — Restricted stock compensation 4 4 Balance at end of period $ 4 $ 4,693 $ 1,886 $ ( 154 ) $ ( 180 ) $ 6,249 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 8 Preferred Stock Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock Total Nine Months Ended September 30, 2024 Balance at beginning of period $ 107 $ 4 $ 4,692 $ 1,669 $ ( 235 ) $ ( 187 ) $ 6,050 Comprehensive income (loss) 355 81 436 Dividends declared: Preferred stock: $ 18.13 /share ( 2 ) ( 2 ) Common stock: $ 0.36 /share ( 131 ) ( 131 ) Redemption of preferred stock ( 107 ) ( 4 ) ( 111 ) Issuance of common stock — ( 15 ) — 10 ( 5 ) Repurchase of common stock ( 3 ) ( 3 ) Restricted stock compensation 16 16 Adoption of new accounting standards ( 1 ) ( 1 ) Balance at end of period $ — $ 4 $ 4,693 $ 1,886 $ ( 154 ) $ ( 180 ) $ 6,249 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 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, 2025 2024 Operating Activities Net income $ 397 $ 355 Adjustments to reconcile net income to net cash flows provided by (used in) operating activities: Depreciation, amortization and accretion 55 49 Provision for credit losses 67 57 Deferred tax expense (benefit) 17 17 Loans originated for sale ( 1,225 ) ( 1,109 ) Loans sold 1,182 1,069 Net (gains) losses on sale of loans ( 12 ) ( 10 ) Net change in: Interest receivable ( 1 ) ( 6 ) Interest payable ( 3 ) 3 Bank owned life insurance, excluding purchases ( 7 ) 3 Other, net ( 116 ) ( 112 ) Net cash flows provided by (used in) operating activities 354 316 Investing Activities Net change in loans and leases, excluding sales and transfers ( 1,073 ) ( 1,857 ) Debt securities available for sale: Purchases ( 625 ) ( 864 ) Maturities/payments 560 707 Debt securities held to maturity: Purchases ( 386 ) ( 187 ) Maturities/payments 324 283 Increase in premises and equipment ( 77 ) ( 91 ) Net proceeds from sales of portfolio loans 5 776 Net cash flows provided by (used in) investing activities ( 1,272 ) ( 1,233 ) Financing Activities Net change in: Demand (non-interest-bearing and interest-bearing) and savings accounts 1,279 605 Time deposits 54 1,453 Short-term borrowings 649 ( 944 ) Proceeds from issuance of long-term borrowings 529 877 Repayment of long-term borrowings ( 1,444 ) ( 335 ) Redemption of preferred stock — ( 111 ) Repurchases of common stock ( 32 ) ( 3 ) Cash dividends paid: Preferred stock — ( 2 ) Common stock ( 131 ) ( 131 ) Other, net 8 10 Net cash flows provided by (used in) financing activities 912 1,419 Net Increase (Decrease) in Cash and Cash Equivalents ( 6 ) 502 Cash and cash equivalents at beginning of period 2,419 1,576 Cash and Cash Equivalents at End of Period $ 2,413 $ 2,078 See accompanying Notes to Consolidated Financial Statements (unaudited) 10 F.N.B. CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) September 30, 2025 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, 2025, we had 354 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 lease 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 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, F.N.B. Investment Advisors, Inc., First National Insurance Agency, LLC, Bank Capital Services, LLC, F.N.B. Capital Corporation, LLC and Waubank 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 or 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, 2025 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 2024 Annual Report on Form 10-K filed with the SEC on February 27, 2025. 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 2024 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 Intangibles ASU 2025-06, Intangibles – Goodwill and Other – Internal-Use Software: Targeted Improvements to the Accounting of Internal-Use Software This Update removes reference to software development project stages and requires entities to start capitalizing software costs when both of the following occur: (1) management has authorized and committed funds to the software project and (2) it is probable the project will be completed and the software will be used to perform the intended function. This Update is to be applied prospectively for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. Modified transition and retrospective approaches are permitted. We are currently evaluating the effect of this Update, and the adoption of this ASU is not expected to have a material impact on our consolidated financial statements. 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 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, 2025 and December 31, 2024. Accrued interest receivable on AFS debt securities totaled $ 14.1 million at September 30, 2025 and $ 14.3 million at December 31, 2024, 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, 2025 U.S. Treasury $ 274 $ 2 $ — $ 276 U.S. government agencies 41 — — 41 U.S. GSE 332 1 ( 1 ) 332 Residential MBS: Agency MBS 773 6 ( 9 ) 770 Agency CMO 694 — ( 68 ) 626 Agency commercial MBS 1,510 17 ( 17 ) 1,510 States of the U.S. and political subdivisions (municipals) 21 — ( 2 ) 19 Other debt securities 45 1 — 46 Total debt securities AFS $ 3,690 $ 27 $ ( 97 ) $ 3,620 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities AFS: December 31, 2024 U.S. Treasury $ 274 $ 1 $ ( 1 ) $ 274 U.S. government agencies 53 — — 53 U.S. GSE 302 — ( 2 ) 300 Residential MBS: Agency MBS 714 — ( 20 ) 694 Agency CMO 796 — ( 98 ) 698 Agency commercial MBS 1,420 3 ( 35 ) 1,388 States of the U.S. and political subdivisions (municipals) 24 — ( 2 ) 22 Other debt securities 37 — — 37 Total debt securities AFS $ 3,620 $ 4 $ ( 158 ) $ 3,466 13 The amortized cost and fair value of HTM debt securities are presented in the following table. The ACL for the HTM portfolio was $ 0.15 million and $ 0.25 million at September 30, 2025 and December 31, 2024, respectively. Accrued interest receivable on HTM debt securities totaled $ 14.4 million and $ 14.6 million at September 30, 2025 and December 31, 2024, 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, 2025 U.S. Treasury $ 1 $ — $ — $ 1 Residential MBS: Agency MBS 821 2 ( 62 ) 761 Agency CMO 637 — ( 68 ) 569 Agency commercial MBS 1,595 16 ( 22 ) 1,589 States of the U.S. and political subdivisions (municipals) 984 1 ( 77 ) 908 Other debt securities 11 — ( 1 ) 10 Total debt securities HTM $ 4,049 $ 19 $ ( 230 ) $ 3,838 (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities HTM: December 31, 2024 U.S. Treasury $ 1 $ — $ — $ 1 U.S. GSE 29 — — 29 Residential MBS: Agency MBS 901 1 ( 96 ) 806 Agency CMO 714 — ( 95 ) 619 Agency commercial MBS 1,326 2 ( 44 ) 1,284 States of the U.S. and political subdivisions (municipals) 992 — ( 103 ) 889 Other debt securities 16 — — 16 Total debt securities HTM $ 3,979 $ 3 $ ( 338 ) $ 3,644 There were no significant gross gains or gross losses realized on investment securities during the nine months ended September 30, 2025 or 2024. 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 86.2 % of these securities backed or sponsored by the U.S. government as of September 30, 2025. 