What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-02-26 compared with 2025-02-27 · 287 added, 360 removed, 2208 unchanged (23% of the section changed)

19 unchanged sentences

Trading Agreement

Action Date Rule 10-b5-1* Total Common Shares to be Sold Expiration Date

Craig Beam Director Adopt November 25, 2024 X 4,000 April 01, 2026

Action Date Rule 10-b5-1*

Craig Beam Director Terminate November 20, 2025 X

*Intended to satisfy the affirmative defense of Rules 10b5-1(c)

71 unchanged sentences

Description of the Matter

As discussed in Note 1 and Note 4 of the financial statements, management estimates the allowance for credit losses (ACL) based on relevant available information, from both internal and external sources, relating to past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount.

The ACL is made up of both a quantitative modeled component as well as a qualitative component.

The ACL is made up of a quantitative modeled component as well as a qualitative component.

The methodology for determining the quantitative component includes (1) a pooled component for loans that exhibit similar risk characteristics and (2) a specific component for those loans that do not exhibit similar risk characteristics.

For loans exhibiting similar risk characteristics, the Company uses a loss driver method, which analyzes one or more economic variables to the change in default rate using a regression analysis, and a discounted cash flow methodology in determining an ACL for each loan segment.

Management applies judgment in determining the extent of qualitative factors used in the qualitative component to adjust the loss rates for loan segments to reflect the impact these factors may have on expected losses in the loan portfolio.

These include economic conditions, collateral, concentrations, troubled assets, Peoples' loss trends, peer loss trends, delinquency trends, portfolio composition and loan growth, underwriting, and certain other risks.

For loans exhibiting similar risk characteristics, the Company uses a discounted cash flow methodology in determining an ACL for each loan segment.

For loans that do not exhibit similar risk characteristics, the Company measures the ACL based on the present value of expected future cash flows, estimated collateral values, or the loan’s estimated market price.

Management applies judgment in evaluating several qualitative factors to determine if the quantitative ACL results need to be adjusted.

The Company’s loan and lease portfolio totaled $6.76 billion as of December 31, 2025, and the associated ACL was $75.7 million.

Auditing management’s estimate of the ACL involves a high degree of subjectivity due to the judgment required in assessing whether the economic forecast used is reasonable and supportable.

Management’s determination of the economic forecast used in calculating the modeled ACL is highly judgmental and has a significant effect on the ACL.

Auditing management’s estimate of the ACL involves a high degree of subjectivity in evaluating whether the qualitative component of the reserve is reasonable and supportable.

How We Addressed the Matter in Our Audit

We obtained an understanding of the Company’s processes for establishing the ACL through the year ended December 31, 2024.

We evaluated the design and tested the operating effectiveness of the Company’s controls over the ACL process, which included, among others, management’s review and approval controls designed to assess and challenge whether the economic forecast used is reasonable and supportable.

To test whether the economic forecast utilized by the Company in calculating the ACL was reasonable and supportable, our audit procedures included, among others, the following:

1) We obtained corroborative information, including employment statistics, economic reports and alternative economic forecasts, and considered any contrary evidence;

2) We evaluated the reliability of the external information source used by the Company in determining the economic forecast;

3) We verified the economic variables from the external information source were accurately input into the Company’s model used in estimating the ACL;

4) We compared the total ACL to the Company’s historical losses, considering changes in the current economic environment to evaluate whether the ACL appropriately reflected losses expected in the portfolio;

and 5) We evaluated whether the total ACL appropriately reflected losses expected in the loan portfolio by comparing to peer bank data.

We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s controls over the ACL process, which included, among others, management’s review and approval controls designed to assess and challenge whether the qualitative component of the reserve is reasonable and supportable.

To test whether the qualitative component of the reserve was reasonable and supportable, our audit procedures included, among others, the following:

1) We assessed management’s methodology and considered whether relevant risks were reflected in the quantitative model and whether qualitative adjustments to the model outputs were reasonable and supportable;

2) We evaluated whether qualitative factors were reasonable based on changes in economic conditions, loss and delinquency trends, and the composition of the loan portfolio;

3) We tested the completeness, accuracy and relevance of the underlying data used to estimate the qualitative factors;

4) We searched for and evaluated information that corroborates or contradicts management’s identification and measurement of qualitative factors;

and 5) We evaluated whether the overall ACL amount, inclusive of the qualitative adjustments, appropriately reflected lifetime losses expected in the loan portfolios as of the balance sheet.

/s/ Ernst & Young LLP

49 unchanged sentences

CONSOLIDATED STATEMENTS OF INCOME

Year Ended December 31,

(Dollars in thousands, except per share data) 2025 2024 2023

53 unchanged sentences

(a) The provision for credit losses includes changes related to the allowance for credit losses on loans, held-to-maturity investment securities, and the unfunded commitment liability.

(b) Includes realized and unrealized gains on equity investment securities recorded in other non-interest income of $ 50 for the year ended December 31, 2024, and realized and unrealized losses on equity investment securities of $ 141 for the year ended December 31, 2023, and realized and unrealized gains on equity investment securities of $ 2 for the year ended December 31, 2022.

(b) Includes realized and unrealized losses on equity investment securities recorded in other non-interest income of $ 17 for the year ended December 31, 2025, and $ 141 for the year ended December 31, 2023, and unrealized gain of $ 50 for the year ended December 31, 2024

See Notes to the Consolidated Financial Statements

1 unchanged sentence

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Year Ended December 31,

(Dollars in thousands) 2025 2024 2023

Net income $ 106,778 $ 117,205 $ 113,363

Other comprehensive income (loss):

Available-for-sale investment securities:

Gross unrealized holding gains (losses) arising in the period 50,559 ( 10,276 ) 29,655

Related tax (expense) benefit ( 11,788 ) 2,350 ( 6,817 )

Reclassification adjustment for net loss included in net income 2,659 416 3,700

Related tax benefit ( 620 ) ( 97 ) ( 864 )

Net effect on other comprehensive income (loss) 40,810 ( 7,607 ) 25,674

Defined benefit plans:

Net loss arising during the period — — ( 303 )

Related tax benefit — — 71

Amortization of unrecognized loss on service benefit plans — — 9

Related tax benefit — — ( 2 )

Realized loss due to settlement and curtailment — — 2,424

Related tax benefit — — ( 566 )

Net effect on other comprehensive income — — 1,633

Cash flow hedges:

Net (losses) gains arising during the period ( 206 ) 1,429 936

Related tax benefit (expense) 48 ( 334 ) ( 217 )

Reclassification adjustment for net gain included in net income ( 1,167 ) ( 2,979 ) ( 3,229 )

Related tax benefit 272 696 749

Net effect on other comprehensive income (loss) ( 1,053 ) ( 1,188 ) ( 1,761 )

Total other comprehensive income (loss), net of tax 39,757 ( 8,795 ) 25,546

Total comprehensive income (loss) $ 146,535 $ 108,410 $ 138,909

See Notes to the Consolidated Financial Statements

PEOPLES BANCORP INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

3 unchanged sentences

Net income — 113,363 — — 113,363

Other comprehensive loss, net of tax

Other comprehensive income, net of tax

— — 25,546 — 25,546

4 unchanged sentences

Reissuance of treasury stock for deferred compensation plan for Boards of Directors

— — — 115 115

Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors

10 unchanged sentences

69 — — 836 905

Issuance of common shares related to the Limestone Merger 177,929 — — — 177,929

Balance, December 31, 2023 $ 865,227 $ 327,237 $ ( 101,590 ) $ ( 37,340 ) $ 1,053,534

18 unchanged sentences

236 — — 1,043 1,279

Issuance of common shares related to merger with Limestone Bancorp, Inc.

