What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2026-02-27 compared with 2025-02-28 · 357 added, 404 removed, 1883 unchanged (29% of the section changed)

21 unchanged sentences

Total Deposits 26,589,407 26,129,433

Federal funds purchased — 240,000

FHLB advances 250,000 850,000

37 unchanged sentences

Non-Interest Income

Commercial banking 84,982 81,160 75,779

Wealth management 90,584 84,743 75,541

Commercial banking 92,038 84,982 81,160

Consumer banking 58,212 55,504 47,197

2 unchanged sentences

Other 21,457 19,846 14,125

Non-Interest Income Before Investment Securities Gains (Losses), Net 296,014 228,411 227,157

Investment securities gains (losses), net ( 20,283 ) ( 733 ) ( 27 )

Non-Interest Income Before Investment Securities (Losses) Gains, Net 276,768 296,014 228,411

Investment securities (losses) gains, net ( 2 ) ( 20,283 ) ( 733 )

Total Non-Interest Income 276,766 275,731 227,678

4 unchanged sentences

Other outside services 49,902 60,586 47,724

Intangible amortization 22,462 17,830 2,944

FDIC insurance 20,178 23,829 25,565

Equipment 16,176 17,850 14,390

Intangible amortization 17,830 2,944 1,731

Professional fees 10,857 8,392 9,123

Marketing 9,288 8,958 9,004

Professional fees 5,493 10,857 8,392

Acquisition-related expenses 1,182 37,635 —

14 unchanged sentences

Net Income $ 391,609 $ 288,743 $ 284,280

Other comprehensive income (loss), net of tax:

Other comprehensive income, net of tax:

Unrealized gains (losses) on AFS investment securities:

1 unchanged sentence

Reclassification adjustment for securities net change realized in net income 2 15,689 ( 567 )

Amortization of net unrealized gains (losses) on AFS securities transferred to HTM 5,609 5,913 ( 44,483 )

Amortization of net unrealized gains on AFS investment securities transferred to HTM 5,673 5,609 5,913

Net Unrealized Gains (Losses) on AFS Investment Securities 70,288 ( 1,127 ) 41,369

Unrealized gains (losses) on interest rate derivatives used in cash flow hedges:

Net unrealized holding gains (losses) 590 6,998 ( 62,963 )

Unrealized gains on interest rate derivatives used in cash flow hedges:

Net unrealized holding gains 739 590 6,998

Reclassification adjustment for net change realized in net income 15,708 18,141 19,995

Net Unrealized Gains (Losses) on Interest Rate Derivatives Used in Cash Flow Hedges 18,731 26,993 ( 56,959 )

Net Unrealized Gains on Interest Rate Derivatives Used in Cash Flow Hedges 16,447 18,731 26,993

Defined benefit pension plan and postretirement benefits:

Unrecognized pension and postretirement income (cost) 7,279 4,777 644

Unrecognized pension and postretirement income 2,826 7,279 4,777

Amortization of net unrecognized pension and postretirement income (loss) ( 424 ) ( 422 ) 57

Net Unrealized Gains (Losses) on Defined Benefit Pension and Postretirement Plans 2,402 6,857 4,834

Other Comprehensive Income (Loss), Net of Tax 24,461 73,196 ( 412,887 )

Other Comprehensive Income, Net of Tax 89,137 24,461 73,196

Total Comprehensive Income $ 480,746 $ 313,204 $ 357,476

14 unchanged sentences

Dividend reinvestment activity 408 ( 132 ) 5,691 5,559

Reissuance of treasury stock pursuant to acquisition 6,209 4,547 85,166 89,713

Stock-based compensation awards (repurchases) 277 1,092 13,658 ( 2,438 ) 12,312

Stock-based compensation awards (repurchases), net 592 2,313 8,604 ( 3,936 ) 6,981

Acquisition of treasury stock ( 5,029 ) ( 77,056 ) ( 77,056 )

Preferred stock dividend ( 10,248 ) ( 10,248 )

7 unchanged sentences

Dividend reinvestment activity 322 902 4,753 5,655

Stock-based compensation awards (repurchases) 592 2,313 8,604 ( 3,936 ) 6,981

Stock-based compensation awards (repurchases), net 561 2,116 8,400 ( 4,830 ) 5,686

Acquisition of treasury stock ( 1,934 ) ( 30,348 ) ( 30,348 )

8 unchanged sentences

Dividend reinvestment activity 290 1,273 4,054 5,327

Stock-based compensation awards (repurchases) 561 2,116 8,400 ( 4,830 ) 5,686

Stock-based compensation awards (repurchases), net 671 2,632 10,694 ( 6,961 ) 6,365

Acquisition of treasury stock ( 3,286 ) ( 59,087 ) ( 59,087 )

6 unchanged sentences

connection with the Corporation’s ESPP and exercised stock options.

(3) Issuance of common stock includes issuance in connection with the Corporation's ESPP.

See Notes to Consolidated Financial Statements

16 unchanged sentences

Gain on acquisition, net of tax — ( 36,996 ) —

Gain on disposal of premises and equipment ( 30 ) — —

Loss (gain) on disposal of premises and equipment 1,440 ( 30 ) —

Gain on sale-leaseback transaction ( 606 ) ( 20,266 ) —

7 unchanged sentences

CASH FLOWS FROM INVESTING ACTIVITIES:

Proceeds from sales of AFS securities 2,300,487 213,424 196,411

Proceeds from principal repayments and maturities of AFS securities 334,405 149,211 583,444

Proceeds from principal repayments and maturities of HTM securities 56,455 59,685 109,759

Purchase of AFS securities ( 1,744,778 ) ( 79,053 ) ( 845,744 )

Purchase of HTM securities ( 177,947 ) — ( 30,959 )

Proceeds from sales of AFS investment securities 14,966 2,300,487 213,424

Proceeds from principal repayments and maturities of AFS investment securities 716,270 334,405 149,211

Proceeds from principal repayments and maturities of HTM investment securities 107,501 56,455 59,685

Purchase of AFS investment securities ( 654,245 ) ( 1,744,778 ) ( 79,053 )

Purchase of HTM investment securities ( 132,024 ) ( 177,947 ) —

Net change in FRB and FHLB stock 18,565 22,762 5,781

3 unchanged sentences

Proceeds from sale-leaseback transaction 11,323 51,123 —

Net cash received (paid) for acquisitions 1,018,371 — ( 21,811 )

Net cash received for acquisition — 1,018,371 —

Net change in tax credit investments ( 45,541 ) ( 42,699 ) ( 26,753 )

Net Cash Provided by (Used in) Investing Activities 1,629,332 ( 809,215 ) ( 1,535,583 )

Net cash (used in) provided by investing activities ( 82,179 ) 1,629,332 ( 809,215 )

CASH FLOWS FROM FINANCING ACTIVITIES:

3 unchanged sentences

Repayments of senior debt and subordinated debt — ( 168,778 ) ( 5,000 )

Net proceeds from common stock 270,582 3,160 7,876

Net proceeds from issuance of common stock 7,709 270,582 3,160

Dividends paid ( 141,207 ) ( 131,698 ) ( 115,738 )

1 unchanged sentence

Net cash (used in) provided by financing activities ( 224,566 ) ( 1,531,736 ) 314,020

Net increase (decrease) in Cash and Cash Equivalents 514,161 ( 132,211 ) ( 956,693 )

Net (decrease) increase in Cash and Cash Equivalents ( 2,262 ) 514,161 ( 132,211 )

Cash and Cash Equivalents at Beginning of Period 1,063,871 549,710 681,921

4 unchanged sentences

Income taxes 112,688 29,116 25,319

Supplemental Schedule of Certain Noncash Activities:

Transfer of AFS securities to HTM securities $ — $ — $ 479,008

Business Combination

Fair value of tangible assets acquired $ — $ 4,707,290 $ —

15 unchanged sentences

The Corporation is subject to the regulations of certain federal and state agencies and undergoes periodic examinations by such regulatory agencies.

The Corporation offers, through its banking subsidiary, a full range of retail and commercial banking services in Pennsylvania, Delaware, Maryland, New Jersey and Virginia.

The Corporation offers, through its banking subsidiary, a full range of retail and commercial banking services primarily in Pennsylvania, Delaware, Maryland, New Jersey and Virginia.

Basis of Financial Statement Presentation:

15 unchanged sentences

however, since the investment portfolio serves as a source of liquidity, most debt securities are classified as AFS.

AFS securities are carried at estimated fair value with the related unrealized holding gains and losses reported in shareholders' equity as a component of AOCI, net of tax.

AFS investment securities are carried at estimated fair value with the related unrealized holding gains and losses reported in shareholders' equity as a component of AOCI, net of tax.

Realized securities gains and losses are computed using the specific identification method and are recorded on a trade date basis.

95 unchanged sentences

Management regularly reviews loans in the portfolio to assess credit quality indicators and to determine appropriate loan classification.

For commercial loans, commercial mortgages and construction loans to commercial borrowers, an internal risk rating process is used.

For commercial loans, commercial mortgages, leases and other loans and construction loans to commercial borrowers, an internal risk rating process is used.

The Corporation believes that internal risk ratings are the most relevant credit quality indicator for these types of loans.

63 unchanged sentences

The Corporation's existing OBS credit exposures result from participation in interest rate derivatives provided by external lenders as part of loan participation arrangements and, therefore, are not used to manage interest rate risk in the Corporation's assets or liabilities.

The Corporation is required to clear all eligible interest rate derivative contracts with a clearing agent and is subject to the regulations of the Commodity Futures Trading Commission.

The Corporation is required to clear all eligible interest rate derivative contracts with a clearing agent and is subject to the regulations of the CFTC.

Cash Flow Hedges of Interest Rate Risk

1 unchanged sentence

To accomplish this objective, the Corporation primarily uses interest rate derivatives as part of its interest rate risk management strategy.

The Corporation enters into interest rate derivatives designated as cash flow hedges to hedge the variable cash flows associated with existing floating rate loans and borrowings.

The Corporation enters into interest rate derivatives designated as cash flow hedges to hedge the cash flows associated with existing loans and borrowings.

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the unrealized gain or loss on the derivative is recorded in OCI, net of tax, and subsequently reclassified into interest income or interest expense in the same period during which the hedged transaction affects earnings.

33 unchanged sentences

Stock-Based Compensation:

The Corporation grants equity awards to employees, consisting of restricted stock, RSUs and PSUs under its Employee Equity Plan.

The Corporation grants equity awards to employees, consisting of RSUs and PSUs under its Employee Equity Plan.

In addition, employees may purchase stock under the Corporation's ESPP.

The Corporation also grants equity awards to non-employee members of its Board of Directors and Fulton Bank's Board of Directors under the Directors' Plan.

Under the Directors' Plan, the Corporation can grant equity awards to non-employee

holding company and subsidiary bank directors in the form of restricted stock, RSUs or common stock.

Under the Directors' Plan, the Corporation can grant equity awards to non-employee Parent Company and subsidiary bank directors in the form of RSUs or common stock.

Recent grants of equity awards under the Directors' Plan have been limited to RSUs.

Equity awards issued under the Employee Equity Plan are generally granted annually and become fully vested over or after a three-year vesting period.

Equity awards issued under the Employee Equity Plan are generally granted annually and become fully vested over or after a 3-year vesting period.

The vesting period for non-performance-based awards represents the period during which employees are required to provide service in exchange for such awards.

Equity awards under the Directors' Plan are generally granted annually and fully vest after a one-year vesting period.

Equity awards under the Directors' Plan are generally granted annually and fully vest after a 1-year vesting period.

Certain events, as defined in the Employee Equity Plan and the Directors' Plan, result in the acceleration of the vesting of equity awards.

Restricted stock, RSUs and PSUs earn dividends during the vesting period, which are forfeitable if the awards do not vest.

The fair value of stock options, restricted stock and RSUs granted to employees or directors is recognized as compensation expense over the vesting period for such awards.

Compensation expense for PSUs is also recognized over the vesting period and service period, however, compensation expense for PSUs may vary based on the expectations for actual performance relative to defined performance measures.

The fair value of restricted stock, RSUs and a majority of PSUs are based on the trading price of the Corporation's stock on the date of grant.

RSUs and PSUs earn dividends during the vesting period, which are forfeitable if the awards do not vest.

The fair value of RSUs granted to employees or directors is recognized as compensation expense over the vesting period for such awards.

Compensation expense for PSUs is also recognized over the service period.

The fair value of RSUs and a majority of PSUs are based on the trading price of the Corporation's stock on the date of grant.

The fair value of certain PSUs are estimated through the use of the Monte Carlo valuation methodology as of the date of grant.

3 unchanged sentences

Disclosures about Segments of an Enterprise and Related Information:

Fulton Financial Corporation is a single segment.

The Corporation's Chief Operating Decision Maker reviews consolidated results on a GAAP basis.

The Corporation is a single segment.

See "Note 20 - Segment Reporting" for additional information.