14 As of September 30, 2025, 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 $ 206 $ 206 $ 4 $ 5 Due after one year but within five years 424 425 89 86 Due after five years but within ten years 62 63 239 229 Due after ten years 21 20 664 599 713 714 996 919 Residential MBS: Agency MBS 773 770 821 761 Agency CMO 694 626 637 569 Agency commercial MBS 1,510 1,510 1,595 1,589 Total debt securities $ 3,690 $ 3,620 $ 4,049 $ 3,838 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, 2025 December 31, 2024 Securities pledged (carrying value): To secure public deposits, trust deposits and for other purposes as required by law $ 6,272 $ 6,271 As collateral for short-term borrowings 163 182 Securities pledged as a percent of total securities 83.9 % 86.7 % 15 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, 2025 U.S. government agencies 7 $ 12 $ — 10 $ 19 $ — 17 $ 31 $ — U.S. GSE 1 30 — 5 101 ( 1 ) 6 131 ( 1 ) Residential MBS: Agency MBS 2 50 — 92 276 ( 9 ) 94 326 ( 9 ) Agency CMO — — — 65 626 ( 68 ) 65 626 ( 68 ) Agency commercial MBS 3 90 — 24 435 ( 17 ) 27 525 ( 17 ) States of the U.S. and political subdivisions (municipals) — — — 9 19 ( 2 ) 9 19 ( 2 ) Other debt securities 1 4 — 3 9 — 4 13 — Total 14 $ 186 $ — 208 $ 1,485 $ ( 97 ) 222 $ 1,671 $ ( 97 ) 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, 2024 U.S. Treasury 3 $ 74 $ ( 1 ) 2 $ 75 $ — 5 $ 149 $ ( 1 ) U.S. government agencies 6 11 — 12 25 — 18 36 — U.S. GSE 2 75 — 7 126 ( 2 ) 9 201 ( 2 ) Residential MBS: Agency MBS 9 235 ( 1 ) 92 355 ( 19 ) 101 590 ( 20 ) Agency CMO — — — 66 698 ( 98 ) 66 698 ( 98 ) Agency commercial MBS 23 709 ( 8 ) 20 359 ( 27 ) 43 1,068 ( 35 ) States of the U.S. and political subdivisions (municipals) — — — 10 22 ( 2 ) 10 22 ( 2 ) Other debt securities — — — 4 10 — 4 10 — Total 43 $ 1,104 $ ( 10 ) 213 $ 1,670 $ ( 148 ) 256 $ 2,774 $ ( 158 ) We evaluated the AFS debt securities that were in an unrealized loss position at September 30, 2025. Based on the credit ratings and/or implied government guarantee for these securities, we concluded the loss position is temporary and caused by the significant movement of interest rates since 2022 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. 16 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 $ 1.0 billion as of September 30, 2025 is highly rated with an average rating of AA and 98 % of the portfolio is rated A or better. All of the investment securities in the municipal portfolio are general obligation bonds. Geographically, municipal bonds support our primary footprint as 59 % 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 $ 57.3 million as of September 30, 2025 consists of debentures of banks and bank holding companies. The average holding size of the securities in the corporate bond portfolio is $ 3.4 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, 02/28/2025; 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, 2025 and 2024, we had no significant provision expense and no charge-offs or recoveries for the investment securities portfolio. The ACL on the HTM portfolio was $ 0.15 million, consisting of $ 0.07 million relating to the municipal bond portfolio and $ 0.09 million relating to other debt securities, as of September 30, 2025, and $ 0.07 million relating to the municipal bond portfolio and $ 0.18 million relating to other debt securities as of December 31, 2024. The AFS securities portfolios did no t have an ACL at September 30, 2025 or December 31, 2024 and there were no investment securities that were past due or on non-accrual at either date. 17 NOTE 4. LOANS AND LEASES Accrued interest receivable on loans and leases, which totaled $ 126.8 million at September 30, 2025 and $ 128.4 million at December 31, 2024, 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, 2025 December 31, 2024 Commercial real estate $ 12,568 $ 12,705 Commercial and industrial 7,590 7,550 Commercial leases 829 765 Other 153 144 Total commercial loans and leases 21,140 21,164 Direct installment 2,678 2,676 Residential mortgages 8,888 7,986 Indirect installment 767 739 Consumer lines of credit 1,484 1,374 Total consumer loans 13,817 12,775 Total loans and leases, net of unearned income $ 34,957 $ 33,939 The remaining accretable discount included in the amortized cost of acquired loans was $ 22.9 million and $ 31.6 million at September 30, 2025 and December 31, 2024, 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 18 • 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, 2025 December 31, 2024 Commercial real estate: Percent owner-occupied 30.2 % 29.0 % Percent non-owner-occupied 69.8 71.0 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. 19 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) 2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total September 30, 2025 COMMERCIAL Commercial Real Estate: Risk Rating: Pass $ 1,007 $ 1,362 $ 1,673 $ 1,870 $ 1,706 $ 3,858 $ 210 $ 11,686 Special Mention 5 16 21 179 103 206 3 533 Substandard — 6 9 57 52 217 8 349 Total commercial real estate 1,012 1,384 1,703 2,106 1,861 4,281 221 12,568 Commercial real estate gross charge-offs — — 0.1 3.9 3.6 12.2 — 19.8 Commercial and Industrial: Risk Rating: Pass 1,415 1,048 871 727 411 880 1,760 7,112 Special Mention 14 9 19 14 33 75 92 256 Substandard 3 12 48 10 10 40 99 222 Total commercial and industrial 1,432 1,069 938 751 454 995 1,951 7,590 Commercial and industrial gross charge-offs 0.1 1.1 0.6 3.3 6.5 20.0 — 31.6 Commercial Leases: Risk Rating: Pass 293 197 148 80 45 42 — 805 Special Mention 1 4 5 1 1 4 — 16 Substandard — — 5 1 2 — — 8 Total commercial leases 294 201 158 82 48 46 — 829 Commercial leases gross charge-offs — — — — — 0.2 — 0.2 Other Commercial: Risk Rating: Pass 9 — 65 — — 4 75 153 Total other commercial 9 — 65 — — 4 75 153 Other commercial gross charge-offs — — — — — 3.6 — 3.6 Total commercial loans and leases 2,747 2,654 2,864 2,939 2,363 5,326 2,247 21,140 20 (in millions) 2025 2024 2023 2022 2021 Prior Revolving Loans Amortized Cost Basis Total September 30, 2025 CONSUMER Direct Installment: Current 336 292 231 558 615 635 — 2,667 Past due — 1 2 1 1 6 — 11 Total direct installment 336 293 233 559 616 641 — 2,678 Direct installment gross charge-offs — 0.1 0.2 0.1 — 0.3 — 0.7 Residential Mortgages: Current 1,327 1,687 1,346 1,502 1,342 1,626 — 8,830 Past due 2 10 11 5 5 25 — 58 Total residential mortgages 1,329 1,697 1,357 1,507 1,347 1,651 — 8,888 Residential mortgages gross charge-offs — 0.3 0.5 0.1 0.2 1.2 — 2.3 Indirect Installment: Current 251 301 18 48 84 51 — 753 Past due — 2 2 5 4 1 — 14 Total indirect installment 251 303 20 53 88 52 — 767 Indirect installment gross charge-offs 0.2 0.6 0.7 1.6 1.7 0.7 — 5.5 Consumer Lines of Credit: Current 4 6 22 43 12 139 1,245 1,471 Past due — — — 1 1 9 2 13 Total consumer lines of credit 4 6 22 44 13 148 1,247 1,484 Consumer lines of credit gross charge-offs — 0.1 — — — 0.7 — 0.8 Total consumer loans 1,920 2,299 1,632 2,163 2,064 2,492 1,247 13,817 Total loans and leases $ 4,667 $ 4,953 $ 4,496 $ 5,102 $ 4,427 $ 7,818 $ 3,494 $ 34,957 Total charge-offs $ 0.3 $ 2.2 $ 2.1 $ 9.0 $ 12.0 $ 38.9 $ — $ 64.5 21 (in millions) 