177,929 — — — 177,929

Balance, December 31, 2024 $ 866,844 $ 388,109 $ ( 110,385 ) $ ( 32,978 ) $ 1,111,590

4 unchanged sentences

(Dollars in thousands)

Balance, December 31, 2024 $ 866,844 $ 388,109 $ ( 110,385 ) $ ( 32,978 ) $ 1,111,590

Net income — 106,778 — — 106,778

14 unchanged sentences

79 — — 430 509

Stock-based compensation 6,261 — — — 6,261

Common shares issued under employee stock purchase plan

154 — — 841 995

Stock-based compensation 6,674 — — — 6,674

Other — ( 3 ) — — ( 3 )

Balance, December 31, 2025 $ 871,571 $ 436,748 $ ( 70,628 ) $ ( 31,089 ) $ 1,206,602

2 unchanged sentences

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Dollars in thousands) 2024 2023 2022

Net income $ 117,205 $ 113,363 $ 101,292

Other comprehensive income (loss):

Available-for-sale investment securities:

Gross unrealized holding (losses) gains arising in the period ( 10,276 ) 29,655 ( 161,730 )

Related tax benefit (expense) 2,350 ( 6,817 ) 37,733

Reclassification adjustment for net loss included in net income 416 3,700 61

Related tax expense ( 97 ) ( 864 ) ( 14 )

Net effect on other comprehensive income (loss) ( 7,607 ) 25,674 ( 123,950 )

Defined benefit plans:

Net (loss) gain arising during the period — ( 303 ) 76

Related tax benefit (expense) — 71 ( 18 )

Amortization of unrecognized loss on service benefit plans — 9 63

Related tax benefit — ( 2 ) ( 15 )

Realized loss due to settlement and curtailment — 2,424 185

Related tax benefit — ( 566 ) ( 43 )

Net effect on other comprehensive income — 1,633 248

Cash flow hedges:

Net (losses) gains arising during the period ( 1,550 ) ( 2,293 ) 10,606

Related tax benefit (expense) 362 532 ( 2,421 )

Net effect on other comprehensive income (loss) ( 1,188 ) ( 1,761 ) 8,185

Total other comprehensive income (loss), net of tax ( 8,795 ) 25,546 ( 115,517 )

Total comprehensive income (loss) $ 108,410 $ 138,909 $ ( 14,225 )

See Notes to the Consolidated Financial Statements

PEOPLES BANCORP INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31,

(Dollars in thousands) 2025 2024 2023

3 unchanged sentences

Depreciation, amortization and accretion, net 14,477 3,514 3,668

Provision for (recovery of) credit losses 24,787 15,174 ( 3,510 )

Provision for credit losses 42,162 24,787 15,174

Bank owned life insurance income ( 4,561 ) ( 4,216 ) ( 4,151 )

4 unchanged sentences

Net gains on sales of loans ( 861 ) ( 1,376 ) ( 659 )

Deferred income tax (benefit) expense 6,973 ( 238 ) 18,566

(Decrease) increase in accrued expenses ( 4,216 ) 13,194 ( 4,692 )

Deferred income (benefit) tax expense ( 1,207 ) 6,973 ( 238 )

Increase (decrease) in accrued expenses 1,495 ( 4,216 ) 13,194

Decrease (increase) in interest receivable ( 870 ) 1,293 ( 6,443 )

Increase in other assets 5,626 962 1,629

Increase (decrease) in interest payable ( 1,674 ) 6,621 ( 420 )

(Decrease) increase in other assets ( 1,773 ) 5,626 962

(Decrease) increase in interest payable ( 2,241 ) ( 1,674 ) 6,621

Increase in operating lease assets ( 11,568 ) ( 16,217 ) ( 13,817 )

1 unchanged sentence

Stock-based compensation 6,909 7,324 6,025

(Decrease) increase in net derivatives ( 13,136 ) 995 ( 5,739 )

Other, net ( 4,090 ) 2,017 11,332

14 unchanged sentences

Proceeds from sales of other real estate owned 5,298 9 129

Investment in bank owned life insurance — — ( 30,000 )

Proceeds from bank owned life insurance — 1,060 227

1 unchanged sentence

Investment in limited partnership and tax credit funds — ( 3,142 ) ( 1,699 )

Other ( 17 ) — —

Net cash used in investing activities ( 424,449 ) ( 344,309 ) ( 132,930 )

Financing activities:

Net (decrease) increase in non-interest-bearing deposits ( 59,988 ) ( 284,480 ) ( 52,020 )

Net increase (decrease) in interest-bearing deposits 547,098 436,545 ( 93,082 )

Net (decrease) increase in short-term borrowings ( 457,023 ) 90,359 328,611

Net increase (decrease) in non-interest-bearing deposits 37,767 ( 59,988 ) ( 284,480 )

Net (decrease) increase in interest-bearing deposits ( 18,357 ) 547,098 436,545

Net increase (decrease) in short-term borrowings 336,811 ( 457,023 ) 90,359

Proceeds from long-term borrowings 13,481 55,277 115,108

4 unchanged sentences

Proceeds from issuance of common shares 1,670 1,478 1,264

Net cash (used in) provided by financing activities ( 7,936 ) 261,987 32,670

Net (decrease) increase in cash and cash equivalents ( 209,058 ) 272,700 ( 261,705 )

Cash and cash equivalents at beginning of period 426,722 154,022 415,727

Cash and cash equivalents at end of period $ 217,664 $ 426,722 $ 154,022

Other 280 505 217

Net cash provided by (used in) financing activities 261,010 ( 7,936 ) 261,987

PEOPLES BANCORP INC.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

Year Ended December 31,

(Dollars in thousands) 2025 2024 2023

Net (decrease) increase in cash and cash equivalents ( 28,713 ) ( 209,058 ) 272,700

Cash and cash equivalents at beginning of period 217,664 426,722 154,022

Cash and cash equivalents at end of period $ 188,951 $ 217,664 $ 426,722

Supplemental cash flow information:

Interest paid $ 159,881 $ 172,712 $ 90,367

Income taxes paid 28,489 30,073 4,131

Federal income taxes paid 19,839 22,599 24,750

State income taxes paid 3,094 2,835 4,956

Supplemental noncash disclosures:

37 unchanged sentences

Actual results could differ from those estimates.

Certain items in prior financial statements have been reclassified to conform to the current presentation, which had no impact on net income, total comprehensive income, net cash provided by operating activities or total stockholders’ equity.

In the opinion of management, these Consolidated Financial Statements reflect all adjustments necessary to present fairly such information for the periods and at the dates indicated.

Such adjustments are normal and recurring in nature.

The impact of such changes are not considered material to Peoples’ financial statements.

The following is a summary of significant accounting policies followed in the preparation of the financial statements:

27 unchanged sentences

Peoples’ chief operating decision maker (“CODM”) is composed of its President and Chief Executive Officer, and its Chief Financial Officer.

Peoples’ CODM considers all components of consolidated interest income, interest expense, non-interest income, and non-interest expense as presented in Peoples’ Consolidated Statements of Income for the purposes of assessing performance of Peoples’ single reportable segment and

allocating resources within its reportable segment.

Peoples’ CODM considers

all components of consolidated interest income, interest expense, non-interest income, and non-interest expense as presented in Peoples’ Consolidated Statements of Income for the purposes of assessing performance of Peoples’ single reportable segment and allocating resources within its reportable segment.

The CODM does not review segment revenue or expense information at a lower level than what is included in Peoples’ Consolidated Statements of Income.

17 unchanged sentences

government sponsored agency securities) to determine if the unrealized loss was credit-related.

An allowance for credit losses is recorded to the extent that the unrealized loss was credit-related and likely to be permanent.