Financial Guarantees :

79 unchanged sentences

The Corporation curtailed the Pension Plan in 2008, with no additional benefits accruing.

In connection with the Merger, the Corporation assumed the obligations of Prudential Bancorp under a multiemployer defined benefit pension plan that had previously been closed to new Prudential Bancorp participants.

In connection with the Prudential Bancorp merger, the Corporation assumed the obligations of Prudential Bancorp under the Prudential Bancorp Pension Plan that had previously been closed to new participants.

Net periodic pension cost is recognized in salaries and employee benefits on the Consolidated Statements of Income.

4 unchanged sentences

The difference between the purchase price and the fair value of net assets acquired is recorded as goodwill, unless the acquisition is a bargain purchase.

Results of the operations of the acquired entity are included in the consolidated statement of income from the acquisition date.

Results of the operations of the acquired entity are included in the Consolidated Statements of Income from the acquisition date.

Acquisition costs are expensed as incurred.

Recently Adopted Accounting Standards

In June 2022, FASB issued ASU 2022-03 Fair Value Measurement (Topic 820):

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03") .

This update clarifies how the fair value of equity securities subject to contractual sale restrictions is determined and requires additional qualitative and quantitative disclosures for equity securities with contractual sale restrictions.

The Corporation adopted ASU 2022-03 on January 1, 2024, and it did not have a material impact on its consolidated financial statements.

In March 2023, FASB issued ASU 2023-01 Leases (Topic 842):

Common Control Arrangements ("ASU 2023-01") .

This update clarifies guidance for leases between related parties under common control .

The Corporation adopted ASU 2023-01 on January 1, 2024, and it did not have a material impact on its consolidated financial statements.

In November 2023, FASB issued ASU 2023-07 Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures ("ASU 2023-07") .

This update requires public entities with reportable segments to provide additional and more detailed disclosures.

The Corporation adopted ASU 2023-07 on December 15, 2024, and it did not have a material impact on its consolidated financial statements.

Recently Issued Accounting Standards

In December 2023, FASB issued ASU 2023-08 Intangibles - Goodwill and Other - Crypto Assets (Subtopic 350-60):

1 unchanged sentence

This update provides guidance for crypto assets to be carried at fair value and requires additional disclosures.

The Corporation will adopt ASU 2023-08 on January 1, 2025.

The Corporation does not expect the adoption of ASU 2023-08 to have an impact on its consolidated financial statements.

The Corporation currently does not hold crypto assets.

The Corporation adopted ASU 2023-08 on January 1, 2025, and it did not have an impact on its Consolidated Financial Statements.

The Corporation does not own crypto assets.

In December 2023, FASB issued ASU 2023-09 Income Taxes (Topic 740):

1 unchanged sentence

This update requires companies to disclose specific categories in the income tax rate reconciliation and requires additional information for certain reconciling items.

The Corporation will adopt ASU 2023-09 on January 1, 2025.

The Corporation does not expect the adoption of ASU 2023-09 to have a material impact on its consolidated financial statements.

The Corporation adopted ASU 2023-09 on December 15, 2025.

The adoption of ASU 2023-09 changed the presentation of "Note 13 - Income Taxes," but otherwise did not have a material impact on its Consolidated Financial Statements.

In March 2024, FASB issued ASU 2024-01 Compensation - Stock Compensation (Topic 718):

1 unchanged sentence

This update provides guidance for profits interest and similar awards.

The Corporation will adopt ASU 2024-01 on January 1, 2025.

The Corporation does not expect the adoption of ASU 2024-01 to have a material impact on its consolidated financial statements.

In November 2024, FASB issued ASU 2024-03 – Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) ("ASU 2024-03").

The Corporation adopted ASU 2024-01 on January 1, 2025, and it did not have a material impact on its Consolidated Financial Statements.

In March 2025, FASB issued ASU 2025-02 Liabilities (Topic 405):

Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No.

122 ("ASU 2025-02").

This update removes SEC guidance provided in SAB No.

121, Accounting for Obligations To Safeguard Crypto-Assets an Entity Holds for its Platform Users .

The Corporation retrospectively adopted ASU 2025-02 on January 1, 2025, and it did not have an impact on its Consolidated Financial Statements.

In November 2025, FASB issued ASU 2025-08 Financial Instruments - Credit Losses (Topic 326):

Purchased Loans ("ASU 2025-08").

This update simplifies acquisition accounting by removing dual models.

It also reduces earnings volatility and improves comparability across institutions.

The Corporation early adopted ASU 2025-08 prospectively on October 1, 2025, and it did not have a material impact on its Consolidated Financial Statements.

Recently Issued Accounting Standards

In November 2024, FASB issued ASU 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expense ("ASU 2024-03").

This update requires disaggregation of certain expenses in a note to the Consolidated Financial Statements.

6 unchanged sentences

The Corporation does not expect the adoption of ASU 2024-04 to have an impact on its Consolidated Financial Statements.

In January 2025, FASB issued ASU 2025-01 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date ("ASU 2025-01") .

This update clarifies the effective date of ASU 2024-03.

The Corporation will adopt ASU 2025-01 on January 1, 2027.

The Corporation does not expect the adoption of ASU 2025-01 to have a material impact on its Consolidated Financial Statements.

In May 2025, FASB issued ASU 2025-03 Business Combination (Topic 805) and Consolidation (Topic 810) - Determining the Accounting Acquirer in an Acquisition of a Variable Interest Entity ("ASU 2025-03") .

This update addresses the determination of the accounting acquirer in an acquisition of a variable interest entity.

The Corporation will adopt ASU 2025-03 on January 1, 2027.

The Corporation does not expect the adoption of ASU 2025-03 to have a material impact on its Consolidated Financial Statements.

In May 2025, FASB issued ASU 2025-04 Compensation - Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606) - Clarifications to Share-Based Consideration Payable to a Customer ("ASU 2025-04") .

This update revises the definition of performance condition for share-based consideration payable to a customer, eliminates the forfeiture policy for most awards granted to customers, and clarifies the applicability of the variable consideration constraint.

The Corporation will adopt ASU 2025-04 on January 1, 2027.

The Corporation does not expect the adoption of ASU 2025-04 to have a material impact on its Consolidated Financial Statements.

In July 2025, FASB issued ASU 2025-05 Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets ("ASU 2025-05") .

This update allows public companies to use a practical expedient when estimating credit losses on current receivables and current customer contracts.

The Corporation will adopt ASU 2025-05 on January 1, 2026.

The Corporation does not expect the adoption of ASU 2025-05 to have a material impact on its Consolidated Financial Statements.

In September 2025, FASB issued ASU 2025-06 Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06") .

This update modernizes internal-use software guidance to adapt to the agile basis predominantly used to develop software.

The effective date of the amendment is January 1, 2028 with early adoption permitted as of the beginning of an annual reporting period.

The Corporation plans to early adopt ASU 2025-06 as of January 1, 2026 on a prospective basis.

The Corporation does not expect the adoption of ASU 2025-06 to have a material impact on its Consolidated Financial Statements.

In September 2025, FASB issued ASU 2025-07 Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606):

Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract ("ASU 2025-07") .

This update refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting and clarifies guidance under Topic 606 for share-based noncash consideration from a customer in revenue contracts.

The Corporation will adopt ASU 2025-07 on January 1, 2027.

The Corporation does not expect the adoption of ASU 2025-07 to have a material impact on its Consolidated Financial Statements.

In November 2025, FASB issued ASU 2025-09 Derivatives and Hedging (Topic 815):

Hedge Accounting Improvements ("ASU 2025-09") .

This update more closely aligns hedge accounting and financial reporting with risk management activities.

The effective date of the amendment is January 1, 2027 with early adoption permitted.

The Corporation plans to early adopt ASU 2025-09 as of January 1, 2026 on a prospective basis.

The Corporation does not expect the adoption of ASU 2025-09 to have a material impact on its Consolidated Financial Statements.

In December 2025, FASB issued ASU 2025-10 Government Grants (Topic 832):

Accounting for Government Grants Received by Business Entities ("ASU 2025-10") .

This update provides accounting guidance for business entities that receive government grants.

The Corporation will adopt ASU 2025-10 on January 1, 2029.

The Corporation does not expect the adoption of ASU 2025-10 to have a material impact on its Consolidated Financial Statements.

In December 2025, FASB issued ASU 2025-11 Interim Reporting (Topic 270):

Narrow-Scope Improvements ("ASU 2025-11") .

This update improves navigability of the required interim disclosures and clarifies when that guidance is applicable.

The Corporation will adopt ASU 2025-11 on January 1, 2028.

The Corporation does not expect the adoption of ASU 2025-11 to have a material impact on its Consolidated Financial Statements.

In December 2025, FASB issued ASU 2025-12 Codification Improvements ("ASU 2025-12") .

This update makes changes to the Accounting Standards Codification affecting a wide variety of topics to clarify, correct errors and make minor improvements.

The Corporation will adopt ASU 2025-12 on January 1, 2027.

The Corporation does not expect the adoption of ASU 2025-12 to have a material impact on its Consolidated Financial Statements.

Reclassifications

1 unchanged sentence

NOTE 2 - BUSINESS COMBINATIONS

On the Acquisition Date, Fulton Bank acquired substantially all of the assets and assumed substantially all of the deposits and certain liabilities of Republic First Bank from the FDIC, as receiver for Republic First Bank.

As part of the Republic First Transaction, the Bank acquired approximately $ 4.8 billion of assets of Republic First Bank and received approximately $ 0.8 billion of cash from the FDIC.

Republic First Bank

On the Acquisition Date, Fulton Bank completed the Republic First Transaction and acquired approximately $ 4.8 billion of assets of Republic First Bank and received approximately $ 0.8 billion of cash from the FDIC.

The Bank assumed approximately $ 5.6 billion of total liabilities of Republic First Bank.

2 unchanged sentences

The Republic First Transaction constitutes a business combination as defined by FASB ASC Topic 805, Business Combinations.

Accordingly, the assets acquired and liabilities assumed are presented at their estimated fair values as of the Acquisition Date.

The determination of estimated fair values required management to make certain estimates about discount rates, future expected cash flows and market conditions at the time of the Republic First Transaction.

The Bank is awaiting conclusion of the customary final settlement process to determine whether certain assets and liabilities of Republic First Bank will be acquired by the Bank.

Until the settlement process is finalized, the preliminary gain on acquisition can be updated for a period not to exceed one year following the Acquisition Date.

The fair value estimates of assets acquired and liabilities assumed, provide a reasonable basis for determining the preliminary gain on acquisition.

During the fourth quarter of 2024, adjustments to the estimated fair values of certain assets acquired were recorded, resulting in a decrease of $ 2.7 million in the preliminary gain on acquisition, net of income taxes.

The excess of the estimated fair value of net assets acquired and the cash consideration received from the FDIC over the estimated fair value of liabilities assumed was recorded as a preliminary gain on acquisition of $ 37.0 million, net of income taxes.

The following table summarizes the consideration transferred and the estimated fair values of identifiable assets acquired and liabilities assumed in connection with the Republic First Transaction:

Accordingly, the assets acquired and liabilities assumed are presented at their fair values.

The determination of fair values required management to make certain estimates and assumptions about discount rates, future expected cash flows and market conditions at the time of the Republic First Transaction.

The financial settlement process between the Bank and the FDIC concluded on April 25, 2025.

The measurement period of determining the fair value of assets acquired and liabilities assumed in connection with the Republic First Transaction has closed.

No adjustments to the preliminary amounts were required and the fair values presented herein are final.

The excess of the fair value of net assets acquired and the cash consideration received from the FDIC over the fair value of liabilities assumed was recorded as a gain on acquisition of $ 37.0 million, net of income taxes.

The following table summarizes the consideration transferred and the fair values of identifiable assets acquired and liabilities assumed in connection with the Republic First Transaction:

Estimated Fair Value

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Gain on acquisition, net of income taxes $ 36,996

In the fourth quarter of 2024, the Bank assumed 14 leases from the FDIC in accordance with the terms of the P and A Agreement.

Upon assignment of the leases, the Corporation recorded at fair market value, a $ 13.1 million ROU asset and a corresponding $ 14.4 million lease liability, with the $ 1.3 million difference recognized as a decrease to gain on acquisition, before income taxes.

Additionally, in the fourth quarter of 2024, the Bank purchased 15 premises and related property, plant and equipment in accordance with the P and A Agreement.

Upon the purchase, the Corporation recorded at fair market value, $ 21.7 million in premises and equipment, with a corresponding reduction of $ 1.0 million in gain on acquisition, before income taxes.

The following is a description of the valuation methodologies used to estimate the fair values of major categories of assets

acquired and liabilities assumed.

Cash and due from banks:

The fair values of cash and due from banks approximate their book values.

Investment securities:

The investment portfolio acquired in the Republic First Transaction, with a fair value of $ 1.9 billion, was sold by the Corporation shortly after the Acquisition Date.

The fair value of the investment portfolio was based on the proceeds from the sale.