2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total December 31, 2024 COMMERCIAL Commercial Real Estate: Risk Rating: Pass $ 1,405 $ 1,661 $ 2,025 $ 1,984 $ 1,200 $ 3,235 $ 197 $ 11,707 Special Mention 1 10 177 52 107 181 37 565 Substandard 2 16 119 43 55 195 3 433 Total commercial real estate 1,408 1,687 2,321 2,079 1,362 3,611 237 12,705 Commercial real estate gross charge-offs — 0.8 1.0 15.0 10.5 11.3 — 38.6 Commercial and Industrial: Risk Rating: Pass 1,241 1,079 1,074 647 461 669 1,861 7,032 Special Mention 6 20 57 74 12 63 41 273 Substandard 4 50 11 33 8 59 80 245 Total commercial and industrial 1,251 1,149 1,142 754 481 791 1,982 7,550 Commercial and industrial gross charge-offs 0.1 3.9 1.5 1.8 6.0 7.6 — 20.9 Commercial Leases: Risk Rating: Pass 331 184 106 60 26 39 — 746 Special Mention — 1 — — — 1 — 2 Substandard — 6 2 4 5 — — 17 Total commercial leases 331 191 108 64 31 40 — 765 Commercial leases gross charge-offs — — — — — 0.3 — 0.3 Other Commercial: Risk Rating: Pass 12 62 — — — 5 65 144 Total other commercial 12 62 — — — 5 65 144 Other commercial gross charge-offs — — — — — 4.2 — 4.2 Total commercial loans and leases 3,002 3,089 3,571 2,897 1,874 4,447 2,284 21,164 22 (in millions) 2024 2023 2022 2021 2020 Prior Revolving Loans Amortized Cost Basis Total December 31, 2024 CONSUMER Direct Installment: Current 346 277 621 683 341 396 — 2,664 Past due — 1 3 1 1 6 — 12 Total direct installment 346 278 624 684 342 402 — 2,676 Direct installment gross charge-offs — 0.2 0.3 0.2 — 1.1 — 1.8 Residential Mortgages: Current 1,663 1,478 1,598 1,417 728 1,048 — 7,932 Past due 2 15 6 5 1 25 — 54 Total residential mortgages 1,665 1,493 1,604 1,422 729 1,073 — 7,986 Residential mortgages gross charge-offs 0.1 0.6 0.3 0.2 — 1.4 — 2.6 Indirect Installment: Current 396 24 67 142 49 42 — 720 Past due 1 3 6 6 2 1 — 19 Total indirect installment 397 27 73 148 51 43 — 739 Indirect installment gross charge-offs 0.2 1.8 4.5 3.2 0.5 1.6 — 11.8 Consumer Lines of Credit: Current 8 29 51 13 1 117 1,141 1,360 Past due — — 1 1 — 10 2 14 Total consumer lines of credit 8 29 52 14 1 127 1,143 1,374 Consumer lines of credit gross charge-offs — 0.1 0.1 0.1 — 1.3 — 1.6 Total consumer loans 2,416 1,827 2,353 2,268 1,123 1,645 1,143 12,775 Total loans and leases $ 5,418 $ 4,916 $ 5,924 $ 5,165 $ 2,997 $ 6,092 $ 3,427 $ 33,939 Total charge-offs $ 0.4 $ 7.4 $ 7.7 $ 20.5 $ 17.0 $ 28.8 $ — $ 81.8 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, FICO scores and Debt-to-Income (DTI) scores and other external factors such as unemployment, to determine how consumer loans are performing. 23 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, 2025 Commercial real estate $ 10 $ — $ 59 $ 69 $ 12,499 $ 12,568 $ 13 Commercial and industrial 10 — 44 54 7,536 7,590 19 Commercial leases 2 — 3 5 824 829 — Other 1 — 2 3 150 153 — Total commercial loans and leases 23 — 108 131 21,009 21,140 32 Direct installment 7 1 3 11 2,667 2,678 — Residential mortgages 39 10 9 58 8,830 8,888 2 Indirect installment 12 1 1 14 753 767 — Consumer lines of credit 8 1 4 13 1,471 1,484 — Total consumer loans 66 13 17 96 13,721 13,817 2 Total loans and leases $ 89 $ 13 $ 125 $ 227 $ 34,730 $ 34,957 $ 34 (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, 2024 Commercial real estate $ 26 $ — $ 88 $ 114 $ 12,591 $ 12,705 $ 24 Commercial and industrial 10 — 52 62 7,488 7,550 19 Commercial leases 1 — 2 3 762 765 — Other 1 — 2 3 141 144 — Total commercial loans and leases 38 — 144 182 20,982 21,164 43 Direct installment 8 2 2 12 2,664 2,676 — Residential mortgages 38 9 7 54 7,932 7,986 — Indirect installment 16 1 2 19 720 739 — Consumer lines of credit 8 2 4 14 1,360 1,374 — Total consumer loans 70 14 15 99 12,676 12,775 — Total loans and leases $ 108 $ 14 $ 159 $ 281 $ 33,658 $ 33,939 $ 43 24 Following is a summary of non-performing assets: TABLE 4.6 (dollars in millions) September 30, 2025 December 31, 2024 Non-accrual loans $ 125 $ 159 Total non-performing loans and leases 125 159 Other real estate owned 3 3 Total non-performing assets $ 128 $ 162 Asset quality ratios: Non-performing loans and leases / total loans and leases 0.36 % 0.47 % Non-performing assets plus 90 days or more past due / total loans and leases plus OREO 0.40 0.52 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 $ 0.9 million at September 30, 2025 and $ 1.2 million at December 31, 2024. The recorded investment of residential-secured consumer OREO for which formal foreclosure proceedings are in process at September 30, 2025 and December 31, 2024 totaled $ 14.2 million and $ 10.6 million, respectively. Approximately $ 138.7 million of commercial loans are collateral dependent at September 30, 2025. 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 $ 0.08 million and $ 0.07 million at September 30, 2025 and September 30, 2024, respectively, and is excluded from the amortized cost of loan modifications in the tables that follow. 25 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, 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 26 (dollars in millions) Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect 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 weighted average yield reductions 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 27 (dollars in millions) Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect Three Months Ended September 30, 2024 Term Extension Commercial real estate $ 0.3 — % The modified loans had an average increase in term of 7 months, extending the maturity date. Direct installment 0.1 — The modified loans had an average increase in term of 19 months, extending the maturity date. Residential mortgages 1.0 0.01 The modified loans had an average increase in term of 20 months, extending the maturity date. Consumer lines of credit 0.1 0.01 The modified loans had an average increase in term of 181 months extending the maturity date. Total 1.5 Term Extension and Rate Reduction Residential mortgages 0.1 — Multiple modifications were made with no material financial effect. Total 0.1 Balloon Payment Commercial real estate 0.1 — Modifications were made with no material financial effect. Total 0.1 Other Commercial real estate 0.5 — Reduction of cash flow due to lower payments. Total 0.5 Total Outstanding Modified $ 2.2 28 (dollars in millions) Amortized Cost Basis % of Total Class of Financing Receivable Financial Effect Nine Months Ended September 30, 2024 Term Extension Commercial real estate $ 0.3 — % The modified loans had an average increase in term of 7 months, extending the maturity date. Commercial and industrial 0.1 — The modified loans had an average increase in term of 3 months, extending the maturity date. Direct installment 1.0 0.04 The modified loans had an average increase in term of 51 months, extending the maturity date. Residential mortgages 5.1 0.07 The modified loans had an average increase in term of 31 months, extending the maturity date. Consumer lines of credit 1.0 0.07 The modified loans had an average increase in term of 206 months, extending the maturity date. Total 7.5 Rate Reduction Residential mortgages 0.1 — The term was extended, with a weighted average yield reduction of 100 basis points. Total 0.1 Term Extension and Rate Reduction Residential mortgages 0.8 0.01 Multiple modifications were made with no material financial effect. Consumer lines of credit 0.3 0.02 Multiple modifications were made with no material financial effect. Total 1.1 Balloon Payment Commercial real estate 0.7 0.01 Multiple modifications were made with no material financial effect. Total 0.7 Other Commercial real estate 4.8 0.04 3 to 12 month payment deferrals with no income being earned on these loans. Commercial and industrial 0.5 0.01 Multiple modifications were made with no material financial effect. Total 5.3 Total Outstanding Modified $ 14.7 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 2025. 