For those debt securities that Peoples does not intend to sell or is not more likely than not required to sell, prior to the expected recovery of the amortized cost basis, the credit portion of the impairment is recognized through an allowance in provision for credit losses.

Peoples evaluates held-to-maturity investment securities on a quarterly basis in determining an allowance for credit losses.

5 unchanged sentences

Loans originated by Peoples that Peoples has the positive intent and ability to hold for the foreseeable future or to maturity or payoff are reported at the principal balance outstanding, net of deferred loan fees and costs, purchase premiums and discounts, charge-offs and an allowance for credit losses.

Leases originated by Peoples are reported at the net investment of the lease, net of initial direct costs, charge-offs and an allowance for credit losses.

Throughout this Form 10-K, loans and leases are referred to as “total loans” and “loans held for investment.” The foreseeable future is based upon current market conditions and business strategies, as well as balance sheet management and liquidity.

As the conditions change, so may management’s view of the foreseeable future.

Non-operating leases originated by Peoples are reported at the net investment of the lease, net of initial direct costs, charge-offs and an allowance for credit losses.

Throughout this Form 10-K, loans and leases are referred to as “total loans” and “loans held for investment.”

Peoples considers loans and leases past due if any required principal and interest payments have not been received as of the date such payments were required to be made under the terms of the loan or lease agreement.

Upon detection of the reduced ability of a borrower or lessee to meet cash flow obligations, consumer and residential real estate loans and leases are typically charged down to the net realizable value, with the residual balance placed on nonaccrual status.

Loans and leases deemed to be uncollectable are charged against the allowance for credit losses, while recoveries of previously charged off amounts are credited to the allowance for credit losses.

5 unchanged sentences

The variance between the initial amortized cost basis and the fair value of a lease is considered an interest premium or discount, which is amortized or accreted into interest income on a level yield method over the life of the lease.

Loans and leases acquired in a business combination that are not considered PCD are recorded at fair value and the difference

between the acquisition date fair value and the contractual amounts due at the acquisition date represents the discount or premium to each loan’s or lease’s cost basis and is accreted or amortized to interest income over the loan’s or lease’s remaining life using the level yield method.

Loans and leases acquired in a business combination that are not considered PCD are recorded at fair value and the difference between the acquisition date fair value and the contractual amounts due at the acquisition date represents the discount or premium

to each loan’s or lease’s cost basis and is accreted or amortized to interest income over the loan’s or lease’s remaining life using the level yield method.

At the acquisition date, Peoples records provision for credit losses to establish the allowance for credit losses for these acquired loans and leases.

4 unchanged sentences

At the time of a loan’s transfer to the held for sale classification, the loan is recorded at the lower of cost or its fair value.

Any reduction in the loan’s fair value is reflected as a write-down of the recorded investment resulting in a new cost basis, with a corresponding charge against the allowance for credit losses.

If the fair value of a loan is lower than the amortized cost basis at the time of transfer, the reduction is reflected as a write-down of the recorded investment, resulting in a new cost basis, with a corresponding charge against the allowance for credit losses.

If the fair value of a loan classified as held for sale in subsequent periods is less than its cost basis, the carrying value of the loan is adjusted accordingly, with the corresponding loss recognized in income.

19 unchanged sentences

The prepayment rates were calculated using Peoples’ historical data, at the segment level.

Peoples models extensions of contractual terms in the following situations:

when a loan is 60 days or more past due;

when a partial charge-off has occurred, if the loan is in nonaccrual status;

or if the loan is grade 5 or higher.

When any of these criteria are met and the loan matures within the next 12 months, the loan will be modeled to extend for an additional 12 months.

In general, Peoples completes a quarterly evaluation based on several qualitative factors to determine if there should be adjustments made to the allowance for credit losses.

These factors include economic conditions, collateral, concentrations, troubled assets, Peoples’ loss trends, peer loss trends, delinquency trends, portfolio composition and loan growth, underwriting, and certain other risks.

The allowance for credit losses related to specific loans was based on management’s estimate of potential losses on impaired loans as determined by (1) the present value of expected future cash flows, (2) the fair value of collateral if the loan is determined to be collateral dependent, or (3) the loan’s observable market price.

These factors could include economic conditions, collateral, concentrations, troubled assets, Peoples’ loss trends, peer loss trends, delinquency trends, portfolio composition and loan growth, underwriting, and certain other risks.

The allowance for credit losses related to specific loans is based on management’s estimate of potential losses on impaired loans as determined by (1) the present value of expected future cash flows, (2) the fair value of collateral if the loan is determined to be collateral dependent, or (3) the loan’s observable market price.

Peoples categorizes loans involving commercial borrowers into risk categories based upon an established grading matrix.

6 unchanged sentences

The primary factors considered when assigning a risk grade to a loan include (1) reliability and sustainability of the primary source of repayment, (2) past, present and projected financial condition of the borrower, and (3) current economic and industry conditions.

Other factors that could influence the risk grade assigned include the type and quality of collateral and the strength of any guarantors.

Other factors that could influence the risk grade assigned include the type and quality of collateral and the strength of

any guarantors.

The primary source of repayment for commercial real estate loans and commercial and industrial loans is normally the operating cash flow of the business available to repay debt.

21 unchanged sentences

Goodwill is not amortized but is tested for impairment when indicators of impairment exist, or at least annually on October 1.

Peoples’ other intangible assets include customer relationship intangible assets, core deposit intangible assets, indefinite-lived trade name and servicing rights representing the net present value of future economic benefits to be earned from acquired customer relationships with definite useful lives.

Peoples’ other intangible assets include customer relationship intangible assets, core deposit intangible assets, and indefinite-lived trade name and servicing rights representing the net present value of future economic benefits to be earned from acquired customer relationships with definite useful lives.

These intangible assets are amortized on an accelerated basis over their estimated lives ranging from 7 to 10 years.

1 unchanged sentence

Servicing rights represent the right to service loans sold to third-party investors.

Loans that are sold are primarily mortgage loans, but also include small business and agricultural loans.

Loans that are sold are primarily mortgage loans.

Servicing rights are recognized separately as a servicing asset whenever Peoples undertakes an obligation to service financial assets.

9 unchanged sentences

Peoples also has interest rate derivative financial instruments that result from a service provided to certain qualifying customers and, therefore, are not used to manage interest rate risk in Peoples’ assets or liabilities.

Peoples manages a matched book with respect to customer-

related derivative financial instruments in order to minimize its net risk exposure resulting from such transactions.

Peoples manages a matched book with respect to customer-related derivative financial instruments in order to minimize its net risk exposure resulting from such transactions.

Amounts reported in AOCL related to derivatives are reclassified to interest income or expense as interest payments are made or received on Peoples’ variable-rate assets or liabilities.

Peoples assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the derivative hedging instrument with the changes in cash flows of the designated hedged transaction.

Peoples assesses the effectiveness of each hedging relationship by comparing the

changes in cash flows of the derivative hedging instrument with the changes in cash flows of the designated hedged transaction.

If the derivative financial instruments designated as cash flow hedges are deemed effective, changes in the fair value of each derivative financial instrument are reported in AOCL (outside of earnings), net of tax, and subsequently reclassified to earnings when the hedged transaction affects earnings.

4 unchanged sentences

A best efforts commitment generally terminates once the loan is sold, the commitment period expires or the borrower decides not to contract for the loan.

These commitments are considered derivatives.

The valuation of such commitments considers the servicing release premium but does not consider other expected cash flows related to the servicing of the future loan.

Management determined these derivatives did not have a material effect on Peoples’ financial position, results of operations or cash flows at December 31, 2024.

Management determined that any interest rate lock commitments qualifying as derivatives did not have a material effect on Peoples’ financial position, results of operations or cash flows at December 31, 2025.