The Corporation recorded $ 2.5 billion of acquired loans that were initially recorded at their estimated fair values as of the Acquisition Date.

The estimated fair value for the loans was based on a discounted cash flow methodology that considered credit loss and prepayment expectations, market interest rates and other market factors from the perspective of a market participant.

Loan cash flows were generated on an individual loan basis.

The PD, LGD, exposure at default and prepayment assumptions are the key factors driving credit losses that are embedded in the estimated cash flows.

The following table presents information with respect to the estimated fair value and unpaid principal balance of acquired loans at the Acquisition Date:

April 26, 2024

Unpaid Principal Balance Estimated Fair Value

(dollars in thousands)

Real estate - commercial mortgage $ 1,384,029 $ 1,234,409

Commercial and industrial 310,190 279,309

Real-estate - residential mortgage 947,144 752,331

Real-estate - home equity 90,882 84,369

Real-estate - construction 149,047 142,768

Consumer 2,638 2,624

Total acquired loans $ 2,883,930 $ 2,495,810

The following table summarizes PCD Loans acquired in the Republic First Transaction as of the Acquisition Date:

April 26, 2024

(dollars in thousands)

Book balance of loans with deteriorated credit quality at acquisition $ 1,014,559

Fair value of loans with deteriorated credit quality at acquisition 895,588

Fair value discount 118,971

PCD Loans credit discount ( 54,631 )

Non-credit discount $ 64,340

The Republic First Transaction resulted in the addition of $ 78.1 million to the ACL, including the $ 54.6 million identified in the table above for PCD Loans, and $ 23.4 million recorded through the provision for credit losses at the Acquisition Date for non-PCD Loans.

Intangible assets:

The Corporation recorded $ 92.6 million of CDI reflected in other assets that is being amortized over seven years using the sum-of-the-years'-digits method.

The estimated fair value of the CDI was determined using the cost savings approach.

The cost savings approach is defined as the difference between the cost of funds of core deposits and an alternative cost of funds for those deposits.

The CDI estimated fair value was determined by projecting discounted net cash flows that included assumptions related to customer attrition rates, discount rates, deposit interest rates, deposit account maintenance costs and alternative cost of funding rates.

The Corporation acquired $ 37.9 million of FHLB stock.

The estimated fair value of the FHLB stock approximated its book value.

Accrued interest receivable:

The Corporation acquired $ 16.2 million of accrued interest receivable.

The fair value of the accrued interest receivable approximated its book value.

Core deposits:

Demand deposits, savings and money market deposits and time deposits (less than $250,000) were recorded at book value which approximated fair value.

The Corporation recorded $ 92.6 million of CDI in other assets for these deposits.

Time deposits:

Time deposits of $250,000 and greater were valued based on a comparison with the contractual cost of a portfolio of brokered deposits having a similar tenor.

As the time deposit portfolio had a remaining average life of approximately three months, the estimated fair value of the time deposits approximated their book value and no adjustment was recorded.

Borrowings assumed in the Republic First Transaction, with a fair value of $ 1.4 billion, were repaid shortly after the Acquisition Date.

The fair value of borrowings was based on the repayment amounts.

Acquisition-related expenses:

The Corporation developed a comprehensive integration plan under which it incurred direct costs that are expensed as incurred.

Costs related to the Republic First Transaction are included in acquisition-related expenses in the unaudited Consolidated Statements of Income.

The following table details the costs identified and classified as acquisition-related expenses:

Year ended December 31, 2024

(dollars in thousands)

Salaries and employee benefits $ 2,023

Net occupancy 10,085

Professional fees 11,439

Charitable donation Charitable donation 5,000

In connection with the Republic First Transaction, Fulton Bank made a $ 5.0 million donation to the Fulton Forward Foundation

to provide additional impact grants to nonprofit community organizations across the region that share the Bank's vision of advancing economic empowerment, particularly in underserved communities.

During the fourth quarter of 2024, the Corporation closed 13 of the Bank's financial center offices and consolidated the operations of those offices into nearby financial center offices operated by the Bank.

The plan was adopted as part of the Bank's integration of the assets acquired and the deposits and certain other liabilities assumed in the Republic First Transaction.

The premises and equipment of the 13 locations included five locations owned by the Bank and eight locations leased by the Bank.

The Corporation recorded pre-tax costs of approximately $ 9.8 million reflected in acquisition-related expenses in the Consolidated Statements of Income for the year ended December 31, 2024, consisting of write-offs of premises and equipment and related expenses, and lease termination charges.

The Corporation developed a comprehensive integration plan and expensed direct costs as incurred.

These direct costs related to the Republic First Transaction totaled $ 0.1 million for the year ending December 31, 2025 and $ 37.6 million for the year ending December 31, 2024.

Costs related to the Republic First Transaction are included in acquisition-related expenses in the Consolidated Statements of Income.

Unaudited Pro Forma Information:

The amount of net interest income, non-interest income, non-interest expense and net income of $ 111.4 million, $ 44.7 million, $ 71.9 million and $ 50.5 million, respectively, attributable to the Republic First Transaction were included in the Corporation's Consolidated Statements of Income for the year ended December 31, 2024.

Included in non-interest income above is $ 37.0 million related to the gain on acquisition, net of tax.

Net interest income, non-interest income, non-interest expense and net income shown above reflect management's best estimates based on information available.

Republic First Bank does not have historical financial information that the Corporation could base pro forma information.

Republic First Bank did not have historical financial information on which the Corporation could base pro forma information.

Additionally, the Bank did not acquire all of the assets or assume all of the liabilities of Republic First Bank.

Therefore, it is impracticable to provide pro forma information on revenues and earnings for the Republic First Transaction in accordance with ASC 805-10-50-2.

Prudential Bancorp, Inc

On July 1, 2022, the Corporation completed its acquisition of Prudential Bancorp, a Pennsylvania chartered bank holding company headquartered in Philadelphia, Pennsylvania that primarily served the Greater Philadelphia region.

On that date, the Corporation acquired 100 % of the outstanding common stock of Prudential Bancorp.

As of July 1, 2022, Prudential Bancorp had approximately $ 930.6 million in assets, $ 554.1 million in loans and $ 532.2 million in deposits after purchase accounting adjustments.

The common shareholders of Prudential received 0.7974 shares of Fulton Financial common stock and $ 3.65 cash for each Prudential Bancorp share they owned prior to the Merger.

The total consideration for the Merger was $ 119.1 million consisting of approximately 6,208,516 shares of the Corporation's common stock and $ 29.3 million in cash.

Therefore, it was impracticable to provide pro forma information on revenues and earnings for the Republic First Transaction in accordance with ASC 805-10-50-2.

Blue Foundry Bancorp

On November 24, 2025, the Corporation entered into the Merger Agreement with Blue Foundry.

Under the terms of the Merger Agreement, Blue Foundry will merge with and into the Corporation, with the Corporation continuing as the surviving corporation.

The combined company will operate under the Corporation's name and will trade under the ticker symbol "FULT." Shareholders of Blue Foundry approved the Merger at the Blue Foundry special shareholder meeting on January 29, 2026 and all regulatory approvals required to complete the merger have been obtained.

Subject to the satisfaction of the remaining customary closing conditions in the Merger Agreement, we expect the Merger to close on or about April 1, 2026.

Blue Foundry Bank is expected to be merged with and into Fulton Bank in the third quarter of 2026.

Under the terms of the Merger Agreement, each share of Blue Foundry common stock will be converted into the right to receive 0.650 of a share of the Corporation's common stock and cash in lieu of fractional shares.

The Corporation developed a comprehensive integration plan with respect to the Merger and will expense direct costs as incurred.

These direct costs related to the Merger totaled $ 1.1 million for the year ending December 31, 2025.

Costs related to the Merger are included in acquisition-related expenses in the Consolidated Statements of Income.

NOTE 3 - RESTRICTIONS ON CASH AND CASH EQUIVALENTS

17 unchanged sentences

Available for Sale

Government securities $ 42,475 $ — $ ( 314 ) $ 42,161

Government-sponsored agency securities 1,038 — ( 28 ) 1,010

State and municipal securities $ 960,227 $ 106 $ ( 145,446 ) $ 814,887

8 unchanged sentences

Total $ 1,395,569 $ 2 $ ( 212,122 ) $ 1,183,449

In May 2024, the Corporation sold $345.7 million of AFS securities and recorded a pre-tax loss of $20.3 million.

In May 2024, the Corporation sold $ 345.7 million of AFS investment securities and recorded a pre-tax loss of $ 20.3 million.

The proceeds from the sale were reinvested into higher-yielding securities of a similar type and similar duration.

Securities carried at $ 0.3 billion and $ 0.4 billion at December 31, 2024 and 2023, respectively, were pledged as collateral to secure public and trust deposits.

Investment securities carried at $ 0.4 billion and $ 0.3 billion at December 31, 2025 and 2024, respectively, were pledged as collateral to secure public and trust deposits.

The amortized cost and estimated fair values of debt securities as of December 31, 2025, by contractual maturity, are shown in the following table.

53 unchanged sentences

Available for Sale

Government Securities — $ — $ — 1 $ 42,161 $ ( 314 ) $ 42,161 $ ( 314 )

Government-sponsored agency securities — — — 1 1,010 ( 28 ) 1,010 ( 28 )

State and municipal securities 22 $ 53,026 $ ( 1,692 ) 272 $ 755,310 $ ( 143,754 ) $ 808,336 $ ( 145,446 )

10 unchanged sentences

The change in fair value of these securities is attributable to changes in interest rates and not credit quality.

In addition, these securities have principal payments that are guaranteed by GSEs.

Therefore, the Corporation does not have an ACL for these securities as of December 31, 2025 and 2024, respectively.

The Corporation does not have the intent to sell, and does not believe it will more likely than not be required to sell, any of these securities prior to a recovery of their fair value to amortized cost.

In addition, these securities have principal payments that are guaranteed by U.S.

government-sponsored agencies.

Therefore, the Corporation does not have an ACL for these investments as of December 31, 2024 and 2023, respectively.

As of December 31, 2024 and 2023, no ACL was required for the Corporation's state and municipal securities.

The Corporation does not have the intent to sell and does not believe it will more likely than not be required to sell any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.

Therefore, the Corporation did not record a loss on these investments as of December 31, 2024 and December 31, 2023, respectively.

Based on the payment status and management's evaluation of the Corporation's state and municipal securities, no ACL was required for these securities as of December 31, 2025 and 2024, The Corporation does not have the intent to sell, and does not believe it will more likely than not be required to sell any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.

The majority of the corporate debt securities were rated at or above investment grade as of December 31, 2025 and December 31, 2024.

Based on the payment status, rating and management's evaluation of these securities, no ACL was required for corporate debt securities as of December 31, 2025 and December 31, 2024.

The Corporation does not have the intent to sell and does not believe it will more likely than not to be required to sell any of these securities prior to a recovery of their fair value to

amortized cost, which may be at maturity.

Therefore, the Corporation did not record a loss on these investments as of December 31, 2024 and December 31, 2023.

The Corporation does not have the intent to sell, and does not believe it will more likely than not to be required to sell any of these securities prior to a recovery of their fair value to amortized cost, which may be at maturity.

NOTE 5 - LOANS AND ALLOWANCE FOR CREDIT LOSSES

4 unchanged sentences

Commercial and industrial 4,539,060 4,605,589

4,605,589 4,545,552

Real estate - residential mortgage 6,669,993 6,349,643

5 unchanged sentences

Net loans $ 24,144,884 $ 24,044,919

(1) Includes no unearned income for December 31, 2024 and $ 41.0 thousand at December 31, 2023.

(2) Includes unearned income of $ 35.6 million and $ 38.0 million at December 31, 2024 and December 31, 2023, respectively.

(1) Includes unearned income of $ 36.8 million and $ 35.6 million as of December 31, 2025 and December 31, 2024, respectively.

The Corporation has extended credit to officers and directors of the Corporation and to their associates.

3 unchanged sentences

Allowance for Credit Losses

The following table summarizes the ACL - loans balance and the reserve for OBS credit exposures balance as of December 31, 2024 and 2023:

The following table summarizes the ACL - loans balance and the reserve for OBS credit exposures balance as of December 31:

(dollars in thousands)

8 unchanged sentences

CECL Day 1 Provision (1)

23,444 — 7,954

Initial PCD allowance for credit losses — 54,631 —

8 unchanged sentences

Reserve for OBS credit exposures $ 14,972 $ ( 14,161 ) $ 17,254

(1) The sum of these amounts are reflected in the provision for credit losses in the Consolidated Statements of Income.

(1) The sum of these amounts is reflected in the provision for credit losses in the Consolidated Statements of Income.

(2) Provision only includes the portion related to net loans.