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 were $ 0.3 million and $ 8.1 million in specific reserves for commercial loans modified at September 30, 2025 and December 31, 2024, respectively, and pooled reserves for individual loans of $ 1.9 million and $ 1.8 million for those same periods, respectively, 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 $ 3.4 million as of September 30, 2025 and December 31, 2024, respectively. Upon default of an individual loan, our charge-off policy is followed for that class of loan. 29 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, 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 (in millions) Term Extension Term Extension and Rate Reduction Balloon Payment Other Total Outstanding Modified Three Months Ended September 30, 2024 Commercial real estate $ — $ — $ 0.1 $ — $ 0.1 Total commercial loans and leases — — 0.1 — 0.1 Direct installment 0.4 — — — 0.4 Residential mortgages 0.3 0.1 — — 0.4 Total consumer loans 0.7 0.1 — — 0.8 Total $ 0.7 $ 0.1 $ 0.1 $ — $ 0.9 Nine Months Ended September 30, 2024 Commercial real estate $ 0.7 $ — $ 0.7 $ 8.9 $ 10.3 Commercial and industrial 20.2 0.2 — 1.6 22.0 Total commercial loans and leases 20.9 0.2 0.7 10.5 32.3 Direct installment 0.5 — — — 0.5 Residential mortgages 1.9 0.1 — — 2.0 Total consumer loans 2.4 0.1 — — 2.5 Total $ 23.3 $ 0.3 $ 0.7 $ 10.5 $ 34.8 30 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, 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 (in millions) Current 30-89 Days Past Due 90+ Days Past Due September 30, 2024 Commercial real estate $ 13.5 $ — $ — Commercial and industrial 0.6 — — Total commercial loans and leases 14.1 — — Direct installment 1.6 0.2 — Residential mortgages 3.3 2.7 0.6 Consumer lines of credit 1.5 0.3 — Total consumer loans 6.4 3.2 0.6 Total $ 20.5 $ 3.2 $ 0.6 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. 31 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, 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 32 (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, 2024 Commercial real estate $ 157.7 $ ( 13.8 ) $ 0.9 $ ( 12.9 ) $ 40.1 $ 184.9 Commercial and industrial 93.5 ( 10.1 ) 6.5 ( 3.6 ) ( 11.5 ) 78.4 Commercial leases 22.9 ( 0.1 ) — ( 0.1 ) ( 1.2 ) 21.6 Other 4.0 ( 1.2 ) 0.2 ( 1.0 ) 1.0 4.0 Total commercial loans and leases 278.1 ( 25.2 ) 7.6 ( 17.6 ) 28.4 288.9 Direct installment 30.9 ( 0.2 ) 0.2 — ( 1.7 ) 29.2 Residential mortgages 88.2 ( 0.1 ) 0.1 — ( 4.0 ) 84.2 Indirect installment 13.1 ( 4.2 ) 0.6 ( 3.6 ) ( 0.5 ) 9.0 Consumer lines of credit 8.5 ( 0.4 ) 0.1 ( 0.3 ) 0.7 8.9 Total consumer loans 140.7 ( 4.9 ) 1.0 ( 3.9 ) ( 5.5 ) 131.3 Total allowance for credit losses on loans and leases 418.8 ( 30.1 ) 8.6 ( 21.5 ) 22.9 420.2 Allowance for unfunded loan commitments 21.8 — — — 0.6 22.4 Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments $ 440.6 $ ( 30.1 ) $ 8.6 $ ( 21.5 ) $ 23.5 $ 442.6 Nine Months Ended September 30, 2024 Commercial real estate $ 166.6 $ ( 24.1 ) $ 2.1 $ ( 22.0 ) $ 40.3 $ 184.9 Commercial and industrial 87.8 ( 18.7 ) 9.0 ( 9.7 ) 0.3 78.4 Commercial leases 21.2 ( 0.3 ) 0.1 ( 0.2 ) 0.6 21.6 Other 3.7 ( 3.1 ) 1.1 ( 2.0 ) 2.3 4.0 Total commercial loans and leases 279.3 ( 46.2 ) 12.3 ( 33.9 ) 43.5 288.9 Direct installment 33.8 ( 0.8 ) 0.6 ( 0.2 ) ( 4.4 ) 29.2 Residential mortgages 70.5 ( 0.3 ) 0.2 ( 0.1 ) 13.8 84.2 Indirect installment 12.8 ( 9.6 ) 2.1 ( 7.5 ) 3.7 9.0 Consumer lines of credit 9.2 ( 1.0 ) 0.6 ( 0.4 ) 0.1 8.9 Total consumer loans 126.3 ( 11.7 ) 3.5 ( 8.2 ) 13.2 131.3 Total allowance for credit losses on loans and leases 405.6 ( 57.9 ) 15.8 ( 42.1 ) 56.7 420.2 Allowance for unfunded loan commitments 21.5 — — — 0.9 22.4 Total allowance for credit losses on loans and leases and allowance for unfunded loan commitments $ 427.1 $ ( 57.9 ) $ 15.8 $ ( 42.1 ) $ 57.6 $ 442.6 33 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, 2025 2024 2025 2024 (in millions) Balance at beginning of period $ 21.0 $ 21.8 $ 21.4 $ 21.5 Provision for unfunded loan commitments and letters of credit: Commercial portfolio ( 0.8 ) 0.6 ( 1.1 ) 1.0 Consumer portfolio ( 0.1 ) — ( 0.2 ) ( 0.1 ) Balance at end of period $ 20.1 $ 22.4 $ 20.1 $ 22.4 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, 2025 and December 31, 2024, we utilized a third-party consensus macroeconomic forecast reflecting the current and projected macroeconomic environment. For our ACL calculation at September 30, 2025, the macroeconomic variables that we utilized included, but were not limited to: (i) the purchase only Housing Price Index, which increases 3.4 % over our R&S forecast period, (ii) a Commercial Real Estate (CRE) Price Index, which decreases 4.0 % over our R&S forecast period, (iii) S&P Volatility, which increases 91.1 % in 2025 and decreases 19.8 % in 2026 and (iv) personal and business bankruptcies, which increase steadily over the R&S forecast period but average below the historical through-the-cycle period. While we have not changed our ACL modeling methodology, we continually assess our key macroeconomic variables and their correlation to our historical and expected portfolio performance. During the quarter ended September 30, 2025, we changed certain macroeconomic variables used for ACL modeling purposes as we believe the new variables better correlate to our historical performance over the economic cycles. Macroeconomic variables that we utilized for our ACL calculation as of December 31, 2024 included, but were not limited to: (i) the purchase only Housing Price Index, which increases 7.4 % over our R&S forecast period, (ii) a Commercial Real Estate Price Index, which increases 3.9 % over our R&S forecast period, (iii) S&P Volatility, which increases 34.9 % in 2025 and 2.5 % in 2026 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 $ 437.3 million at September 30, 2025 increased $ 14.5 million, or 3.4 %, from December 31, 2024. Our ending ACL coverage ratio at September 30, 2025 was 1.25 %, unchanged from December 31, 2024. Total provision for credit losses for the three months ended September 30, 2025 was $ 24.0 million, compared to $ 23.5 million for the same period of 2024. The third quarter of 2025 reflected net charge-offs of $ 19.7 million, or 0.22 % annualized of average total loans, compared to $ 21.5 million, or 0.25 % annualized, in the third quarter of 2024. Total provision for credit losses for the nine months ended September 30, 2025 was $ 67.1 million, compared to $ 57.5 million in the same period of 2024. Net charge-offs were $ 54.0 million, or 0.21 % annualized of average total loans, during the nine months ended September 30, 2025, compared to $ 42.1 million, or 0.17 % annualized, for the same period of 2024. 