Investments in Affordable Housing Limited Partnerships:

7 unchanged sentences

Peoples had OREO totaling $ 0.1 million at December 31, 2025 and $ 6.2 million at December 31, 2024.

The year over year reduction was due to an individual OREO sale completed in the fourth quarter of 2025.

Securities Sold Under Agreements to Repurchase (“Repurchase Agreements”):

Peoples enters into Repurchase Agreements with customers and other financial services companies, which are considered financings.

Peoples enters into Repurchase Agreements with customers and other financial services companies, which are considered secured borrowing.

As such, these obligations are recorded as a liability on the Consolidated Balance Sheets and disclosed in “Note 9 Short-Term Borrowings” and “Note 10 Long-Term Borrowings,” as appropriate.

7 unchanged sentences

Lease income:

Lease income presented in “Non-interest income” includes (i) operating lease income, (ii) gains on the early termination of leases, net of any associated purchase accounting adjustments, (iii) month-to-month lease payments in excess of net investment on the lease, (iv) fees received for referrals, (v) gains and losses recognized on the sales of residual assets, and (vi) syndication income.

Lease income presented in “Non-interest income” includes (i) operating lease income, (ii) month-to-month lease payments in excess of net investment on the lease, (iii) gains on the early termination of leases, net of any associated purchase accounting adjustments, (iv) fees received for referrals, (v) gains and losses recognized on the sales of residual assets, and (vi) syndication income.

Income on operating leases is recognized on a straight-line basis.

Depreciation expense related to operating leases is recognized on a straight-line basis in “other non-interest expense.” Peoples began originating operating leases in 2023.

Gains on syndicated leases and other fees are recognized over time on a monthly basis.

Depreciation expense related to operating leases is recognized on a straight-line basis in “other non-interest expense.” Gains on syndicated leases and other fees are recognized at a point in time.

Revenue Recognition:

6 unchanged sentences

Peoples recognizes interchange income over time, on a monthly basis, which is based on the transactional volume of debit card and credit card activity completed by its customers during the month in which income is recognized.

Peoples is obligated, based on its contracts with third parties, to meet certain volumes of debit card and credit card activities, which are performed by Peoples’ customers, over a certain period of time.

Peoples is obligated,

based on its contracts with third parties, to meet certain volumes of debit card and credit card activities, which are performed by Peoples’ customers, over a certain period of time.

Interchange income is variable as it is based on the transaction volume of debit card activity completed by Peoples’ customers.

20 unchanged sentences

Commission income is recognized over time, using the output method of time elapsed, which corresponds with the underlying insurance policy period, during which Peoples is obligated to perform under contract with the insurance carrier.

Commission income is variable, as it is comprised of a certain percentage of the underlying policy premium.

Peoples estimates the variable consideration based upon the “most likely amount” method, and does not expect or anticipate a significant reversal of revenue in future periods, based upon historical experience.

Commission income is based on a percentage of the underlying policy premium.

Payment is due from the insurance carrier for commission income once the insurance policy has been sold.

7 unchanged sentences

Peoples estimates the variable consideration based upon the “most likely amount” method, and does not expect or anticipate a significant reversal of revenue in future periods.

For accounts that are assessed maintenance fees

through the account analysis process, payment is due from the customer within one month after the monthly period in which the account activity occurred.

For accounts that are assessed maintenance fees through the account analysis process, payment is due from the customer within one month after the monthly period in which the account activity occurred.

For all other accounts, monthly maintenance fees are assessed to the account on the last day of the monthly period.

Peoples has elected to apply a practical expedient of right to invoice when recognizing ongoing maintenance fees for deposit accounts, as Peoples has fulfilled the required performance obligations, the customer has consumed the service, and Peoples has a right to the related income.

Peoples has elected to apply a practical expedient of right to invoice when recognizing ongoing maintenance fees

for deposit accounts, as Peoples has fulfilled the required performance obligations, the customer has consumed the service, and Peoples has a right to the related income.

Transactional-based fees are recognized at a point in time, which is at the completion of the relevant transaction.

Peoples is obligated to perform certain transactions as requested by its consumer and business deposit account customers, which are outside of the normal maintenance requirements.

Transactional-based fee income is variable as these fees are directly related to a service request from the customer.

Peoples estimates the variable consideration based upon the “most likely amount” method, and does not expect or anticipate a significant reversal of revenue in future periods.

Transactional-based fees are based on a standard fee schedule and are not contingent upon future events.

Payment is due from the customer at the time of completion of the requested transaction.

Overdraft fees are considered transactional-based fees and accounted for as described herein.

Overdraft fees are considered transactions-based fees and accounted for as described herein.

Other Non-Interest Income:

1 unchanged sentence

These transactional-based fees are recognized as income at a point in time, at the completion of the relevant transaction.

Transactional-based fee income is variable as these fees are directly related to a service request from the customer.

Peoples estimates the variable consideration based upon the “most likely amount” method, and does not expect or anticipate a significant reversal of revenue in future periods.

Transactional-based fees are based on a standard fee schedules and are not contingent upon future events.

Payment is due from the customer at the time of completion of the requested transaction.

3 unchanged sentences

Commercial loan swap fees are recognized at a point in time, when the transaction has been completed, and there is no recourse or further performance obligation required of Peoples Bank.

Commercial loan swap fees are variable as these fees are a certain percentage of the total swap fee collected on a completed transaction.

Peoples Bank estimates the variable consideration based upon the “most likely amount” method, and does not expect or anticipate a significant reversal of revenue in future periods.

Commercial loan swap fees are based on yield spreads at swap inception and the underlying notional, or loan amount.

Payment is due from the customer at the time of completion of the requested transaction.

24 unchanged sentences

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by Peoples as of the required effective dates.

Unless otherwise discussed, management believes the impact of any recently issued standards, including those issued but not yet effective, will not have a material impact on Peoples’ Consolidated Financial Statements taken as a whole.

ASU 2023-07 - Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures:

The FASB issued ASU 2023-07 on November 27, 2023.

The amendments “improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.” In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements.

The purpose of the amendments is to enable “investors to better understand an entity’s overall performance” and assess “potential future cash flows.”

The ASU applies to all public entities that are required to report segment information in accordance with ASC 280.

The enhanced segment disclosure requirements apply “retrospectively to all prior periods presented in the financial statements.” The significant segment expense and other segment item amounts “disclosed in prior periods shall be based on the significant segment expense categories identified and disclosed in the period of adoption.” The amendments in ASU 2023-07 were effective for all public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

Peoples adopted the expanded disclosure requirements beginning with the fiscal year ending December 31, 2024.

The guidance did not have a material impact on Peoples’ consolidated financial statements.

Unless otherwise discussed, management believes the impact of any recently adopted standards will not have a material impact on Peoples’ Consolidated Financial Statements taken as a whole.

ASU 2023-09 - Income Taxes (Topic 740):

Improvements to Income Tax Disclosures:

The FASB issued ASU 2023-09 on December 14, 2023.

The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions.

ASU 2023-09 applies to all entities subject to income taxes.

For public business entities, the new requirements were effective for annual periods

beginning after December 15, 2024.

Peoples adopted the expanded disclosure requirements on a retrospective basis beginning with the fiscal year ending December 31, 2025.

The guidance did not have a material impact on the financial statements.

Note 2 Fair Value of Financial Instruments

26 unchanged sentences

Equity investment securities (a) 176 239 197 244

Derivative assets (b) — 18,743 — 22,304

Derivative liabilities (c) — 17,046 $ — $ 19,122

Nonqualified deferred compensation (a) (b) 6,074 — 4,898 —

Derivative assets (c) — 9,708 — 18,743

Derivative liabilities (d) — 9,275 $ — $ 17,046

(a) Included in “Other investment securities” on the Consolidated Balance Sheets.