7 unchanged sentences

Balance at December 31, 2023 $ 112,565 $ 74,266 $ 73,286 $ 17,604 $ 12,295 $ 3,388 $ 293,404

CECL Day 1 Provision (1)

6,648 1,121 14,920 445 310 — 23,444

Initial PCD allowance for credit losses 41,559 10,463 565 357 1,687 — 54,631

Loans charged off ( 13,186 ) ( 26,585 ) ( 1,472 ) ( 8,490 ) — ( 4,696 ) ( 54,429 )

4 unchanged sentences

Balance at December 31, 2024 158,181 92,212 81,331 19,397 25,140 2,895 379,156

CECL Day 1 Provision (1)

6,648 1,121 14,920 445 310 — 23,444

Initial PCD allowance for credit losses 41,559 10,463 565 357 1,687 — 54,631

Loans charged off ( 36,518 ) ( 20,787 ) ( 1,053 ) ( 8,817 ) ( 5,386 ) ( 5,637 ) ( 78,198 )

8 unchanged sentences

In determining qualitative adjustments, management considers changes in national, regional, and local economic and business conditions and their impact on the lending environment, including underwriting standards and other factors affecting credit losses over the remaining life of each loan.

The increase in ACL in 2024 was largely due to loans acquired in the Republic First Transaction.

The increase in ACL in 2023 was primarily due to loan growth, changes to the macroeconomic outlook, net charge-offs and risk migration.

Collateral-Dependent Loans

5 unchanged sentences

As of December 31, 2025 and 2024, substantially all of the Corporation's individually evaluated loans with total commitments greater than or equal to $ 1.0 million were measured based on the estimated fair value of each loan's collateral, if any.

As of December 31, 2024 and 2023, approximately 90 % and 78 %, respectively, of loans evaluated individually for impairment with principal balances greater than or equal to $ 1.0 million, whose primary collateral consisted of real estate, were measured at estimated fair value using appraisals performed by state certified third-party appraisers that had been updated in the preceding 12 months.

As of December 31, 2025 and 2024, approximately 88 % and 90 %, respectively, of loans evaluated individually for impairment with principal balances greater than or equal to $ 1.0 million, whose primary collateral consisted of real estate, were measured at estimated fair value using appraisals performed by state certified third-party appraisers that had been updated in the preceding 12 months, or actual fair value based on active, fully-executed letters of intent to purchase or agreements of sale.

Non-accrual Loans

The following table presents total non-accrual loans, by class segment:

The following table presents total non-accrual loans, by class segment, as of December 31:

With a Related Allowance Without a Related Allowance Total With a Related Allowance Without a Related Allowance Total

11 unchanged sentences

Accordingly, no specific valuation allowance was considered to be necessary.

The amount of interest income on non-accrual loans that was recognized was approximately $ 1.0 million in 2024 and $ 1.5 million in 2023.

The amount of interest income on non-accrual loans that was recognized was approximately $ 2.8 million and $ 1.0 million in 2025 and 2024, respectively.

Asset Quality

Maintaining an appropriate ACL is dependent on various factors, including the ability to identify potential problem loans in a timely manner.

For commercial construction loans, commercial and industrial loans, and commercial real estate loans, an internal risk rating process is used.

For commercial construction loans, commercial and industrial loans, leases and other loans and commercial real estate loans, an internal risk rating process is used.

The Corporation believes that internal risk ratings are the most relevant credit quality indicator for these types of loans.

30 unchanged sentences

Current period gross charge-offs — — — ( 5,286 ) — ( 100 ) — — ( 5,386 )

Leases and other loans

Pass 174,718 35,955 70,152 29,832 8,185 8,665 — — 327,507

1 unchanged sentence

Substandard or Lower 185 2,080 955 3,034 196 37 — — 6,487

Total leases and other loans 175,335 38,494 71,537 34,171 8,841 9,031 — — 337,409

Leases and other loans

Current period gross charge-offs ( 2,092 ) ( 1,153 ) ( 506 ) ( 289 ) ( 244 ) ( 1,353 ) — — ( 5,637 )

Pass $ 1,720,693 $ 1,381,996 $ 1,731,580 $ 1,646,837 $ 1,423,179 $ 4,533,408 $ 1,526,739 $ 3,092 $ 13,967,524

Special Mention 21,902 33,149 61,456 87,442 124,958 227,106 103,346 7,179 666,538

Substandard or Lower 4,374 27,348 113,707 141,125 118,221 276,136 105,560 4,435 790,906

Total $ 1,746,969 $ 1,442,493 $ 1,906,743 $ 1,875,404 $ 1,666,358 $ 5,036,650 $ 1,735,645 $ 14,706 $ 15,424,968

(1) Excludes real estate - construction - other.

Total criticized and classified loans increased $911.4 million, or 98.5%, compared to December 31, 2023.

The increase of $454.6 million in special mention loans as of December 31, 2024 was primarily due to loans acquired in the Republic First Transaction with a balance of $350.4 million as of December 31, 2024.

The increase of $456.8 million in substandard or lower loans as of December, 31, 2024 was partially due to loans acquired in the Republic First Transaction with a balance of $193.0 million as of December 31, 2024.

(1) Excludes non-commercial real estate - construction.

Total criticized and classified loans decreased $ 378.9 million, or 20.6 %, compared to December 31, 2024.

The following table summarizes designated internal risk rating categories by portfolio segment and loan class, by origination year, in the prior period:

29 unchanged sentences

Total $ 1,286,860 $ 2,032,639 $ 2,210,556 $ 1,976,780 $ 1,476,712 $ 4,569,991 $ 1,782,925 $ 46,980 $ 15,383,443

(1) Excludes real estate - construction - other.

(1) Excludes non-commercial real estate - construction.

For a description of the Corporation's internal risk rating categories, see "Note 1 - Summary of Significant Accounting Policies" under the heading "Allowance for Credit Losses."

The Corporation considers the performance of the loan portfolio and its impact on the ACL.

The Corporation does not assign internal risk ratings to smaller balance, homogeneous loans, such as home equity, residential mortgage, construction loans to individuals secured by residential real estate, consumer and other loans.

The Corporation does not assign internal risk ratings to smaller balance, homogeneous loans, such as home equity loans, residential mortgage loans, construction loans to individuals secured by residential real estate and consumer loans.

For these loans, the most relevant credit quality indicator is delinquency status, and the Corporation evaluates credit quality based on the aging status of the loan.

7 unchanged sentences

Performing $ 724,505 $ 536,668 $ 662,479 $ 1,412,885 $ 1,603,854 $ 1,684,033 $ — $ — $ 6,624,424

Nonperforming 87 1,358 5,118 3,232 5,523 30,583 — — 45,901

Non-performing 134 645 2,102 9,752 4,961 27,975 — — 45,569

Total real estate - residential mortgage 724,639 537,313 664,581 1,422,637 1,608,815 1,712,008 — — 6,669,993

3 unchanged sentences

Performing 231,952 23,963 74,129 140,759 43,561 201,571 1,042,448 36,924 1,795,307

Nonperforming 236 848 918 963 753 4,571 2,893 3,192 14,374

Non-performing 97 84 143 409 568 4,992 2,497 3,083 11,873

Total consumer and real estate - home equity 232,049 24,047 74,272 141,168 44,129 206,563 1,044,945 40,007 1,807,180

1 unchanged sentence

Current period gross charge-offs ( 215 ) ( 262 ) ( 998 ) ( 1,556 ) ( 708 ) ( 4,505 ) ( 573 ) — ( 8,817 )

Leases and other loans

Performing 123,991 89,006 52,724 16,894 10,830 9,996 — — 303,441

Nonperforming — — 1,922 744 23 9,328 — — 12,017

Total leases and other loans 123,991 89,006 54,646 17,638 10,853 19,324 — — 315,458

Leases and other loans

Current period gross charge-offs ( 1,977 ) ( 913 ) ( 335 ) ( 334 ) ( 192 ) ( 770 ) — ( 175 ) ( 4,696 )

Construction - other

Construction - residential

Performing 164,473 72,583 1,395 2,280 — — — — 240,731

Nonperforming — — 1,406 — — — — — 1,406

Total construction - other 138,440 61,848 17,116 1,499 — — — — 218,903

Construction - other

Non-performing — 606 — 1,406 — — — — 2,012

Total construction - residential 164,473 73,189 1,395 3,686 — — — — 242,743

Construction - residential

Current period gross charge-offs — — — — — — — — —

Performing $ 1,120,930 $ 633,214 $ 738,003 $ 1,555,924 $ 1,647,415 $ 1,885,604 $ 1,042,448 $ 36,924 $ 8,660,462

Nonperforming 323 2,206 9,364 4,939 6,299 44,482 2,893 3,192 73,698

Non-performing 231 1,335 2,245 11,567 5,529 32,967 2,497 3,083 59,454

Total $ 1,121,161 $ 634,549 $ 740,248 $ 1,567,491 $ 1,652,944 $ 1,918,571 $ 1,044,945 $ 40,007 $ 8,719,916

6 unchanged sentences

Performing $ 470,918 $ 728,630 $ 1,515,521 $ 1,726,991 $ 1,022,116 $ 839,566 $ — $ — $ 6,303,742

Nonperforming — 1,720 4,888 4,701 6,233 24,487 — — 42,029

Non-performing 87 1,358 5,118 3,232 5,523 30,583 — — 45,901

Total real estate - residential mortgage 471,005 729,988 1,520,639 1,730,223 1,027,639 870,149 — — 6,349,643

3 unchanged sentences

Performing 178,722 116,370 211,647 65,412 48,201 188,442 913,920 40,384 1,763,098

Nonperforming 295 455 866 282 354 5,526 1,439 1,661 10,878

Non-performing 236 848 918 963 753 4,571 2,893 3,192 14,374

Total consumer and real estate - home equity 178,958 117,218 212,565 66,375 48,954 193,013 916,813 43,576 1,777,472

3 unchanged sentences

Performing 123,991 89,006 52,724 16,894 10,830 9,996 — — 303,441

Nonperforming — 118 — — — 9,893 — — 10,011

Non-performing — — 1,922 744 23 9,328 — — 12,017

Total leases and other 123,991 89,006 54,646 17,638 10,853 19,324 — — 315,458

1 unchanged sentence

Current period gross charge-offs ( 1,977 ) ( 913 ) ( 335 ) ( 334 ) ( 192 ) ( 770 ) — ( 175 ) ( 4,696 )

Construction - other

Construction - residential

Performing 138,440 61,848 15,710 1,499 — — — — 217,497

Nonperforming — 1,535 — — — — — — 1,535

Total construction - other 127,382 94,854 13,698 555 — — — — 236,489

Construction - other

Non-performing — — 1,406 — — — — — 1,406

Total construction - residential 138,440 61,848 17,116 1,499 — — — — 218,903

Construction - residential

Current period gross charge-offs — — — — — — — — —

Performing $ 912,071 $ 995,854 $ 1,795,602 $ 1,810,796 $ 1,081,147 $ 1,038,004 $ 913,920 $ 40,384 $ 8,587,778

Nonperforming 295 3,828 5,754 4,983 6,587 39,906 1,439 1,661 64,453

Non-performing 323 2,206 9,364 4,939 6,299 44,482 2,893 3,192 73,698

Total $ 912,394 $ 998,060 $ 1,804,966 $ 1,815,735 $ 1,087,446 $ 1,082,486 $ 916,813 $ 43,576 $ 8,661,476

8 unchanged sentences

The following tables present the aging of the amortized cost basis of loans, by class segment:

30-59 60-89 ≥ 90 Days

Days Past Days Past Past Due Non-

Due Due and Accruing Accrual Current Total

30-59 Days Past

Due ≥ 90 Days

Accruing Non-

accrual Current Total

(dollars in thousands)

2 unchanged sentences

Commercial and industrial 5,023 4,563 3,653 44,103 4,481,718 4,539,060

6,031 3,636 1,460 42,217 4,552,245 4,605,589

Real estate - residential mortgage 48,246 7,912 17,818 27,751 6,568,266 6,669,993

14 unchanged sentences

Commercial and industrial 6,031 3,636 1,460 42,217 4,552,245 4,605,589

5,620 1,656 1,068 39,952 4,497,256 4,545,552

Real estate - residential mortgage 59,593 5,946 20,501 25,400 6,238,203 6,349,643

13 unchanged sentences

Term Extension

Amortized Cost Basis % of Class of Financing Receivable Amortization Cost Basis % of Class of Financing Receivable

2025 2024 2023

Amortized Cost Basis % of Class of Financing Receivable Amortized Cost Basis % of Class of Financing Receivable Amortized Cost Basis % of Class of Financing Receivable

(dollars in thousands)

6 unchanged sentences

Interest Rate Reduction and Term Extension

Amortized Cost Basis % of Class of Financing Receivable Amortization Cost Basis % of Class of Financing Receivable

2025 2024 2023

Amortized Cost Basis % of Class of Financing Receivable Amortization Cost Basis % of Class of Financing Receivable Amortization Cost Basis % of Class of Financing Receivable

(dollars in thousands)

12 unchanged sentences

Real estate - residential mortgage Added a weighted-average 8.98 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Real estate - home equity Added a weighted-average 14.30 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Real estate - construction Added a weighted-average 0.67 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Real estate - commercial mortgage Added a weighted-average 1.22 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Commercial and industrial Added a weighted-average 0.92 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Real estate - residential mortgage Added a weighted-average 8.10 years to the life of loans, which reduced monthly payment amounts for the borrowers.