34 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, 2025 December 31, 2024 Mortgage loans sold with servicing retained $ 6,957 $ 6,429 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) 2025 2024 2025 2024 Mortgage loans sold with servicing retained $ 415 $ 314 $ 1,050 $ 936 Pre-tax net gains (losses) resulting from above loan sales (1) 8 7 17 18 Mortgage servicing fees (1) 5 4 13 11 (1) Recorded in mortgage banking operations on the Consolidated Statements of Income. Following is a summary of activity relating to MSRs: TABLE 6.3 Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2025 2024 2025 2024 Balance at beginning of period $ 72.2 $ 65.1 $ 70.5 $ 59.5 Additions 4.6 4.0 10.6 11.8 Payoffs and curtailments ( 1.2 ) ( 1.0 ) ( 3.3 ) ( 2.3 ) Impairment (charge) / recovery ( 0.1 ) ( 2.8 ) ( 0.1 ) ( 2.6 ) Amortization / other ( 1.8 ) ( 0.5 ) ( 4.0 ) ( 1.6 ) Balance at end of period $ 73.7 $ 64.8 $ 73.7 $ 64.8 Fair value, beginning of period $ 85.5 $ 78.0 $ 86.3 $ 71.8 Fair value, end of period 87.0 75.2 87.0 75.2 There was a $ 0.2 million valuation allowance for MSRs at September 30, 2025 and the valuation allowance for MSRs as of December 31, 2024 was $ 0.1 million. 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. 35 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, 2025 December 31, 2024 Weighted average life (months) 90 96 Constant prepayment rate (annualized) 8.6 % 7.6 % Discount rate 10.1 % 10.3 % Effect on fair value due to change in interest rates: +2.00% $ 13 $ 6 +1.00% 10 5 +0.50% 7 3 +0.25% 4 2 -0.25% ( 4 ) ( 2 ) -0.50% ( 7 ) ( 5 ) -1.00% ( 13 ) ( 11 ) -2.00% ( 23 ) ( 20 ) -3.00% ( 41 ) ( 34 ) 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 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, 2025, we had operating lease right-of-use assets and operating lease liabilities of $ 195.7 million and $ 237.1 million, respectively, including $ 71.4 million in operating right-of-use assets and $ 102.3 million in operating lease liabilities with a related party. As of September 30, 2025, we had finance lease right-of-use assets and finance lease liabilities of $ 32.9 million and $ 35.8 million, respectively. Our operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of September 30, 2025, we have certain operating lease agreements, primarily for administrative office space, that are expected to commence in 2026 with lease terms of up to 20 years. At commencement, it is expected that these leases will add approximately $ 5.0 million in right-of-use assets and $ 5.0 million in other liabilities. In late 2024, the majority of FNB's Pittsburgh-based employees moved into the new headquarters building, consolidating several offices, subsidiaries and support departments under one roof to create opportunities for continued efficiency, collaboration and productivity enhancements. The related party operating lease is 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. 36 The components of lease expense were as follows: TABLE 7.1 Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2025 2024 2025 2024 Operating lease cost $ 10 $ 11 $ 30 $ 30 Variable lease cost 1 1 4 4 Finance lease cost 1 — 3 2 Total lease cost $ 12 $ 12 $ 37 $ 36 Other information related to leases is as follows: TABLE 7.2 Nine Months Ended September 30, (dollars in millions) 2025 2024 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 28 $ 25 Operating cash flows from finance leases $ 1 $ 1 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 19 $ 25 Finance leases $ — $ 4 Weighted average remaining lease term (years): Operating leases 11 11 Finance leases 17 19 Weighted average discount rate: Operating leases 4.0 % 3.9 % Finance leases 3.6 % 3.4 % Future cash flows of lease liabilities are as follows: TABLE 7.3 (in millions) Operating Leases Finance Leases Total Leases September 30, 2025 0 - 12 months $ 36 $ 2 $ 38 13 - 24 months 32 3 35 25 - 36 months 29 3 32 37 - 48 months 26 3 29 49 - 60 months 24 3 27 Later years 149 34 183 Total lease payments 296 48 344 Less: imputed interest ( 59 ) ( 12 ) ( 71 ) Present value of lease liabilities $ 237 $ 36 $ 273 37 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. 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." TABLE 8.1 (in millions) Total Assets Total Liabilities Maximum Exposure to Loss September 30, 2025 Trust preferred securities (1) $ 3 $ 74 $ — Tax credit partnerships 165 59 165 Other investments 37 — 37 Total $ 205 $ 133 $ 202 December 31, 2024 Trust preferred securities (1) $ 3 $ 73 $ — Tax credit partnerships 164 68 164 Other investments 34 — 34 Total $ 201 $ 141 $ 198 (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 9, “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 38 (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 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, 2025 December 31, 2024 Tax credit investments included in other assets $ 106 $ 96 Unfunded tax credit investments 59 68 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) 2025 2024 2025 2024 Provision for income taxes: Amortization of tax credit investments under proportional method $ 6 $ 5 $ 18 $ 16 Tax credits from tax credit investments ( 6 ) ( 5 ) ( 19 ) ( 16 ) Other tax benefits related to tax credit investments ( 1 ) — ( 3 ) ( 2 ) Total impact on provision for income taxes $ ( 1 ) $ — $ ( 4 ) $ ( 2 ) Other Investments Other investments we also consider to be unconsolidated VIEs include investments in Small Business Investment Companies and other equity method investments. 39 NOTE 9. BORROWINGS Following is a summary of short-term borrowings: TABLE 9.1 (in millions) September 30, 2025 December 31, 2024 Securities sold under repurchase agreements $ 158 $ 165 Federal Home Loan Bank advances 865 585 Federal funds purchased 750 370 Subordinated notes 132 136 Total short-term borrowings $ 1,905 $ 1,256 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, $ 415.0 million, or 48.0 %, had overnight maturities as of September 30, 2025, compared to $ 335.0 million, or 57.3 %, as of December 31, 2024. At September 30, 2025 and December 31, 2024, 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 9.2 (in millions) September 30, 2025 December 31, 2024 Federal Home Loan Bank advances $ 1,200 $ 1,750 Senior notes 498 847 Subordinated notes 84 74 Junior subordinated debt 74 73 Other subordinated debt 243 268 Total long-term borrowings $ 2,099 $ 3,012 Our banking affiliate has available credit with the FHLB of $ 12.6 billion, of which $ 9.7 billion was available for borrowing as of September 30, 2025. The outstanding FHLB advances (including both short-term and long-term borrowings) are secured by $ 17.6 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 2026 while the long-term borrowings are scheduled to mature periodically through 2028. Effective interest rates paid on long-term fixed rate FHLB advances held during 2025 ranged from 3.69 % to 4.69 %, and 3.69 % and 4.88 % for the year ended December 31, 2024. The effective interest rate paid on variable rate long-term FHLB advances was Overnight SOFR plus an average spread of 35 basis points for the three months ended September 30, 2025, compared to an average spread of 34 basis points for the year ended December 31, 2024. 