For additional information, see “Note 3 Investment Securities.”

(b) Included in “ Other assets” on the Consolidated Balance Sheets.

(b) Investments in the nonqualified deferred compensation plan consist of cash and mutual funds.

For additional information, see “Note 15 Derivative Financial Instruments.”

(d) Included in “ Accrued expenses and other liabilities” on the Consolidated Balance Sheets.

For additional information, see “Note 15 Derivative Financial Instruments.”

4 unchanged sentences

The fair values of Peoples’ equity investment securities are obtained from quoted prices in active exchange markets for identical assets or liabilities (Level 1) or quoted prices in less active markets (Level 2).

Nonqualified Deferred Compensation:

The underlying assets relating to the nonqualified deferred compensation plan are included in a trust and primarily consist of cash and exchange traded mutual funds, which values are based on market prices (Level 1).

Derivative Assets and Liabilities :

Derivative assets and liabilities are recognized on the Consolidated Balance Sheets at their fair value within “Other assets” and “Accrued expenses and other liabilities,” respectively.

The fair value for derivative financial instruments is determined based on market prices, broker-dealer quotations on similar products, or other related input parameters (Level 2).

The fair values for derivative financial instruments are determined based on third-party models, which leverage current market interest rates, broker-dealer quotations on similar products, or other related input parameters (Level 2).

Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis

The following table provides the fair value for each class of assets and liabilities required to be measured and reported at fair value on a non-recurring basis on the Consolidated Balance Sheets by level in the fair value hierarchy.

At December 31, 2024 and at December 31, 2023, there were no assets or liabilities measured on a non-recurring basis that were considered Level 1 measurements.

Non-Recurring Fair Value Measurements at Reporting Date

3 unchanged sentences

Loans held for sale (a) 1,678 — 1,499 —

Other real estate owned (“OREO”) — 5,891 — 7,118

OREO — — — 5,891

(a) Loans held for sale are presented gross of a valuation allowance of $ 57 and $ 166 at December 31, 2025 and at December 31, 2024, respectively.

1 unchanged sentence

Loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty, are considered collateral dependent.

Peoples utilizes outside third-party appraisal services to value the underlying collateral, for which Peoples uses to report the loans at their fair value (Level 3).

Peoples utilizes outside third-party appraisal services to value the underlying collateral, which Peoples uses to report the loans at their fair value (Level 3).

Loans Held for Sale:

20 unchanged sentences

Total held-to-maturity securities 923,073 867,714 775,037 692,499

Other investment securities:

Other investment securities at cost:

Federal Home Loan Bank (“FHLB”) stock N/A 24,606 24,606 29,949 29,949

Federal Reserve Bank (“FRB”) stock N/A 27,114 27,114 26,896 26,896

Total other investment securities at cost 51,720 51,720 56,845 56,845

Other investment securities at fair value:

Nonqualified deferred compensation (b) 1 4,898 4,898 3,162 3,162

Other investment securities (c) 2 3,073 3,073 2,985 2,985

Total other investment securities at fair value 59,691 59,691 62,992 62,992

Loans and leases, net of deferred fees and costs (d) 3 6,358,003 6,240,751 6,159,196 6,064,999

Other investments:

Other investments at cost:

FHLB stock 3 30,843 30,843 24,606 24,606

FRB stock 3 27,114 27,114 27,114 27,114

Other investments (b) 3 4,210 4,210 3,073 3,073

Total other investments at cost 62,167 62,167 54,793 54,793

Loans and leases, net of deferred fees and costs (c) 3 6,756,907 6,697,321 6,358,003 6,240,751

Bank owned life insurance 2 148,264 148,264 143,710 143,710

3 unchanged sentences

Long-term borrowings 2 204,138 222,323 238,073 251,736

(a) Held-to-maturity investment securities are presented gross of an allowance for credit losses of $ 237 and $ 238 , at December 31, 2024 and at December 31, 2023, respectively.

(b) Nonqualified deferred compensation includes underlying investments in mutual funds.

(c) “Other investment securities,” as reported on the Consolidated Balance Sheets, also included equity investment securities at December 31, 2024

(a) Obligations of state and political subdivisions are presented gross of an allowance for credit losses of $ 236 and $ 237 , at December 31, 2025 and at December 31, 2024, respectively.

(b) “Other investments,” as reported on the Consolidated Balance Sheets, also included equity investment securities at December 31, 2025

and at December 31, 2024, which are reported in the “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis”

table above and not included in this table.

(d) Loans and leases, net of deferred fees and costs are presented gross of an allowance for credit losses of $ 63.3 million and $ 62.0 million, as of December 31, 2024 and December 31, 2023, respectively.

(c) Loans and leases, net of deferred fees and costs are presented gross of an allowance for credit losses of $ 75.7 million and $ 63.3 million, at December 31, 2025 and at December 31, 2024, respectively.

Peoples used the following methods and assumptions in estimating the fair value of the following financial instruments:

1 unchanged sentence

Cash and cash equivalents include cash on hand, balances due from other banks, interest-bearing deposits in other banks, federal funds sold and other short-term investments with original maturities of 90 days or less.

The carrying amount for cash on hand and balances due from banks is a reasonable estimate of fair value (Level 1).

The carrying amount for cash and cash equivalents balances are a reasonable estimate of fair value (Level 1).

Held-to-Maturity Investment Securities:

The fair values used by Peoples are obtained from an independent pricing service and represent fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, relevant yield curves, credit spreads and prices from market makers and live trading systems (Level 2).

When observable market data is absent, the independent pricing service estimates prices based on underlying cash flow characteristics and discount rates as derived from comparable securities (Level 3).

Management reviews the valuation methodology and quality controls utilized by the pricing services in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.

Other Investment Securities:

Other investment securities at cost are not recorded at fair value as they are not marketable securities.

FHLB and FRB stock are both recorded at cost.

Other investment securities at fair value are valued using quoted prices in an active market (Level 1) or quoted prices in less active markets (Level 2).

Other Investments:

FHLB and FRB stock are both recorded at historical cost.

Other investments are otherwise primarily comprised of investments accounted for under the cost method due to the level of control Peoples exercises over the investee.

These investments are not actively traded in an open market as sales for these types of investments are rare (Level 3).

Loans and Leases, Net of Deferred Fees and Costs:

13 unchanged sentences

The fair value of long-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2).

Certain financial assets and financial liabilities that are not required to be measured or reported at fair value can be subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).

These financial assets and liabilities include the following:

customer relationships, the deposit base, and other information required to compute Peoples’ aggregate fair value, which are not included in the above information.

Accordingly, the above fair values are not intended to represent the aggregate fair value of Peoples.

Note 3 Investment Securities

24 unchanged sentences

Net loss realized $ ( 2,659 ) $ ( 416 ) $ ( 3,700 )

The cost of investment securities sold, and any resulting gain or loss, were based on the specific identification method and recognized as of the trade date.

The following table presents a summary of available-for-sale investment securities that had unrealized losses at December 31, aggregated by major security type and length of time in a continuous unrealized loss position:

37 unchanged sentences

Accrued interest receivable is not included in the investment securities balances, and is presented in the “Other assets” line of the Consolidated Balance Sheets, with no recorded allowance for credit losses.

The unrealized losses with respect to the three bank-issued trust preferred securities that had been in an unrealized loss position for twelve months or more at December 31, 2024 were primarily attributable to the subordinated nature of the debt.

The unrealized losses with respect to the two bank-issued trust preferred securities that had been in an unrealized loss position for twelve months or more at December 31, 2025, were primarily attributable to the subordinated nature of the debt.