Interest Rate Reduction

2 unchanged sentences

Real estate - residential mortgage Reduced weighted-average interest rate from 2.35 % to 1.40 %

Real estate - residential mortgage Reduced weighted-average interest rate from 3.76 % to 2.30 %

During the years ended December 31, 2025, 2024 and 2023, there were no loans modified due to financial difficulty where there was a principal balance forgiveness.

During the years ended December 31, 2024 and 2023, there were no loans modified due to financial difficulty that defaulted subsequent to modification.

The following table presents the performance of loans that have been modified due to financial difficulty in the previous 12 months.

30-89 90+ Total

Days Past Past Due Past

Current Due and Accruing Due

Days Past Past Due Non- Past

Current Due and Accruing Accrual Due

(dollars in thousands)

16 unchanged sentences

Net premises and equipment $ 175,240 $ 195,527

The $58.6 million decrease in land and buildings and improvements was primarily due to $73.5 million of asset disposals in the Sale-Leaseback Transaction, partially offset by $21.7 million of land and buildings and improvements purchased as part of the Republic First Transaction in the fourth quarter of 2024.

The $73.5 million of premises and equipment disposals in the Sale-Leaseback Transaction included $42.5 million of related accumulated depreciation for a net disposal amount of $31.0 million.

The $ 23.3 million decrease in land and buildings and improvements at December 31, 2025 compared to December 31, 2024 was primarily due to financial center closures.

NOTE 7 - GOODWILL AND INTANGIBLE ASSETS

Goodwill totaled $ 553.3 million as of December 31, 2025 and 2024, respectively.

There were no goodwill impairment charges in 2024 based on the annual assessment.

There were no goodwill impairment charges in 2025 based on the Corporation's annual assessment.

The estimated fair values of the Corporation's reporting units are subject to uncertainty, including future changes in fair values of banks in general and future operating results of reporting units, which could differ significantly from the assumptions used in the current valuation of reporting units.

5 unchanged sentences

Net intangibles included CDI of $ 58.2 million and $ 80.2 million as of December 31, 2025 and 2024, respectively.

The CDI was recorded as part of the Republic First Transaction and the Merger and is being amortized over seven years using the sum-of-the-years' digits method.

The CDI was recorded as part of the Republic First Transaction and the Prudential Bancorp merger and is being amortized over seven years using the sum-of-the-years'-digits method.

The following table summarizes CDI amortization expense for each of the next five years and thereafter (dollars in thousands):

11 unchanged sentences

Balance at end of period $ 29,734 $ 30,691 $ 31,602

Valuation allowance:

Balance at beginning of period $ — $ — $ ( 600 )

Reduction (addition) to valuation allowance — — 600

Balance at end of period $ — $ — $ —

Net MSRs at end of period $ 30,691 $ 31,602 $ 34,217

Estimated fair value of MSRs at end of period $ 49,861 $ 53,972 $ 49,696

MSRs represent the economic value of contractual rights to service mortgage loans that have been sold.

The total portfolio of mortgage loans serviced by the Corporation for unrelated third parties was $ 4.1 billion as of December 31, 2024 and 2023, respectively.

The total portfolio of mortgage loans serviced by the Corporation for unrelated third parties was $ 4.0 billion and $ 4.1 billion as of December 31, 2025 and 2024, respectively.

Actual and expected prepayments of the underlying mortgage loans can impact the fair value of MSRs.

6 unchanged sentences

Total MSRs amortization expense, recognized as a reduction to mortgage banking income in the Consolidated Statements of Income, was $ 4.6 million, $ 4.7 million and $ 5.1 million in 2025, 2024 and 2023, respectively.

Estimated future MSRs

amortization expense, based on balances as of December 31, 2024, and the estimated remaining lives of the underlying loans, is as follows (dollars in thousands):

Estimated future MSRs amortization expense, based on balances as of December 31, 2025, and the estimated remaining lives of the underlying loans, is as follows (dollars in thousands):

Thereafter 14,593

15 unchanged sentences

Included in time deposits were certificates of deposit equal to or greater than $100,000 of $ 2.4 billion and $ 2.5 billion as of December 31, 2025 and 2024, respectively.

Time deposits equal or greater than $250,000 were $ 1.0 billion and $ 551.2 million as of December 31, 2024 and 2023, respectively.

Time deposits equal or greater than $250,000 were $ 1.1 billion and $ 1.0 billion as of December 31, 2025 and 2024, respectively.

NOTE 10 - BORROWINGS

12 unchanged sentences

The Corporation had $ 3.9 billion of collateralized borrowing availability at the FRB discount window with no amount outstanding as of December 31, 2025.

As of December 31, 2024, the Corporation had total FHLB borrowing capacity of $ 11.1 billion with $5.1 billion of advances and letters of credit outstanding, for a remaining borrowing capacity of approximately $ 6.0 billion.

As of December 31, 2025, the Corporation had total FHLB borrowing capacity of $ 11.6 billion, consisting of $ 250.0 million in outstanding advances and $ 4.2 billion in letters of credit issued to collateralize municipal deposits, resulting in a remaining borrowing capacity of approximately $ 7.1 billion.

Advances from the FHLB, when utilized, are secured by qualifying commercial real estate and residential mortgage loans, investments and other assets.

14 unchanged sentences

In December 2023, the Corporation retired $ 5.0 million of subordinated debt with a fixed-to-floating rate of 3.25 % and effective rate of 3.35 % maturing in 2030.

On March 16, 2022, $ 65 million of senior notes with a fixed rate of 3.60% were repaid upon their maturity.

In March 2020, the Corporation issued $ 200.0 million and $ 175.0 million of subordinated notes due in 2030 and 2035, respectively.

The subordinated notes maturing in 2030 were issued with a fixed-to-floating rate of 3.25 % and an effective rate of 3.35 %, due to issuance costs, and the subordinated notes maturing in 2035 were issued with a fixed-to-floating rate of 3.75 % and an effective rate of 3.85 %, due to issuance costs.

The subordinated notes due in 2030 converted to a floating rate based on the three-month term SOFR, plus 230 bps on March 15, 2025.

NOTE 11 - DERIVATIVE FINANCIAL INSTRUMENTS

16 unchanged sentences

Positive fair values

2,950,000 11,489 2,500,000 227

Negative fair values

— — 1,400,000 ( 2,971 )

Foreign Exchange Contracts with Customers

4 unchanged sentences

Negative fair values 1,870 ( 6 ) 32,406 ( 1,569 )

(1) Fair values are net of a valuation allowance of $366.3 thousand as of December 31, 2024 and 2023, respectively.

In the third quarter of 2023, the Corporation transitioned certain of the Corporation's legacy commercial customer back-to-back

interest rate swap transactions from LIBOR to SOFR.

During 2024, the increase to other non-interest income to reflect market valuation movements from the transition from LIBOR to SOFR was $0.4 million.

During 2023, the reduction to other non-interest income related to the transition from LIBOR to SOFR was $1.9 million.

(1) Fair values are net of a valuation allowance of $ 366.3 thousand as of December 31, 2025 and 2024.

The following table presents the effect of cash flow hedge accounting on AOCI:

16 unchanged sentences

Amount of gain or (loss) on cash flow hedging relationships — — — —

Interest contracts:

Interest rate derivatives:

Amount of (loss) gain reclassified from AOCI into income ( 19,504 ) ( 900 ) ( 29,899 ) 6,446

Amount of (loss) gain reclassified from AOCI into income as a result that a forecasted transaction is no longer probable of occurring — — — —

Amount of (loss) gain reclassified from AOCI into income as a result of a forecasted transaction that is no longer probable of occurring — — — —

Amount of (loss) gain reclassified from AOCI into income - included component ( 19,504 ) ( 900 ) ( 29,899 ) 6,446

18 unchanged sentences

(1) Cost basis of mortgage loans held for sale represents the unpaid principal balance.

Losses related to changes in fair values of mortgage loans held for sale were $ 0.1 million for the year ended December 31, 2024.

Gains related to changes in fair values of mortgage loans held for sale were $ 0.3 million for the year ended December 31, 2023, and losses related to changes in fair values of mortgage loans held for sale were $ 0.6 million for the year ended December 31, 2022.

Losses related to changes in fair values of mortgage loans held for sale were nominal for the year ended December 31, 2025.

Losses related to changes in fair values of mortgage loans held for sale were $ 0.1 million for the year ended December 31, 2024, and gains related to changes in fair values of mortgage loans held for sale were $ 0.3 million for the year ended December 31, 2023.

The gains and losses are recorded on the Consolidated Income Statements as an adjustment to mortgage banking income.

30 unchanged sentences

Cash Flow Hedge Terminations

On October 10, 2024, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $250 million.

As the hedged transaction continues to be probable, the unrealized losses will be recorded in AOCI and will be recognized as an increase to interest expense when the previously forecasted hedged items affect earnings in future periods.

During the year ended December 31, 2024, $0.2 million of these unrealized losses were reclassified as an increase to interest expense on borrowings on the Consolidated Statements of Income.

In January 2023, the Corporation terminated interest rate derivatives designated as cash flow hedges with a combined notional amount of $ 1.0 billion.

As the hedged transaction continues to be probable, the unrealized losses that have been recorded in AOCI are recognized as reduction to interest income, including fees, when the previously forecasted hedged item affects earnings in future periods.

During the years ended December 31, 2024 and 2023, $27.9 million and $ 22.1 million, respectively, of these unrealized losses have been reclassified as a reduction of interest income on loans, including fees, on the consolidated statements of income.

During the years ended December 31, 2025, 2024 and 2023, $ 13.0 million, $ 27.9 million and $ 22.1 million, respectively of these unrealized losses have been reclassified as a reduction of interest income on loans, including fees, on the Consolidated Statements of Income.

NOTE 12 - REGULATORY MATTERS

6 unchanged sentences

The Basel III Rules provide a comprehensive framework and require the Corporation and the Bank to:

• Meet a minimum Common Equity Tier 1 capital ratio of 4.50% of risk-weighted assets and a minimum Tier 1 capital of 6.00% of risk-weighted assets;

• Meet a minimum CET1 capital ratio of 4.50% of risk-weighted assets and a minimum Tier 1 capital of 6.00% of risk-weighted assets;

• Meet a minimum Total capital ratio of 8.00% of risk-weighted assets and a minimum Tier 1 leverage capital ratio of 4.00% of average assets;

8 unchanged sentences

As of December 31, 2025 and 2024, the Bank was well capitalized under the regulatory framework for prompt corrective action based on its capital ratio calculation.

To be categorized as well capitalized, the Bank was required to maintain minimum total risk-based, Tier I risk-based, Common Equity Tier I risk-based and Tier I leverage ratios as set forth in the table below.

To be categorized as well capitalized, the Bank was required to maintain minimum total risk-based, Tier I risk-based, CET1 risk-based and Tier I leverage ratios as set forth in the table below.

There are no conditions or events since December 31, 2025, that management believes have changed the Corporation and the Bank's categories.

T he following tables present the Total risk-based, Tier I risk-based, Common Equity Tier I risk-based and Tier I leverage requirements under the Basel III Rules as of December 31:

T he following tables present the Total risk-based, Tier I risk-based, CET1 risk-based and Tier I leverage requirements under the Basel III Rules as of December 31:

Actual For Capital

4 unchanged sentences

Corporation $ 3,716,146 15.2 % $ 1,960,184 8.0 % N/A N/A

Fulton Bank, N.A.

3,338,891 13.5 1,976,697 8.0 $ 2,470,871 10.0 %

Fulton Bank 3,480,147 14.3 1,951,104 8.0 $ 2,438,880 10.0 %

Tier I Capital (to Risk-Weighted Assets):

Corporation $ 3,080,327 12.6 % $ 1,470,138 6.0 % N/A N/A

Fulton Bank, N.A 3,029,881 12.3 1,482,523 6.0 $ 1,976,697 8.0 %

Common Equity Tier I Capital (to Risk-Weighted Assets):

Fulton Bank 3,174,366 13.0 1,463,328 6.0 $ 1,951,104 8.0 %

CET1 Capital (to Risk-Weighted Assets):

Corporation $ 2,887,449 11.8 % $ 1,102,603 4.5 % N/A N/A

Fulton Bank, N.A 2,985,881 12.1 1,111,892 4.5 $ 1,606,066 6.5 %

Fulton Bank 3,130,366 12.8 1,097,496 4.5 $ 1,585,272 6.5 %

Tier I Leverage Capital (to Average Assets):

Corporation $ 3,080,327 9.7 % $ 1,265,715 4.0 % N/A N/A

Fulton Bank, N.A 3,029,881 9.6 1,265,809 4.0 $ 1,582,261 5.0 %

Fulton Bank 3,174,366 10.1 1,262,175 4.0 $ 1,577,719 5.0 %

N/A - Not applicable as "well capitalized" applies to banks only.