40 The following table provides information relating to our senior notes and other subordinated debt as of September 30, 2025. The subordinated notes are eligible for treatment as tier 2 capital for regulatory capital purposes. TABLE 9.3 (dollars in millions) Aggregate Principal Amount Issued Net Proceeds (5) Carrying Value Stated Maturity Date Interest Rate Senior Notes: 5.722 % 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: 6.895 % Fixed-To-Floating Rate Subordinated Notes due 2029 (2) 120 118 119 2/14/2029 6.895 % 4.875 % Subordinated Notes due 2025 100 98 100 10/2/2025 4.875 % 7.413 % Fixed-To-Floating Rate Subordinated Notes due December 6, 2028 (3) (4) 25 26 24 12/6/2028 7.413 % Total other subordinated debt 245 242 243 Total $ 745 $ 739 $ 741 (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. During the third quarter of 2025, $ 350.0 million in senior debt that was issued in August 2022 matured. During the second quarter of 2025, we redeemed $ 25.0 million in other subordinated debt assumed from our previous acquisition of UB Bancorp that was set to reprice at a higher interest rate. In October 2025, $ 100.0 million in other subordinated debt that was issued in October 2015 matured. 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, 2025: TABLE 9.4 (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 5.95 % SOFR + 165 bps Yadkin Valley Statutory Trust I 25 1 23 12/15/2037 5.62 % SOFR + 132 bps FNB Financial Services Capital Trust I 25 1 24 9/30/2035 5.72 % SOFR + 146 bps Patapsco Statutory Trust I 5 — 5 12/15/2035 5.78 % 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). 41 Other Credit Availability Our banking affiliate has additional unused other wholesale credit availability, excluding FHLB, of $ 7.1 billion as of September 30, 2025. NOTE 10. 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 10.1 September 30, 2025 December 31, 2024 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 $ 1,900 $ 14 $ — $ 2,400 $ — $ 6 Interest rate swaps – not designated 6,014 49 56 5,901 96 16 Total subject to master netting arrangements 7,914 63 56 8,301 96 22 Not subject to master netting arrangements: Interest rate swaps – not designated 6,014 57 161 5,901 16 287 Interest rate lock commitments – not designated 333 6 — 417 1 4 Forward delivery commitments – not designated 407 1 1 486 4 — Credit risk contracts – not designated 820 — — 819 — — Total not subject to master netting arrangements 7,574 64 162 7,623 21 291 Total $ 15,488 $ 127 $ 218 $ 15,924 $ 117 $ 313 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. Accordingly, we have changed our reporting of certain derivatives to 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. 42 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. The following table shows amounts reclassified from AOCI: TABLE 10.2 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) 2025 2024 2025 2024 Derivatives in cash flow hedging relationships: Interest rate contracts $ 14 $ ( 7 ) Interest income (expense) $ ( 19 ) $ ( 30 ) The following table represents gains (losses) recognized in the Consolidated Statements of Income on cash flow hedging relationships: TABLE 10.3 Nine months ended September 30, 2025 2024 (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) $ 1,492 $ 52 $ 1,491 $ 90 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 ( 19 ) — ( 37 ) 7 As of September 30, 2025, the maximum length of time over which forecasted interest cash flows are hedged is 4.3 years. In the twelve months that follow September 30, 2025, we expect to reclassify from the amount currently reported in AOCI net derivative gains of $ 3.2 million ($ 2.5 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, 2025. 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, 2025 and 2024, 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. 43 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 2024 Annual Report on Form 10-K filed with the SEC on February 27, 2025. 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 $ 623 million as of September 30, 2025 have remaining terms ranging from three months to 16 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 at both September 30, 2025 and December 31, 2024. The fair values of risk participation agreements purchased and sold were $ 0.2 million and $ 0.1 million, respectively, at September 30, 2025, and $ 0.1 million and $ 0 , respectively, at December 31, 2024. The following table presents the effect of certain derivative financial instruments on the Consolidated Statements of Income: TABLE 10.4 Nine Months Ended September 30, (in millions) Consolidated Statements of Income Location 2025 2024 Interest rate swaps Non-interest income - other $ — $ — Interest rate lock commitments Mortgage banking operations — — Forward delivery contracts Mortgage banking operations ( 3 ) 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 $ 0.9 million as of September 30, 2025 and $ 0.2 million as of December 31, 2024, in excess of amounts previously posted as collateral with the respective counterparty. 44 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 10.5 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, 2025 Derivative Assets Subject to master netting arrangement $ 63 $ — $ 63 $ 43 $ 20 $ — Not subject to master netting arrangement 57 — 57 Total $ 120 $ — $ 120 Derivative Liabilities Subject to master netting arrangement $ 56 $ — $ 56 $ 43 $ 12 $ 1 Not subject to master netting arrangement 161 — 161 Total $ 217 $ — $ 217 December 31, 2024 Derivative Assets Subject to master netting arrangement $ 96 $ — $ 96 $ 16 $ 80 $ — Not subject to master netting arrangement 16 — 16 Total $ 112 $ — $ 112 Derivative Liabilities Subject to master netting arrangement $ 22 $ — $ 22 $ 16 $ 6 $ — Not subject to master netting arrangement 287 — 287 Total $ 309 $ — $ 309 NOTE 11. 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. 45 Following is a summary of off-balance sheet credit risk information: TABLE 11.1 (in millions) September 30, 2025 December 31, 2024 Commitments to extend credit $ 14,595 $ 14,283 Standby letters of credit 250 271 At September 30, 2025, funding of 83.2 % 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 $ 20.1 million at September 30, 2025 and $ 21.4 million at December 31, 2024. 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 9, “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 46 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 disputes, 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 includes 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. NOTE 12. 