The table below presents the amortized cost, fair value and total weighted-average yield of available-for-sale securities by contractual maturity at December 31, 2025.

The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a blended federal and state corporate income tax rate of 23.3 %.

The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a federal statutory income tax rate of 21%.

In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.

36 unchanged sentences

The majority of Peoples’ held-to-maturity investment securities are residential mortgage-backed securities, for which an allowance for credit losses was not recorded.

These securities are implicitly guaranteed by the U.S.

government, are highly rated by major rating agencies, and have a long history of no credit losses.

Accordingly, there is a zero credit loss expectation on these securities.

Peoples calculated the allowance for credit losses for states and political subdivisions using cumulative default rate averages for municipal securities.

The following table presents a summary of held-to-maturity investment securities that had unrealized losses at December 31, aggregated by major security type and length of time in a continuous unrealized loss position:

The following table presents a summary of held-to-maturity investment securities that had unrealized losses at both December 31, 2025, and December 31, 2024, aggregated by major security type and length of time in a continuous unrealized loss position:

Less than 12 Months 12 Months or More Total

24 unchanged sentences

The table below presents the amortized cost, fair value and total weighted-average yield of held-to-maturity securities by contractual maturity at December 31, 2025.

The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a blended federal and state corporate income tax rate of 23.3 %.

The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a federal statutory income tax rate of 21%.

In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.

26 unchanged sentences

Peoples purchased $ 57.3 million and $ 26.4 million of additional FHLB stock during 2025 and 2024, respectively, as a result of the FHLB’s capital requirements on FHLB advances during the year.

During the year ended December 31, 2024 and December 31, 2023, Peoples purchased $ 0.2 million and $ 5.7 million, respectively, of FRB stock as a result of capital requirements.

During 2024, Peoples recorded the change in the fair value of equity investment securities held at December 31, 2024 in “Other non-interest income,” resulting in an unrealized gain of $ 50,000 .

During 2023, Peoples recorded the change in the fair value of equity investment securities held at December 31, 2023 in “Other non-interest income,” resulting in unrealized loss of $ 141,000 .

During the year ended December 31, 2025, and December 31, 2024, Peoples made no purchases and purchased $ 0.2 million, respectively, of FRB stock as a result of capital requirements.

During 2025, Peoples recorded the change in the fair value of equity investment securities held at December 31, 2025, in “Other non-interest income,” resulting in an unrealized loss of $ 17,000 .

During 2024, Peoples recorded the change in the fair value of equity investment securities held at December 31, 2024, in “Other non-interest income,” resulting in unrealized gain of $ 50,000 .

At December 31, 2025, Peoples’ investment in equity investment securities was comprised largely of common stocks issued by various unrelated bank holding companies.

1 unchanged sentence

Pledged Securities

At December 31, 2024 and 2023, Peoples had pledged available-for-sale investment securities and held-to-maturity investment securities to secure public and trust department deposits, and Repurchase Agreements in accordance with federal and state requirements.

At December 31, 2025, and 2024, Peoples had pledged available-for-sale investment securities and held-to-maturity investment securities to secure public and trust department deposits, and Repurchase Agreements.

Peoples also pledged available-for-sale investment securities and held-to-maturity investment securities to secure additional borrowing capacity at the FHLB and the FRB.

9 unchanged sentences

Accrued Interest

Accrued interest receivable is not included in investment securities balances, and is presented in the “Other assets” line of the Consolidated Balance Sheet, with no recorded allowance for credit loss.

Accrued interest receivable is not included in investment securities balances, and is presented in the “Other assets” line of the Consolidated Balance Sheets, with no recorded allowance for credit losses.

Interest receivable on investment securities was $ 9.0 million and $ 9.9 million at December 31, 2025, and 2024, respectively.

1 unchanged sentence

Peoples’ loan portfolio consists of various types of loans and leases originated primarily as a result of lending opportunities within Peoples’ footprint.

Peoples also originates insurance premium finance loans nationwide through its Peoples Premium Finance division, and originates leases nationwide through its NSL division and its Vantage subsidiary.

Peoples also originates insurance premium finance loans nationwide through its Peoples Premium Finance division, and originates leases nationwide through its North Star Leasing division and its Vantage subsidiary.

Throughout this Form 10-K, loans and leases are referred to as “total loans” and “loans held for investment.”

12 unchanged sentences

Total loans, at amortized cost $ 6,756,907 $ 6,358,003

Net deferred loan origination costs were $ 20.2 million and $ 21.7 million at December 31, 2024 and 2023, respectively.

The table above includes net deferred loan origination costs of $ 20.0 million and $ 20.2 million at December 31, 2025, and 2024, respectively.

The remaining unamortized net discount included in the amortized cost of loans and leases was $ 9.7 million and $ 19.5 million at December 31, 2025, and 2024, respectively.

61 unchanged sentences

Repayments ( 1,739 )

Other changes ( 132 )

Balance, December 31, 2025 $ 3,342

33 unchanged sentences

Pass $ 81,441 $ 98,488 $ 99,069 $ 918 6,618 $ 8,720 $ — $ 512 $ 295,254

Special mention — — — — — 115 — — 115

Substandard — 3,092 1,113 1,482 — — — — 5,687

17 unchanged sentences

Pass 248,710 3,649 143 — — — — — 252,502

Substandard — 520 53 — — — — — 573

Total 248,710 4,169 196 — — — — — 253,075

63 unchanged sentences

Substandard 351 2,108 1,777 193 8 — — — 4,437

Doubtful 170 2,127 1,859 624 110 269 — — 5,159

Total 176,761 131,428 65,840 25,363 4,784 2,422 — — 406,598

49 unchanged sentences

Commercial and industrial 4,666 959

Residential real estate — 501

Leases 2,385 652

Total collateral dependent loans $ 7,738 $ 4,375

The increase in collateral dependent loans at December 31, 2024 compared to at December 31, 2023, was primarily due to four relationships that became collateral dependent in 2024.

The increase in collateral dependent loans at December 31, 2025, compared to at December 31, 2024, was primarily due to one large commercial and industrial loan totaling $ 4.3 million.

Modifications for Borrowers Experiencing Financial Difficulty

As part of Peoples’ loss mitigation activities, Peoples may agree to modify the contractual terms of a loan to a borrower experiencing financial difficulty.

The most common modifications to the contractual terms of a loan to a borrower experiencing financial difficulty include an extension of the maturity date, a reduction in the interest rate for the remaining life of the loan, a temporary period of interest-only payments, and a reduction in the contractual payment amount for either a short period or the remaining term of the loan.

The most common modifications to the contractual terms of a loan to a borrower experiencing financial difficulty include an extension of the maturity date and a temporary period of interest-only payments.

In addition to loan modifications, Peoples also provides other loss mitigation options, such as forbearance and repayment plans, to assist borrowers who experience financial difficulties.