5 unchanged sentences

Corporation $ 3,544,021 14.3 % $ 1,986,754 8.0 % N/A N/A

Fulton Bank, N.A.

2,896,908 12.8 1,809,836 8.0 $ 2,262,295 10.0 %

Fulton Bank 3,338,891 13.5 1,976,697 8.0 $ 2,470,871 10.0 %

Tier I Capital (to Risk-Weighted Assets):

Corporation $ 2,866,143 11.5 % $ 1,490,065 6.0 % N/A N/A

Fulton Bank, N.A 2,620,837 11.6 1,357,377 6.0 $ 1,809,836 8.0 %

Common Equity Tier I Capital (to Risk-Weighted Assets):

Fulton Bank 3,029,881 12.3 1,482,523 6.0 $ 1,976,697 8.0 %

CET1 Capital (to Risk-Weighted Assets):

Corporation $ 2,673,265 10.8 % $ 1,117,549 4.5 % N/A N/A

Fulton Bank, N.A 2,576,837 11.4 1,018,033 4.5 $ 1,470,492 6.5 %

Fulton Bank 2,985,881 12.1 1,111,892 4.5 $ 1,606,066 6.5 %

Tier I Leverage Capital (to Average Assets):

Corporation $ 2,866,143 9.0 % $ 1,269,248 4.0 % N/A N/A

Fulton Bank, N.A 2,620,837 9.6 1,089,195 4.0 $ 1,361,494 5.0 %

Fulton Bank 3,029,881 9.6 1,265,809 4.0 $ 1,582,261 5.0 %

N/A - Not applicable as "well capitalized" applies to banks only.

6 unchanged sentences

NOTE 13 - INCOME TAXES

The components of income taxes are as follows:

The components of income tax expense are as follows:

2025 2024 2023

(dollars in thousands)

Income before income tax expense (benefit)

$ 485,586 $ 344,629 $ 348,721

Income tax expense (benefit)

Current tax expense

federal $ 84,652 $ 66,817 $ 49,707

State 12,256 11,137 6,906

state and local 13,493 12,256 11,137

Total current tax expense 98,145 79,073 60,844

1 unchanged sentence

federal ( 2,685 ) ( 20,248 ) 3,021

State ( 2,939 ) 576 ( 324 )

state and local ( 1,483 ) ( 2,939 ) 576

Total deferred tax (benefit) expense ( 4,168 ) ( 23,187 ) 3,597

Total income tax expense $ 55,886 $ 64,441 $ 60,034

Total income tax expense (benefit)

federal 81,967 46,569 52,728

state and local 12,010 9,317 11,713

Total income tax expense (benefit) $ 93,977 $ 55,886 $ 64,441

There was no income from foreign countries for the years ended December 31, 2025, 2024 and 2023.

The differences between the effective income tax rate and the federal statutory income tax rate are as follows:

2025 2024 2023

Statutory tax rate 21.0 % 21.0 % 21.0 %

Tax credit investments ( 0.3 ) ( 1.3 ) ( 2.0 )

Tax-exempt income ( 4.3 ) ( 4.2 ) ( 3.5 )

Bargain purchase gain ( 2.3 ) — —

Bank owned life insurance ( 0.9 ) ( 0.8 ) ( 0.7 )

State income taxes, net of federal benefit 1.9 2.6 1.2

Executive compensation 0.1 0.3 0.3

FDIC Premium 0.8 0.5 0.3

(dollars in thousands)

federal statutory tax rate $ 101,973 21.0 % $ 72,372 21.0 % $ 73,231 21.0 %

Low-income housing tax credits, net ( 4,051 ) ( 0.8 ) ( 1,163 ) ( 0.3 ) $ ( 4,716 ) ( 1.3 )

Other, net 6 — 29 — 24 —

Effective income tax rate 16.2 % 18.5 % 17.3 %

Non-taxable or non-deductible items

Tax-exempt income on loans ( 9,875 ) ( 2.0 ) ( 9,636 ) ( 2.8 ) ( 8,445 ) ( 2.4 )

Tax-exempt income on securities ( 4,700 ) ( 1.0 ) ( 5,224 ) ( 1.5 ) ( 6,120 ) ( 1.8 )

Bargain purchase gain — — ( 7,769 ) ( 2.3 ) — —

Other 1,643 0.3 833 0.2 1,415 0.4

Domestic state and local income tax, net of federal 8,981 1.9 6,444 1.9 9,052 2.6

Total income tax expense $ 93,977 19.4 % $ 55,886 16.2 % $ 64,441 18.5 %

There were no domestic federal reconciling items related to the effect of cross-border tax laws, the effect of changes in tax laws or rates enacted in the current period, changes in valuation allowance, foreign tax effects, or changes in unrecognized tax benefits.

State and local income taxes in New Jersey, Maryland and Delaware comprised the majority of the domestic state and local income taxes, net of federal effect for the years 2025, 2024 and 2023, respectively.

The components of income taxes paid are as follows:

2025 2024 2023

(dollars in thousands)

federal, net of refunds $ 96,396 $ 11,656 $ 10,423

state and local, net of refunds

New Jersey 8,110 5,638 3,671

Maryland 5,508 2,488 2,329

Delaware 2,452 2,476 1,939

Other 222 505 78

state and local, net of refunds 16,292 11,107 8,017

Total income taxes paid $ 112,688 $ 22,763 $ 18,440

The net DTA recorded by the Corporation is included in other assets and consists of the following tax effects of temporary differences as of December 31:

1 unchanged sentence

Deferred tax assets:

Unrealized holding losses on securities $ 85,516 $ 90,671

Allowance for credit losses $ 89,053 $ 90,148

Unrealized holding losses on securities 62,962 85,516

Lease liability 35,969 34,921

2 unchanged sentences

Deferred compensation 12,683 11,138

Intangible assets 5,889 7,460

Stock-based compensation 5,042 5,458

Tax credit carryforwards — 4,995

Intangible assets 4,403 5,889

New Jersey FAS 109 deduction 2,412 2,412

Other 6,916 5,032

4 unchanged sentences

Acquisition premiums/discounts 8,999 16,360

MSRs 6,952 7,158

Postretirement and defined benefit plans 7,320 5,560

MSRs 6,978 6,952

Tax credit investments 1,241 2,033

21 unchanged sentences

Decreases will occur as a result of the lapsing of the statute of limitations for the oldest outstanding year which includes the position.

These offsetting increases and decreases are likely to continue in the future, including over the next twelve months.

While the net effect on total unrecognized tax benefits during this period cannot be reasonably estimated, approximately $ 82 thousand is expected to reverse in 2025 due to lapsing of the statute of limitations.

Decreases can also occur throughout the settlement of positions with taxing authorities.

4 unchanged sentences

The Corporation recognized approximately $ 45 thousand and $ 168 thousand of recoveries in 2025 and 2024, respectively, for interest and penalties in income tax expense related to unrecognized tax positions.

As of December 31, 2024 and 2023, total accrued interest and penalties related to unrecognized tax positions were approximately $ 177 thousand and $ 0.3 million, respectively.

As of December 31, 2025 and 2024, total accrued interest and penalties related to unrecognized tax positions were approximately $ 133 thousand and $ 177 thousand, respectively.

The Corporation files income tax returns in the federal and various state jurisdictions.

10 unchanged sentences

See "Note 1 - Summary of Significant Accounting Policies" in the Notes to the Consolidated Financial Statements.

All TCIs held as of December 31, 2024 that qualify for the proportional amortization method are amortized over the period the Corporation expects to receive the tax credits, with the expense included within income taxes on the Consolidated Statements of Income and net income in the Consolidated Statements of Cash Flows.

All TCIs held as of December 31, 2025 and 2024 that qualify for the proportional amortization method are amortized over the period the Corporation expects to receive the tax credits, with the expense included within income taxes on the Consolidated Statements of Income and net income in the Consolidated Statements of Cash Flows.

All TCIs are evaluated for impairment at the end of each reporting period.

18 unchanged sentences

Total reduction in income tax expense $ ( 4,041 ) $ ( 1,134 ) $ ( 4,692 )

Amortization of TCIs:

Total amortization of TCIs $ — $ — $ 2,783

NOTE 14 - NET INCOME PER COMMON SHARE

1 unchanged sentence

Diluted net income per common share is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding plus the incremental number of shares added as a result of converting common stock equivalents, calculated using the treasury stock method.

The Corporation's common stock equivalents consist of outstanding restricted stock, RSUs and PSUs.

The Corporation's common stock equivalents consist of RSUs and PSUs.

PSUs are required to be included in weighted average diluted shares outstanding if performance measures, as defined in each PSU award agreement, are met as of the end of the period.

12 unchanged sentences

The net proceeds to the Corporation from the offering after deducting underwriting discounts and transaction expenses were approximately $ 272.6 million.

Stock Reissuance

On July 1, 2022, the Corporation reissued 6,208,516 shares of common stock that had been held as Treasury stock in connection with the Merger.

Accumulated Other Comprehensive Income (Loss)

2 unchanged sentences

(dollars in thousands)

Net unrealized gains (losses) on securities $ ( 28,993 ) $ 6,568 $ ( 22,425 )

Reclassification adjustment for securities gains (losses) included in net income (1)

20,283 ( 4,594 ) 15,689

Amortization of net unrealized gains (losses) on AFS transferred to HTM (2)

Net unrealized gains on investment securities $ 84,428 $ ( 19,815 ) $ 64,613

Reclassification adjustment for investment securities gains included in net income (1)

Amortization of net unrealized gains on AFS investment securities transferred to HTM (2)

6,897 ( 1,224 ) 5,673

Net unrealized holding gains (losses) arising during the period on interest rate derivatives used in cash flow hedges 764 ( 174 ) 590

Reclassification adjustment for net gains (losses) realized in net income on interest rate derivatives used in cash flow hedges 23,453 ( 5,312 ) 18,141

Net unrealized holding gains arising during the period on interest rate derivatives used in cash flow hedges 862 ( 123 ) 739

Reclassification adjustment for net gains realized in net income on interest rate derivatives used in cash flow hedges 20,404 ( 4,696 ) 15,708

Unrecognized pension and postretirement income 3,693 ( 867 ) 2,826

1 unchanged sentence

( 554 ) 130 ( 424 )

Total Other Comprehensive Income (Loss) $ 31,628 $ ( 7,167 ) $ 24,461

Net unrealized gains (losses) on securities $ 46,572 $ ( 10,549 ) $ 36,023

Reclassification adjustment for securities gains (losses) included in net income (1)

Total Other Comprehensive Income $ 115,732 $ ( 26,595 ) $ 89,137

Net unrealized losses on investment securities $ ( 28,993 ) $ 6,568 $ ( 22,425 )

Reclassification adjustment for investment securities gains included in net income (1)

20,283 ( 4,594 ) 15,689

Amortization of net unrealized gains (losses) on AFS transferred to HTM (2)

Amortization of net unrealized gains on AFS investment securities transferred to HTM (2)

7,251 ( 1,642 ) 5,609

Net unrealized holding gains (losses) arising during the period on interest rate derivatives used in cash flow hedges 9,048 ( 2,050 ) 6,998

Reclassification adjustment for net gains (losses) realized in net income on interest rate derivatives used in cash flow hedges 25,850 ( 5,855 ) 19,995

Net unrealized holding gains arising during the period on interest rate derivatives used in cash flow hedges 764 ( 174 ) 590

Reclassification adjustment for net gains realized in net income on interest rate derivatives used in cash flow hedges 23,453 ( 5,312 ) 18,141

Unrecognized pension and postretirement income 9,411 ( 2,132 ) 7,279

Amortization of net unrecognized pension and postretirement items (3)

Total Other Comprehensive Income (Loss) $ 94,616 $ ( 21,420 ) $ 73,196

Net unrealized gains (losses) on securities $ ( 403,606 ) $ 91,437 $ ( 312,169 )

Reclassification adjustment for securities gains (losses) included in net income (1)

( 541 ) 119 ( 422 )

Amortization of net unrealized gains (losses) on AFS transferred to HTM (2)

Total Other Comprehensive Income $ 31,628 $ ( 7,167 ) $ 24,461

Net unrealized gains on investment securities $ 46,572 $ ( 10,549 ) $ 36,023

Reclassification adjustment for investment securities losses included in net income (1)

( 733 ) 166 ( 567 )

Net unrealized holding gains (losses) arising during the period on interest rate derivatives used in cash flow hedges ( 81,400 ) 18,437 ( 62,963 )

Reclassification adjustment for net gains (losses) loss realized in net income on interest rate swaps used in cash flow hedges 7,761 ( 1,757 ) 6,004

Amortization of net unrealized gains on AFS investment securities transferred to HTM (2)

7,644 ( 1,731 ) 5,913

Net unrealized holding gains arising during the period on interest rate derivatives used in cash flow hedges 9,048 ( 2,050 ) 6,998

Reclassification adjustment for net gains realized in net income on interest rate swaps used in cash flow hedges 25,850 ( 5,855 ) 19,995

Unrecognized pension and postretirement income 6,162 ( 1,385 ) 4,777

Amortization of net unrecognized pension and postretirement items (3)

128 ( 28 ) 100

Total Other Comprehensive Income (Loss) $ ( 533,828 ) $ 120,941 $ ( 412,887 )

Total Other Comprehensive Income $ 94,616 $ ( 21,420 ) $ 73,196

(1) Amounts reclassified out of AOCI.