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 1,413,805 and 1,271,502 restricted stock units during the nine months ended September 30, 2025 and 2024, respectively, including 316,112 and 334,082 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, 2025, we had 7,550,730 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 12.1 Nine Months Ended September 30, 2025 2024 Units Weighted Average Grant Price per Share Units Weighted Average Grant Price per Share Unvested units outstanding at beginning of period 3,571,311 $ 13.38 3,502,598 $ 12.89 Granted 1,413,805 14.51 1,271,502 14.05 Net adjustment 304,524 — 362,042 — Vested ( 1,580,678 ) 13.48 ( 1,520,737 ) 12.75 Forfeited/expired/canceled ( 198,227 ) 13.15 ( 40,377 ) 12.42 Unvested units outstanding at end of period 3,510,735 13.90 3,575,028 13.38 47 The following table provides certain information related to restricted stock units: TABLE 12.2 Nine Months Ended September 30, (in millions) 2025 2024 Stock-based compensation expense $ 15 $ 16 Tax benefit related to stock-based compensation expense 3 3 Fair value of units vested 21 19 As of September 30, 2025, there was $ 13.5 million of unrecognized compensation cost related to unvested restricted stock units. The components of the restricted stock units as of September 30, 2025 are as follows: TABLE 12.3 (dollars in millions) Service- Based Units Performance- Based Units Total Unvested restricted stock units 2,547,595 963,140 3,510,735 Unrecognized compensation expense $ 13 $ — $ 13 Intrinsic value $ 41 $ 16 $ 57 Weighted average remaining life (in years) 1.93 2.12 1.98 NOTE 13. 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 13.1 Three Months Ended September 30, Nine Months Ended September 30, (dollars in millions) 2025 2024 2025 2024 Current income taxes: Federal taxes $ 29 $ 27 $ 82 $ 74 State taxes 3 2 8 6 Total current income taxes 32 29 90 80 Deferred income taxes: Federal taxes 8 1 16 15 State taxes — — 1 3 Total deferred income taxes 8 1 17 18 Total income taxes $ 40 $ 30 $ 107 $ 98 Statutory federal tax rate 21.0 % 21.0 % 21.0 % 21.0 % Effective tax rate 21.3 21.4 21.2 21.5 Income tax expense was higher for the nine months ended September 30, 2025, primarily due to higher pre-tax income, partially offset by increased net LIHTC. 48 Legislative Update On July 4, 2025, the One Big Beautiful Bill (the Act) was signed into law in the U.S. We have evaluated the impacts of the Act on our Consolidated Financial Statements. We adopted the provisions allowing for 100% bonus depreciation on qualified property placed in service on or after January 20, 2025. The Act also includes other provisions that are effective for tax years beginning after December 31, 2025. While these provisions are not yet effective, we are evaluating their future impact and will recognize the effects of these provisions in the period they become effective or when they materially impact our Consolidated Financial Statements. 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 $ 15.2 million and $ 57.9 million at September 30, 2025 and December 31, 2024, respectively. The decline was primarily driven by lower unrealized losses on investment securities available for sale and the effects of 100% bonus depreciation as enacted under the Act. NOTE 14. OTHER COMPREHENSIVE INCOME (LOSS) The following table presents changes in AOCI, net of tax, by component: TABLE 14.1 (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, 2025 Balance at beginning of period $ ( 119 ) $ ( 15 ) $ ( 35 ) $ ( 169 ) Other comprehensive income (loss) before reclassifications 65 11 1 77 Amounts reclassified from AOCI — 15 — 15 Net current period other comprehensive income (loss) 65 26 1 92 Balance at end of period $ ( 54 ) $ 11 $ ( 34 ) $ ( 77 ) 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 15. 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 stock options and 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. 49 The following table sets forth the computation of basic and diluted earnings per common share: TABLE 15.1 Three Months Ended September 30, Nine Months Ended September 30, ( dollars in millions, except per share data) 2025 2024 2025 2024 Net income $ 150 $ 110 $ 397 $ 355 Less: Preferred stock dividends — — — 6 Net income available to common shareholders $ 150 $ 110 $ 397 $ 349 Basic weighted average common shares outstanding 360,562,829 361,272,879 361,232,517 361,425,077 Net effect of dilutive stock options and restricted stock 1,106,789 1,152,649 1,096,952 1,157,928 Diluted weighted average common shares outstanding 361,669,618 362,425,528 362,329,469 362,583,005 Earnings per common share: Basic $ 0.41 $ 0.30 $ 1.10 $ 0.97 Diluted $ 0.41 $ 0.30 $ 1.09 $ 0.96 There were no anti-dilutive shares for the nine months ended September 30, 2025 and 2024. NOTE 16. CASH FLOW INFORMATION Following is a summary of supplemental cash flow information: TABLE 16.1 Nine Months Ended September 30, (in millions) 2025 2024 Interest paid on deposits and other borrowings $ 708 $ 720 Income taxes paid 32 42 Transfers of loans to other real estate owned 2 1 Loans transferred to held for sale from portfolio 32 431 Loans transferred to portfolio from held for sale 27 14 We did no t have any restricted cash as of September 30, 2025 and 2024. NOTE 17. 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 lease 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, 2025 is consistent with December 31, 2024. 50 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 17.1 (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 Total 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 51 (in millions) Community Banking Wealth Management Insurance Parent and Other Consolidated At or for the Three Months Ended September 30, 2024 Interest income $ 582 $ — $ — $ 1 $ 583 Interest expense 252 — — 8 260 Net interest income (loss) 330 — — ( 7 ) 323 Provision for credit losses 23 — — — 23 Non-interest income: Service charges 24 — — — 24 Interchange and card transaction fees 13 — — — 13 Trust services — 11 — — 11 Insurance commissions and fees — — 5 — 5 Securities commissions and fees — 8 — — 8 Capital markets income 5 — — 1 6 Mortgage banking operations 5 — — — 5 Other 20 — — ( 3 ) 17 Total non-interest income 67 19 5 ( 2 ) 89 Non-interest expense: Salaries and employee benefits 112 11 4 ( 1 ) 126 Other 114 2 1 6 123 Non-interest expense 226 13 5 5 249 Income tax expense (benefit) 32 1 — ( 3 ) 30 Net income (loss) $ 116 $ 5 $ — $ ( 11 ) $ 110 Total assets $ 47,662 $ 41 $ 32 $ 241 $ 47,976 Total loans and leases 33,671 — — 46 33,717 Total deposits 37,112 — — ( 341 ) 36,771 Market value of assets under administration - FNBIA, FNTC and FNIS (1) — 14,115 — — 14,115 52 (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 53 (in millions) Community Banking Wealth Management Insurance Parent and Other Consolidated At or for the Nine Months Ended September 30, 2024 Interest income $ 1,679 $ — $ — $ 4 $ 1,683 Interest expense 703 — — 22 725 Net interest income (loss) 976 — — ( 18 ) 958 Provision for credit losses 57 — — — 57 Non-interest income: Service charges 68 — — — 68 Interchange and card transaction fees 39 — — — 39 Trust services — 34 — — 34 Insurance commissions and fees — — 18 — 18 Securities commissions and fees — 24 — — 24 Capital markets income 15 — — 2 17 Mortgage banking operations 20 — — — 20 Other 52 — — ( 7 ) 45 Total non-interest income 194 58 18 ( 5 ) 265 Non-interest expense: Salaries and employee benefits 332 33 11 — 376 Other 313 7 4 13 337 Total non-interest expense 645 40 15 13 713 Income tax expense (benefit) 102 4 1 ( 9 ) 98 Net income (loss) $ 366 $ 14 $ 2 $ ( 27 ) $ 355 Total assets $ 47,662 $ 41 $ 32 $ 241 $ 47,976 Total loans and leases 33,671 — — 46 33,717 Total deposits 37,112 — — ( 341 ) 36,771 Market value of assets under administration - FNBIA, FNTC and FNIS (1) — 14,115 — — 14,115 (1) The assets under administration are not held on our Consolidated Balance Sheets. 