6 unchanged sentences

During the Twelve Months Ended December 31, 2025 (a)

Payment Delay (Only)

(Dollars in thousands) Forbearance Plan Payment Deferral Term Extension Forbearance Plan and Term Extension Payment Delay and Term Extension Total Percentage of Total by Loan Category (b) (c)

(Dollars in thousands) Payment Deferral Term Extension Principal Forgiveness Payment Delay and Term Extension Total Percentage of Total by Loan Category (b) (c)

Commercial real estate — 3,076 — — 3,076 0.13 %

Commercial and industrial — 8,845 — — 8,845 0.58 %

Leasing — 189 652 — 1,247 2,088 0.51 %

Leases 262 82 25 — 369 0.10 %

Residential real estate — 188 — — 188 0.02 %

Home equity lines of credit — 98 — — 98 0.04 %

Consumer, indirect — 13 — — — 13 — %

Total $ 262 $ 12,289 $ 25 $ — $ 12,576 0.19 %

During the Twelve Months Ended December 31, 2024 (a)

Payment Delay (Only)

(Dollars in thousands) Forbearance Plan Payment Deferral Term Extension Forbearance Plan and Term Extension Payment Delay and Term Extension Total Percentage of Total by Loan Category (b) (c)

Construction $ — $ 1,590 $ 52 $ — $ — $ 1,642 0.45 %

(Dollars in thousands) Payment Deferral Term Extension Principal Forgiveness Payment Delay and Term Extension Total Percentage of Total by Loan Category (b) (c)

Commercial real estate $ — $ 1,021 $ — $ — $ 1,021 0.05 %

Commercial and industrial — 8,089 — — 8,089 0.60 %

Leases 189 652 — 1,247 2,088 0.51 %

Residential real estate — 88 — — 88 0.01 %

Home equity lines of credit — 162 — — 162 0.07 %

Consumer, indirect 13 — — — 13 — %

Total $ 202 $ 10,012 $ — $ 1,247 $ 11,461 0.18 %

(a) The table presented excludes loans that were paid off or otherwise no longer included in the loan portfolio as of period end.

(a) Amounts in the table exclude loans that were paid off or otherwise no longer included in the loan portfolio as of period end.

(b) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.

3 unchanged sentences

(Dollars in thousands) Weighted-Average Term Extension

(in months) Average Amount Capitalized as a Result of a Payment Delay (a)

Commercial real estate 4

2 unchanged sentences

Home equity lines of credit 176

Consumer, indirect 13 —

During the Twelve Months Ended December 31, 2024

(Dollars in thousands) Weighted-Average Term Extension

(in months) Average Amount Capitalized as a Result of a Payment Delay (a)

Construction 5 $ —

Commercial real estate 6

3 unchanged sentences

Consumer, indirect 13

(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance.

Amounts are in whole dollars.

The following table displays the amortized cost of loans that received a completed modification or payment deferral within the previous 12 months and that defaulted in the periods presented.

2 unchanged sentences

(Dollars in thousands) Term Extension Payment Deferral Payment Delay and Term Extension Total

Leasing — — 26 26

Residential real estate 72 — — 72

Consumer, indirect — 13 — 13

Commercial and industrial $ 4,313 $ — $ — $ 4,313

Leases 106 — — 106

Total loans that subsequently defaulted (a)

2 unchanged sentences

(Dollars in thousands) Term Extension Payment Deferral Payment Delay and Term Extension Total

Commercial and industrial $ 148 $ — $ — $ 148

Leases — — 26 26

Residential real estate 72 — — 72

Consumer, indirect — 13 — 13

8 unchanged sentences

Commercial and industrial 839 774 4,313 5,926 2,919 8,845

Leasing 143 652 26 821 1,267 2,088

Leases 58 45 106 209 160 369

Residential real estate — — — — 188 188

Home equity lines of credit — — — — 98 98

Consumer, indirect — — 13 13 — 13

Total loans modified (b)

2 unchanged sentences

(Dollars in thousands) 30-59 Days Delinquent 60-89 Days Delinquent 90+ Days Delinquent Total Delinquent Current Total

Construction $ — $ 52 $ — $ 52 $ 1,590 $ 1,642

Commercial real estate — — — — 1,021 1,021

Commercial and industrial 125 18 — 143 7,946 8,089

Leases 143 652 26 821 1,267 2,088

Residential real estate 39 — 33 72 16 88

Home equity lines of credit — — — — 162 162

Consumer, indirect — — 13 13 — 13

Total loans modified (b)

$ 307 $ 670 $ 72 $ 1,049 $ 10,412 $ 11,461

(a) Amounts in table excludes loans that were paid off or otherwise no longer included in the loan portfolio as of period end.

(a) Amounts in table exclude loans that were paid off or otherwise no longer included in the loan portfolio as of period end.

(b) Represents the amortized cost basis as of period end.

5 unchanged sentences

(Dollars in thousands) Beginning Balance,

January 1, 2024 Initial Allowance for Acquired PCD Assets (a) Provision for (Recovery of) Credit Losses (b) Charge-offs Recoveries Ending Balance, December 31, 2024

January 1, 2025 Provision for (Recovery of) Credit Losses (a) Charge-offs Recoveries Ending Balance, December 31, 2025

Construction $ 878 $ 488 $ — $ 25 $ 1,391

9 unchanged sentences

Total $ 63,348 $ 41,681 $ ( 32,821 ) $ 3,468 $ 75,676

(a) Includes purchase price adjustments related to acquisitions previously completed but were within the 12-month measurement period.

(b) Amount does not include the provision for unfunded commitment liability.

(a) Amount does not include the provision for unfunded commitment liability.

Changes in the allowance for credit losses for 2024 are summarized below:

(Dollars in thousands) Beginning Balance,

January 1, 2023 Initial Allowance for Acquired PCD Assets (a) Provision for (Recovery of) Credit Losses (b) Charge-offs Recoveries Ending Balance, December 31, 2023

January 1, 2024 Provision for (Recovery of) Credit Losses (a) Charge-offs Recoveries Ending Balance, December 31, 2024

Construction $ 699 $ 179 $ — $ — 878

9 unchanged sentences

Total $ 62,011 $ 24,560 $ ( 25,112 ) $ 1,889 $ 63,348

(a) Includes purchase price adjustments related to acquisitions previously completed but were within the 12-month measurement period.

(b) Amount does not include the provision for unfunded commitment liability.

During 2024, Peoples recorded a total provision for credit losses of $ 24.6 million, which was a result of higher net charge-offs.

The increase in net charge-offs was primarily driven by leases originated by NSL and totaled $ 14.6 million for the full year, of which $ 11.4 million occurred in the second half of 2024.

The increase in the allowance for credit losses at December 31, 2024 when compared to at December 31, 2023 was primarily due to an increase in reserves for individually analyzed loans and leases.

(a) Amount does not include the provision for unfunded commitment liability.

During 2025, Peoples recorded a total provision for credit losses of $ 41.7 million, which was a result of higher net charge-offs as well as the changes in the allowance for credit losses described below.

The increase in net charge-offs was primarily driven by leases originated by North Star Leasing which totaled $ 20.0 million for the full year.

The increase in the allowance for credit losses at December 31, 2025, when compared to at December 31, 2024, was primarily due to (i) loan growth, (ii) deterioration in the economic forecasts used within the CECL model, (iii) a periodic refresh in loss drivers utilized within the CECL model, (iv) an increase in reserves for leases originated by the North Star Leasing division, and (v) an increase in individually analyzed loans and leases.

At December 31, 2025, Peoples had recorded an unfunded commitment liability of $ 2.5 million, an increase compared to the $ 2.0 million that was recorded at December 31, 2024.

The allowance for unfunded commitments (also referred to as “unfunded commitment liability”) is presented in the “Accrued expenses and other liabilities” line of the Consolidated Balance Sheets.

For 2024, Peoples recorded a provision for credit losses on unfunded commitments of $ 0.2 million, compared to a recovery for credit losses on unfunded commitments of $ 0.2 million for 2023.

For 2025, Peoples recorded a provision for credit losses on unfunded commitments of $ 0.5 million, compared to $ 0.2 million for 2024.

The change in the allowance for unfunded commitments is reflected in the “Provision for credit losses” line of the Consolidated Statements of Income.

8 unchanged sentences

Net book value $ 100,508 $ 103,669

Peoples depreciates its building and premises, and its furniture, fixtures and equipment over estimated useful lives generally ranging from five to forty years and two to ten years , respectively.