Before-tax amounts included in "Investment securities gains, net" on the Consolidated Statements of Income.

- Investment Securities," for additional details.

Before-tax amounts included in "Investment securities (losses) gains, net" on the Consolidated Statements of Income.

"Note 4 - Investment Securities," for additional details.

(2) Amounts reclassified out of AOCI.

Before-tax amounts included as a reduction to "Interest Income" on the Consolidated Statements of Income.

Before-tax amounts included in "Interest Income" on the Consolidated Statements of Income.

(3) Amounts reclassified out of AOCI.

Before-tax amounts included in "Salaries and employee benefits" on the Consolidated Statements of Income.

17 - Employee Benefit Plans," for additional details.

The following table presents changes in each component of AOCI, net of tax, for the years ended December 31:

Unrealized Gains (Losses) on Investment Securities Net Unrealized Gain (Loss) on Interest Rate Derivatives used in Cash Flow Hedges Unrecognized Pension and Postretirement Plan Income (Costs) Total

Unrealized Gains (Losses) on Investment Securities Net Unrealized Gains (Losses) on Interest Rate Derivatives used in Cash Flow Hedges Unrecognized Pension and Postretirement Plan Income (Costs) Total

(dollars in thousands)

2 unchanged sentences

Amounts reclassified from AOCI ( 567 ) 19,995 57 19,485

Amortization of net unrealized gains (losses) on AFS securities transferred to HTM ( 44,483 ) — — ( 44,483 )

Amortization of net unrealized gains on AFS investment securities transferred to HTM 5,913 — — 5,913

Balance at December 31, 2023 ( 274,862 ) ( 34,783 ) ( 2,635 ) ( 312,280 )

1 unchanged sentence

Amounts reclassified from AOCI 15,689 18,141 ( 422 ) 33,408

Amortization of net unrealized gains (losses) on AFS securities transferred to HTM 5,913 — — 5,913

Amortization of net unrealized gains on AFS investment securities transferred to HTM 5,609 — — 5,609

Balance at December 31, 2024 ( 275,989 ) ( 16,052 ) 4,222 ( 287,819 )

1 unchanged sentence

Amounts reclassified from AOCI 2 15,708 2,402 18,112

Amortization of net unrealized gains (losses) on AFS securities transferred to HTM 5,609 — — 5,609

Amortization of net unrealized gains on AFS investment securities transferred to HTM 5,673 — — 5,673

Balance at December 31, 2025 $ ( 205,701 ) $ 395 $ 6,624 $ ( 198,682 )

1 unchanged sentence

On December 16, 2025, the Corporation announced that its Board of Directors approved the 2026 Repurchase Program.

The 2025 Repurchase Program will expire on December 31, 2025.

The 2026 Repurchase Program will expire on January 31, 2027.

Under the 2026 Repurchase Program the Corporation is authorized to repurchase up to $ 150.0 million of shares of its common stock.

Under this authorization, up to $ 25.0 million of the $125 million authorization may be used to repurchase the Corporation's Preferred Stock.

Under this authorization, up to $ 25.0 million of the $ 150.0 million authorization may be used to repurchase the Corporation's preferred stock and outstanding subordinated notes.

The 2026 Repurchase Program may be discontinued at any time.

2 unchanged sentences

Under the 2025 Repurchase Program, the Corporation was authorized to repurchase up to $ 125.0 million of shares of its common stock.

Under this authorization, up to $ 25.0 million of the $125 million authorization may be used to repurchase the Corporation's Preferred Stock and outstanding subordinated notes through December 31, 2024.

During 2024, 1.9 million shares were repurchased at a total cost of $30.3 million, or $15.69 per share, under t he 2024 Repurchase Program.

Under this authorization, up to $ 25.0 million of the $ 125.0 million authorization could be used to repurchase the Corporation's preferred stock and outstanding Subordinated Notes due 2030.

During 2025, approximately 3.3 million shares of common stock were repurchased at a total cost of $ 59.7 million, or an average cost of $ 18.16 per share, under t he 2025 Repurchase Program.

On December 19, 2023, the Corporation announced that its Board of Directors approved the 2024 Repurchase Program.

Under the 2023 Repurchase Program, the Corporation was authorized to repurchase up to $ 100.0 million of its common stock through December 31, 2023.

During 2023, 5.0 million shares were repurchased at a total cost of $ 77.1 million, or $ 15.32 per share, under t he 2023 Repurchase Program.

The 2024 Repurchase Program expired on December 31, 2024.

Under the 2024 Repurchase Program, the Corporation was authorized to repurchase up to $ 125.0 million of shares of its common stock.

Under this authorization, up to $ 25.0 million of the $ 125.0 million authorization could be used to repurchase the Corporation's preferred stock and outstanding subordinated notes through December 31, 2024.

During 202 4, approximately 1.9 million shares of common stock were repurchased at a total cost of $ 30.3 million, or an average cost of $ 15.69 per share, under t he 2024 Repurchase Program

Under these repurchase programs, repurchased shares are added to treasury stock, at cost.

9 unchanged sentences

These percentages differ from the Corporation's federal statutory tax rate of 21 %.

Tax benefits are only recognized over the vesting period for awards that ordinarily will generate a tax deduction when exercised, in the case of non-qualified stock options, or upon vesting, in the case of restricted stock, RSUs, and PSUs.

Tax benefits in excess of the tax rate resulted from incentive stock option exercises that triggered a tax deduction when they were exercised and excess tax benefits realized on vesting RSUs and PSUs during the period.

The following table provides information about stock option activity for the year ended December 31, 2024:

Options Weighted

Price Weighted

Term Aggregate

(in millions)

Outstanding and exercisable as of December 31, 2023 40,135 $ 12.61

Exercised ( 39,310 ) 12.61

Forfeited — —

Expired ( 825 ) 12.61

Outstanding and exercisable as of December 31, 2024 — $ 12.61 0.0 years $ —

The following table presents information about stock options exercised for the years ended December 31:

5 unchanged sentences

Tax benefit from options exercised $ — $ 23 $ 47

Upon exercise, the Corporation issues shares from its authorized, but unissued, common stock to satisfy the options.

The following table provides information about nonvested restricted stock, RSUs and PSUs granted under the Employee Equity Plan and Directors' Plan for the year ended December 31, 2024:

Restricted Stock/RSUs/PSUs (1)

Upon exercise, the Corporation issued shares from its authorized, but unissued, common stock to satisfy the stock options.

As of December 31, 2024, there were no outstanding stock options.

The Corporation did not issue any stock options during the years ended December 31, 2025, 2024 and 2023.

The following table provides information about nonvested RSUs and PSUs granted under the Employee Equity Plan and Directors' Plan for the year ended December 31, 2025:

Shares Weighted

4 unchanged sentences

Nonvested as of December 31, 2025 2,876,550 $ 15.22

(1) There were no nonvested stock options at December 31, 2024 or 2023.

As of December 31, 2024, there was $ 11.4 million of total unrecognized compensation cost (pre-tax) related to restricted stock, RSUs and PSUs that will be recognized as compensation expense over a weighted average period of 1.89 years.

As of December 31, 2025, there was $ 14.2 million of total unrecognized compensation cost (pre-tax) related to RSUs and PSUs that will be recognized as compensation expense over a weighted average period of 1.95 years.

As of December 31, 2025, the Employee Equity Plan had 3.2 million shares reserved for future grants through 2032, and the Directors' Plan had 256.2 thousand shares reserved for future grants through 2033.

8 unchanged sentences

The risk-free interest rate is the zero-coupon U.S.

Treasury rate commensurate with the expected life of the PSUs on the date of the grant.

Treasury rate commensurate with the expected life of the PSUs on the grant date.

Based on the assumptions above, the Corporation calculated an estimated fair value per PSU with market-based performance conditions granted in 2025, 2024 and 2023 of $ 16.73 , $ 19.59 and $ 10.63 , respectively.

13 unchanged sentences

Total $ 13,228 $ 12,703 $ 12,394

The 401(k) Retirement Plan is a defined contribution plan under which eligible employees may defer a portion of their pre-tax covered compensation on an annual basis, with employer matches of up to 5 % of employee compensation.

The Corporation's 401(k) Retirement Plan is a defined contribution plan under which eligible employees may defer a portion of their pre-tax covered compensation on an annual basis, with employer matches of up to 5 % of employee compensation.

Employee and employer contributions under these features are 100 % vested.

69 unchanged sentences

Multiemployer Defined Benefit Pension Plan

In connection with the Merger, the Corporation assumed the pension plan obligations of Prudential Bancorp, under the Prudential Bancorp Pension Plan, that had previously been closed to new Prudential Bancorp participants.

In connection with the Prudential Bancorp merger, the Corporation assumed the pension plan obligations of Prudential Bancorp under the Prudential Bancorp Pension Plan that had previously been closed to new Prudential Bancorp participants.

The Prudential Bancorp Pension Plan is structured as a multiple employer plan under Internal Revenue Code Section 413(c).

It maintains a single trust and all assets are commingled and invested on a pooled basis.

All amounts payable by the Plan are a general charge upon all its assets.

This structure gives rise to the risk if a participating employer fails before funding up to cover the liabilities of its participants and orphans, contributions for all remaining employers will increase, as assets have to be re-allocated to cover such shortfall.

All amounts payable by the multiple employer plan are a general charge upon all its assets.

This structure gives rise to the risk that if a participating employer fails before funding up to cover the liabilities of its participants and orphans, then contributions for all remaining employers would increase, as assets have to be re-allocated to cover such shortfall.

Information regarding the Prudential Bancorp Pension Plan as of December 31, 2025 is as follows:

25 unchanged sentences

The fair values of the Postretirement Plan assets were $ 0 as of both December 31, 2025 and 2024.

The funded status for the Postretirement Plan included in other liabilities was $ 0.8 million in the consolidated balance sheets as of December 31, 2024 and 2023, respectively.

The funded status for the Postretirement Plan included in other liabilities was $ 0.6 million and $ 0.8 million in the Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively.

The following table summarizes the changes in items recognized as a component of accumulated other comprehensive income (loss):

5 unchanged sentences

Recognized as a component of 2024 postretirement cost 464 77 541 422

Unrecognized gains arising in 2023 — ( 23 ) ( 23 ) ( 18 )

Unrecognized loss arising in 2024 — 6 6 5

Balance as of December 31, 2024 ( 1,156 ) ( 664 ) ( 1,820 ) ( 1,420 )

Recognized as a component of 2025 postretirement cost 464 79 543 422

Unrecognized loss arising in 2024 — 6 6 5

Unrecognized gain arising in 2025 — ( 32 ) ( 32 ) ( 24 )

Balance as of December 31, 2025 $ ( 692 ) $ ( 617 ) $ ( 1,309 ) $ ( 1,022 )

8 unchanged sentences

The Corporation has operating leases for certain financial centers, corporate offices and land.

The following table presents the components of lease expense, which is included in net occupancy expense on the consolidated statements of income (dollars in thousands):

The following table presents the components of lease expense, which is included in net occupancy expense on the Consolidated Statements of Income:

2025 2024 2023

(dollars in thousands)

Operating lease expense $ 27,852 $ 27,893 $ 19,372

2 unchanged sentences

Total lease expense $ 30,967 $ 29,816 $ 21,421

Supplemental consolidated balance sheet information related to leases was as follows as of December 31 (dollars in thousands):

Supplemental Consolidated Balance Sheet information related to leases was as follows as of December 31:

Operating Leases Balance Sheet Classification 2025 2024

(dollars in thousands)

ROU assets Other assets $ 139,965 $ 140,997

3 unchanged sentences

The discount rate used in determining the lease liability for each individual lease is the Bank's incremental borrowing rate which corresponds with the remaining lease term.

Supplemental cash flow information related to operating leases was as follows (dollars in thousands):

Supplemental cash flow information related to operating leases was as follows:

(dollars in thousands)

Cash paid for amounts included in the measurement of lease liabilities $ 29,224 $ 25,161

ROU assets obtained in exchange for lease obligations 20,978 78,278

Lease payment obligations for each of the next five years and thereafter, with a reconciliation to the Corporation's lease liability were as follows (dollars in thousands):

Lease payment obligations for each of the next five years and thereafter, with a reconciliation to the Corporation's lease liability were as follows:

Year Operating Leases

(dollars in thousands)

2026 $ 27,737

5 unchanged sentences

The Bank entered into a lease for each of the locations sold in the Sale-Leaseback Transaction for an initial term of 15 years, with the option to extend the term of each for up to three successive terms of up to five years each.