54 NOTE 18. FAIR VALUE MEASUREMENTS Refer to Note 25, "Fair Value Measurements" to the Consolidated Financial Statements included in our 2024 Annual Report on Form 10-K filed with the SEC on February 27, 2025 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 18.1 (in millions) Level 1 Level 2 Level 3 Total September 30, 2025 Assets Measured at Fair Value Debt securities available for sale U.S. Treasury $ 276 $ — $ — $ 276 U.S. government agencies — 41 — 41 U.S. GSE — 332 — 332 Residential MBS: Agency MBS — 770 — 770 Agency CMO — 626 — 626 Agency commercial MBS — 1,510 — 1,510 States of the U.S. and political subdivisions (municipals) — 19 — 19 Other debt securities — 46 — 46 Total debt securities available for sale 276 3,344 — 3,620 Loans held for sale — 263 — 263 Loans receivable — — 78 78 Derivative financial instruments Trading — 106 — 106 Not for trading — 15 6 21 Total derivative financial instruments — 121 6 127 Total assets measured at fair value on a recurring basis $ 276 $ 3,728 $ 84 $ 4,088 Liabilities Measured at Fair Value Derivative financial instruments Trading $ — $ 217 $ — $ 217 Not for trading — 1 — 1 Total derivative financial instruments — 218 — 218 Total liabilities measured at fair value on a recurring basis $ — $ 218 $ — $ 218 55 (in millions) Level 1 Level 2 Level 3 Total December 31, 2024 Assets Measured at Fair Value Debt securities available for sale U.S. Treasury $ 274 $ — $ — $ 274 U.S. government agencies — 53 — 53 U.S. GSE — 300 — 300 Residential MBS: Agency MBS — 694 — 694 Agency CMO — 698 — 698 Agency commercial MBS — 1,388 — 1,388 States of the U.S. and political subdivisions (municipals) — 22 — 22 Other debt securities — 37 — 37 Total debt securities available for sale 274 3,192 — 3,466 Loans held for sale — 214 — 214 Loans receivable — — 53 53 Derivative financial instruments Trading — 112 — 112 Not for trading — 4 1 5 Total derivative financial instruments — 116 1 117 Total assets measured at fair value on a recurring basis $ 274 $ 3,522 $ 54 $ 3,850 Liabilities Measured at Fair Value Derivative financial instruments Trading $ — $ 303 $ — $ 303 Not for trading — 6 4 10 Total derivative financial instruments — 309 4 313 Total liabilities measured at fair value on a recurring basis $ — $ 309 $ 4 $ 313 56 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 18.2 (in millions) Loans Receivable Interest Rate Lock Commitments Total Nine Months Ended September 30, 2025 Balance at beginning of period $ 53 $ 1 $ 54 Purchases, issuances, sales and settlements: Issuances — 6 6 Settlements — ( 1 ) ( 1 ) Transfers into Level 3 25 — 25 Balance at end of period $ 78 $ 6 $ 84 Year Ended December 31, 2024 Balance at beginning of period $ — $ 5 $ 5 Purchases, issuances, sales and settlements: Issuances — 1 1 Settlements — ( 5 ) ( 5 ) Transfers into Level 3 53 — 53 Balance at end of period $ 53 $ 1 $ 54 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 2025, $ 24.6 million was transferred to loans receivable measured using the fair value option at Level 3, compared to $ 49.2 million during the first nine months of 2024. 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 2024 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 18.3 (in millions) Level 1 Level 2 Level 3 Total September 30, 2025 Collateral dependent loans $ — $ — $ 91 $ 91 Other assets - MSRs — — 1 1 Other assets - SBA servicing asset — — 1 1 December 31, 2024 Collateral dependent loans $ — $ — $ 105 $ 105 Other assets - MSRs — — 1 1 Other assets - SBA servicing asset — — 1 1 Other real estate owned — — 2 2 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, 2025 and December 31, 2024, 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 on a non-recurring basis during the nine months ended September 30, 2025 had a carrying amount of $ 91.1 million, which 57 includes an allocated ACL of $ 24.6 million. The ACL includes a provision applicable to the current period fair value measurements of $ 41.4 million, which was included in provision for credit losses for the nine months ended September 30, 2025. MSRs measured at fair value on a non-recurring basis had a carrying value of $ 1.3 million, and a valuation allowance of $ 0.2 million as of September 30, 2025. The valuation allowance includes a provision of $ 0.1 million included in earnings for 2025. Fair Value of Financial Instruments Refer to Note 25, "Fair Value Measurements" to the Consolidated Financial Statements included in our 2024 Annual Report on Form 10-K filed with the SEC on February 27, 2025 for a description of methods and assumptions that were used to estimate the fair value of each financial instrument. The fair values of our financial instruments are as follows: TABLE 18.4 Fair Value Measurements (in millions) Carrying Amount Fair Value Level 1 Level 2 Level 3 September 30, 2025 Financial Assets Cash and cash equivalents $ 2,413 $ 2,413 $ 2,413 $ — $ — Debt securities available for sale 3,620 3,620 276 3,344 — Debt securities held to maturity 4,049 3,838 1 3,837 — Net loans and leases, including loans held for sale 34,798 34,190 — 263 33,927 Loan servicing rights 75 88 — — 88 Derivative assets 127 127 — 121 6 Accrued interest receivable 165 165 165 — — Financial Liabilities Deposits 38,441 38,415 30,886 7,529 — Short-term borrowings 1,905 1,906 1,906 — — Long-term borrowings 2,099 2,014 — 1,202 812 Derivative liabilities 218 218 — 218 — Accrued interest payable 62 62 62 — — December 31, 2024 Financial Assets Cash and cash equivalents $ 2,419 $ 2,419 $ 2,419 $ — $ — Debt securities available for sale 3,466 3,466 274 3,192 — Debt securities held to maturity 3,979 3,644 1 3,643 — Net loans and leases, including loans held for sale 33,734 32,648 — 214 32,434 Loan servicing rights 72 88 — — 88 Derivative assets 117 117 — 116 1 Accrued interest receivable 164 164 164 — — Financial Liabilities Deposits 37,107 37,070 29,607 7,463 — Short-term borrowings 1,256 1,256 1,256 — — Long-term borrowings 3,012 3,004 — 1,748 1,256 Derivative liabilities 313 313 — 309 4 Accrued interest payable 65 65 65 — — 58