During the initial lease terms, the base rental amount will increase annually at a rate of 2.25%.

During the initial lease

terms, the base rental amount will increase annually at a rate of 2.25%.

The Corporation recorded a pre-tax gain, after deduction of transaction-related expenses, of approximately $20.3 million in connection with the Sale-Leaseback Transaction.

6 unchanged sentences

Loans held for sale $ — $ 16,316 $ — $ 16,316

Available for sale investment securities:

AFS investment securities:

State and municipal securities — 826,693 — 826,693

3 unchanged sentences

Commercial mortgage-backed securities — 559,450 — 559,450

Total available for sale investment securities — 3,410,899 — 3,410,899

Total AFS investment securities — 3,407,859 — 3,407,859

Other assets:

9 unchanged sentences

Loans held for sale $ — $ 25,618 $ — $ 25,618

Available for sale investment securities:

Government securities 42,161 — — 42,161

Government-sponsored agency securities — 1,010 — 1,010

AFS investment securities:

State and municipal securities — 814,887 — 814,887

3 unchanged sentences

Commercial mortgage-backed securities — 516,882 — 516,882

Total available for sale investment securities 42,161 2,356,191 — 2,398,352

Total AFS investment securities — 3,410,899 — 3,410,899

Other assets:

10 unchanged sentences

See "Note 1 - Summary of Significant Accounting Policies" for details related to the Corporation's election to measure assets and liabilities at fair value.

Available for sale investment securities - Included in this asset category are debt securities.

AFS investment securities - Included in this asset category are debt securities.

Level 2 investment securities are valued by a third-party pricing service.

The pricing service uses pricing models that vary based on asset class and incorporate available market information, including quoted prices of investment securities with similar characteristics.

Because many fixed

income securities do not trade on a daily basis, pricing models use available information, as applicable, through processes such as benchmark yield curves, benchmarking of like securities, sector groupings and matrix pricing.

Because many fixed income securities do not trade on a daily basis, pricing models use available information, as applicable, through processes such as benchmark yield curves, benchmarking of like securities, sector groupings and matrix pricing.

Standard market inputs include:

1 unchanged sentence

For certain security types, additional inputs may be used or some of the standard market inputs may not be applicable.

Government securities - These securities are classified as Level 1.

Fair values are based on quoted prices with active markets.

Government-sponsored agency securities/State and municipal securities/Collateralized mortgage obligations/Residential mortgage-backed securities/Commercial mortgage-backed securities - These debt securities are classified as Level 2.

• State and municipal securities/Collateralized mortgage obligations/Residential mortgage-backed securities/Commercial mortgage-backed securities - These debt securities are classified as Level 2.

Fair values are determined by a third-party pricing service, as detailed above.

6 unchanged sentences

The foreign exchange prices used to measure these items at fair value are based on quoted prices for identical instruments in active markets.

Level 2 assets, representing the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($ 0.8 million at December 31, 2024 and $ 0.5 million at December 31, 2023) and the fair value of interest rate derivatives ($ 159.2 million at December 31, 2024 and $ 157.1 million at December 31, 2023).

Level 2 assets represent the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($ 0.6 million at December 31, 2025 and $ 0.8 million at December 31, 2024) and the fair value of interest rate derivatives ($ 128.3 million at December 31, 2025 and $ 159.2 million at December 31, 2024).

The fair values of the interest rate locks, forward commitments and interest rate derivatives represent the amounts that would be required to settle the derivative financial instruments at the balance sheet date.

2 unchanged sentences

The fair values of these liabilities are determined in the same manner as the related assets, as described under the heading "Investments held in Rabbi Trust" above.

Derivative liabilities - Level 1 liabilities, representing the fair value of foreign currency exchange contracts ($ 1.6 million and $ 0.5 million at December 31, 2024 and 2023, respectively).

Level 2 liabilities, representing the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($ 0.1 million at December 31, 2024 and $ 0.9 million at December 31, 2023) and the fair value of interest rate derivatives ($ 252.8 million at December 31, 2024 and $ 245.6 million at December 31, 2023).

Derivative liabilities - Level 1 liabilities represent the fair value of foreign currency exchange contracts ($ 0.7 million and $ 1.6 million at December 31, 2025 and 2024, respectively).

Level 2 liabilities represent the fair value of mortgage banking derivatives in the form of interest rate locks and forward commitments with secondary market investors ($ 0.2 million at December 31, 2025 and $ 0.1 million at December 31, 2024) and the fair value of interest rate derivatives ($ 170.1 million at December 31, 2025 and $ 252.8 million at December 31, 2024).

The fair values of these liabilities are determined in the same manner as the related assets, as described under the heading "Derivative assets" above.

33 unchanged sentences

A third-party valuation expert is utilized to perform the modeling to estimate the fair value of the SBA servicing asset.

Since the valuation model uses significant unobservable inputs, the SBA servicing asset is classified within Level 3.

Because the valuation model uses significant unobservable inputs, the SBA servicing asset is classified within Level 3.

The following table details the book values and the estimated fair values of the Corporation's financial instruments as of December 31, 2025 and 2024.

6 unchanged sentences

Loans held for sale 16,316 — 16,316 — 16,316

AFS securities 3,410,899 — 3,410,899 — 3,410,899

HTM securities 1,395,569 — 1,183,449 — 1,183,449

AFS investment securities 3,407,859 — 3,407,859 — 3,407,859

HTM investment securities 1,425,885 — 1,267,578 — 1,267,578

Loans, net 23,780,422 — — 22,590,142 22,590,142

16 unchanged sentences

Loans held for sale 25,618 — 25,618 — 25,618

AFS securities 2,398,352 42,161 2,356,191 — 2,398,352

HTM securities 1,267,922 — 1,072,207 — 1,072,207

AFS investment securities 3,410,899 — 3,410,899 — 3,410,899

HTM investment securities 1,395,569 — 1,183,449 — 1,183,449

Loans, net 23,665,763 — — 22,555,687 22,555,687

6 unchanged sentences

Accrued interest payable 31,620 31,620 — — 31,620

Federal funds purchased 240,000 240,000 — — 240,000

FHLB advances 850,000 851,470 — — 851,470

21 unchanged sentences

The accounting policies of the segment are the same as those described in “Note 1 – Summary of Significant Accounting Policies.”

The Chief Operating Decision Maker is the Chairman and Chief Executive Officer (“CEO”) who assesses performance of the segment based on net income available to common shareholders and net income available to common shareholders per share (diluted), which is reported in the Consolidated Statements of Income.

The Chief Operating Decision Maker is the Chairman, Chief Executive Officer and President who assesses performance of the segment based on net income available to common shareholders and net income available to common shareholders per share (diluted), which is reported in the Consolidated Statements of Income.

Net income available to common shareholders and net income available to common shareholders per share (diluted), are used to monitor actual results versus budget, in competitive analyses by benchmarking to the Corporation’s peers, and in decision-making pertaining to executive compensation levels, common stock and preferred stock dividend levels, common share repurchases and capital expenditure spending.

24 unchanged sentences

Other outside services 49,902 60,586 47,724

Intangible amortization 22,462 17,830 2,944

FDIC insurance 20,178 23,829 25,565

Equipment 16,176 17,850 14,390

Intangible amortization 17,830 2,944 1,731

Professional fees 10,857 8,392 9,123

Marketing 9,288 8,958 9,004

Professional fees 5,493 10,857 8,392

Acquisition-related expenses 1,182 37,635 —

11 unchanged sentences

Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee by the borrower or obligor.

Since a portion of the commitments is expected to expire without being drawn

upon, the total commitment amounts do not necessarily represent future cash requirements.

The Corporation evaluates each borrower's or obligor's creditworthiness on a case-by-case basis.

Because a portion of the commitments is expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

The Corporation evaluates each

borrower's or obligor's creditworthiness on a case-by-case basis.

The amount of collateral, if any, obtained upon extension of credit is based on management's credit evaluation of the borrower or obligor.

21 unchanged sentences

As of December 31, 2025 and 2024, the total reserve for losses on residential mortgage loans sold was $ 1.4 million and $ 1.5 million, respectively, including reserves for both representation and warranty and credit loss exposures.

In addition, included as a component of ACL for OBS credit exposures was $ 1.2 million and $ 2.7 million as of December 31, 2024 and December 31, 2023, respectively, related to additional credit exposure for potential loan repurchases.

In addition, included as a component of ACL for OBS credit exposures was $ 0.8 million and $ 1.2 million as of December 31, 2025 and 2024, respectively, related to additional credit exposure for potential loan repurchases.

Legal Proceedings

8 unchanged sentences

The Corporation's practice is to cooperate fully with regulatory and governmental inquiries and investigations.

As of the date of this report, the Corporation believes that any liabilities, individually or in the aggregate, that may result from the final outcomes of pending legal proceedings, or regulatory or governmental inquiries or investigations, will not have a material adverse effect on the financial condition of the Corporation.

material adverse effect on the financial condition of the Corporation.

However, legal proceedings, inquiries and investigations are often unpredictable, and it is possible that the ultimate resolution of any such matters, if unfavorable, may be material to the Corporation's results of operations in any future period, depending, in part, upon the size of the loss or liability imposed and the operating results for the period, and could have a material adverse effect on the Corporation's business.

44 unchanged sentences

Total adjustments ( 46,960 ) ( 321,368 ) ( 87,421 )

Net cash (used in) provided by operating activities ( 32,625 ) 196,859 27,933

Net cash provided by (used in) operating activities 344,649 ( 32,625 ) 196,859

Cash Flows From Investing Activities — — —

Net cash paid for acquisition — — ( 21,811 )

Net cash used in investing activities — — ( 21,811 )

Cash Flows From Financing Activities:

Repayments of long-term borrowings ( 168,778 ) ( 5,000 ) ( 81,496 )

Net proceeds from common stock 270,582 3,160 7,876

Repayments of senior debt and subordinated debt — ( 168,778 ) ( 5,000 )

Net proceeds from issuance of common stock 7,709 270,582 3,160

Dividends paid ( 141,207 ) ( 131,698 ) ( 115,738 )

1 unchanged sentence

Net cash used in financing activities ( 199,546 ) ( 60,242 ) ( 194,634 )

Net (decrease) increase in Cash and Cash Equivalents ( 92,867 ) 2,225 ( 183,507 )

Net increase (decrease) in Cash and Cash Equivalents 145,103 ( 92,867 ) 2,225

Cash and Cash Equivalents at Beginning of Year 78,566 171,433 169,208

1 unchanged sentence

Management Report on Internal Control Over Financial Reporting

The management of Fulton Financial Corporation is responsible for establishing and maintaining adequate internal control over financial reporting.

Fulton Financial Corporation's internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S.

The Corporation's management is responsible for establishing and maintaining adequate internal control over financial reporting.

The Corporation's internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S.

generally accepted accounting principles.

1 unchanged sentence

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The Republic First Transaction was completed on April 26, 2024, as further discussed in "Note 2—Business Combinations." System conversion was completed in the fourth quarter of 2024.

The Corporation acquired substantially all of the assets and assumed substantially all of the deposits and certain liabilities of Republic First Bank from the FDIC, as receiver for Republic First Bank.

The scope of management's assessment of effectiveness of the Corporation's internal control over financial reporting as of December 31, 2024, excludes the internal control over financial reporting associated with total acquired assets of approximately $4.8 billion and total net revenues of $156.2 million for the year ended December 31, 2024.

Management assessed the effectiveness of the Corporation's internal control over financial reporting as of December 31, 2025, using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013).

1 unchanged sentence

/s/ CURTIS J.

Chairman and Chief Executive Officer

Chairman, Chief Executive Officer and President

/s/ RICHARD S.

9 unchanged sentences

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

The Company acquired substantially all of the assets and assumed substantially all of the deposits and certain liabilities of Republic First Bank from the FDIC, as receiver for Republic First Bank.

The scope of management's assessment of effectiveness of the Company's internal control over financial reporting as of December 31, 2024, excludes the internal control over financial reporting associated with total acquired assets of approximately $4.8 billion and total net revenues of $156.2 million for the year ended December 31, 2024.

Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Republic First Bank.

Basis for Opinions

13 unchanged sentences

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures

that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

7 unchanged sentences

Valuation of the allowance for credit losses related to loans evaluated collectively for expected credit losses

As discussed in Notes 1 and 5 to the consolidated financial statements, the Company’s allowance for credit losses related to loans evaluated collectively for expected credit losses (collective ACL) was $362.3 million of a total allowance for credit losses of $379.2 million as of December 31, 2024.

As discussed in Notes 1 and 5 to the consolidated financial statements, the Company’s total allowance for credit losses on loans was $364.5 million as of December 31, 2025, a substantial portion of which related to the allowance for credit losses for loans evaluated on a collective basis.

The collective ACL includes the measure of expected credit losses on a collective (pooled) basis for those loans and leases that share similar risk characteristics and uses an undiscounted approach.

39 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data