Peoples depreciates its building and premises, and its furniture, fixtures and equipment over estimated useful lives generally ranging from five to 40 years and two to ten years , respectively.

Depreciation expense was $ 8.6 million in 2025 and $ 8.6 million in 2024.

2 unchanged sentences

Peoples began originating leases with the acquisition of leases from NSL and increased its portfolio with the acquisition of Vantage.

The leases for NSL were determined to be sales-type leases, as the premise for the leases is dollar buy-out, whereby the lessee pays one dollar at maturity of the lease to purchase the equipment.

The leases for Vantage were determined to be primarily sales-type leases, as the payment structure and term triggered that accounting treatment, whereby either (i) the lease is structured as a fair market value buyout, whereby the lessee has the option to purchase the leased equipment at its fair market value at maturity of the lease, or (ii) the lessee purchases the leased equipment for one dollar at maturity of the lease.

Originated leases are primarily classified as sales-type leases, and to a lesser extent, operating leases.

The leases for NSL are generally classified as sales-type leases, as the leases are structured with a dollar buyout, whereby the lessee pays one dollar at maturity of the lease to purchase the equipment.

The leases for Vantage are generally classified as sales-type leases, as the payment structure and term triggered that accounting treatment, whereby either (i) the lease is structured as a fair market value buyout, whereby the lessee has the option to purchase the leased equipment at its fair market value at maturity of the lease, or (ii) the lessee purchases the leased equipment for one dollar at maturity of the lease.

Vantage also originates operating leases, which are generally structured over a shorter term and do not meet the criteria of a sales-type lease.

These leases do not typically contain residual value guarantees;

1 unchanged sentence

As a lessor, Peoples originates commercial equipment leases either directly to the customer or indirectly through vendor programs.

Equipment leases relate to automotive, construction, healthcare, manufacturing, office, restaurant, information technology and other equipment.

These leases include an estimated residual value, which is assessed for impairment as part of the allowance for credit losses.

Operating leases are leases that do not meet the criteria of a sales-type lease or a finance lease.

Equipment leases relate to healthcare, manufacturing, office, restaurant, information technology, general warehousing, storage equipment, vocational trucks and trailers, and other equipment.

Leases structured with a fair market value buyout include an estimated residual value, which is assessed for impairment as part of the allowance for credit losses.

Certain leases contain renewal options, which are not included in the lease term or lease receivable, as they are not considered by Peoples to be reasonable certain as they are at the discretion of the lessee.

When Peoples originates an operating lease, it records an operating lease asset recognized in “Other assets” which is depreciated over its useful life.

4 unchanged sentences

Leases deemed to be uncollectable are charged against the allowance for credit losses, while recoveries of previously charged-off amounts are credited to the allowance for credit losses.

Lease income noted in the table below includes (i) operating lease income, (ii) gains on the early termination of leases, net of any associated purchase accounting adjustments, (iii) month-to-month lease payments in excess of net investment in the lease, (iv) fees received for referrals, (v) gains and losses recognized on the sales of residual assets, and (vi) syndication income.

Lease income noted in the table below includes (i) operating lease income, (ii) month-to-month lease payments in excess of net investment in the lease, (iii) gains on the early termination of leases, net of any associated purchase accounting adjustments, (iv) fees received for referrals, (v) gains and losses recognized on the sales of residual assets, and (vi) syndication income.

Income on operating leases is recognized on a straight-line basis over the lease term.

26 unchanged sentences

Certain leases contain rent escalation clauses calling for rent increases over the term of the lease, which are included in the calculation of the lease liability.

At December 31, 2024, Peoples did not have any finance leases or any significant lessor agreements.

At December 31, 2025, Peoples did not have any finance leases or any significant sublessor agreements.

Right of Use (“ROU”) assets represent the right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease.

1 unchanged sentence

Operating lease ROU assets include lease payments made at or before the commencement date and initial indirect costs.

Operating lease ROU assets exclude lease incentives and nonlease components.

Operating lease ROU assets exclude nonlease components.

Short-term leases of certain facilities and equipment, with lease terms of 12 months or less, are recognized on a straight-line basis over the lease term.

6 unchanged sentences

Total lease expense $ 4,113 $ 4,207

Peoples utilizes an incremental borrowing rate to determine the present value of lease payments for each lease, as the lease agreements do not provide an implicit rate.

The estimated incremental borrowing rate reflects a secured rate and is based on the term of the lease and the interest rate environment at the lease commencement or remeasurement date.

The following table details the ROU asset, the lease liability and other information related to Peoples’ operating leases on the Consolidated Balance Sheet at December 31:

Lease payments are discounted using Peoples’ incremental borrowing rate, consistent with what Peoples would pay to borrow on a collateralized basis over a term similar to each lease.

The following table details the ROU asset, the lease liability and other information related to Peoples’ operating leases on the Consolidated Balance Sheets at December 31:

(Dollars in thousands) 2025 2024

19 unchanged sentences

Goodwill, end of year $ 363,199 $ 363,199

Peoples performed a quantitative assessment of goodwill as of October 1, 2024, and management concluded that the fair value of Peoples’ single reporting unit was greater than its carrying amount.

On September 30, 2024, Peoples purchased the assets of an insurance business, for which Peoples has recorded $ 0.2 million in goodwill as of December 31, 2024 .

On October 31, 2024, Peoples purchased the assets of an insurance business, for which $ 0.8 million in goodwill has been recorded as of December 31, 2024 .

As of the close of business on April 30, 2023, Peoples completed its merger with Limestone Bancorp, Inc.

(“Limestone”) pursuant to an Agreement and Plan of Merger dated October 24, 2022, at which point Limestone merged with and into Peoples, and immediately thereafter, Limestone Bank, Inc., the subsidiary bank of Limestone, merged with and into Peoples Bank (collectively, the “Limestone Merger”).

Peoples recorded goodwill from the Limestone Merger totaling $ 68.8 million .

On January 3, 2023, Peoples acquired a trust and investment business, for which Peoples record ed $ 0.6 million in goodwill.

On October 10, 2023, Peoples purchased the assets of an additional insurance business, for which $ 0.4 million i n goodwill was recorded.

Peoples performed a qualitative assessment of goodwill as of October 1, 2025, and management concluded that it was not more-likely-than-not that the fair value of Peoples’ single reporting unity is below its respective carrying value as of December 31, 2025.

On September 30, 2024, Peoples acquired an insurance business, for which Peoples recorded $ 0.2 million in goodwill in 2024.

On October 31, 2024, Peoples acquired an insurance business, for which $ 0.8 million in goodwill was recorded in 2024.

Other intangible assets

16 unchanged sentences

(a) Non-compete agreements were recognized due to acquisitions.

Peoples performed other intangible assets impairment testing as of October 1, 2024 and concluded there was no impairment in the recorded value of other intangible assets as of October 1, 2024.

During the annual impairment test, Peoples assessed quantitative factors, including relevant events and circumstances, to determine that it was more-likely-than-not that the fair value of other intangible assets exceeded the carrying value.

Peoples performed a qualitative impairment assessment of other intangible assets and concluded there was no indication of impairment in the recorded value of other intangible assets as of October 1, 2025.

Other intangible assets recorded from the above-mentioned acquisitions in 2024 consisted of $ 0.6 million of customer relationship intangibles related to the insurance acquisition in October 2024.

Other intangible assets recorded from the above-mentioned acquisitions in 2023 consisted of $ 27.7 million of core deposit intangibles related to the Limestone Merger.

The following table details estimated aggregate future amortization of other intangible assets at December 31, 2025:

37 unchanged sentences

Peoples pledges investment securities against certain governmental deposit accounts, which covered over $ 615.6 million of the uninsured deposit balances at December 31, 2025.

Uninsured time deposits are broken out below by time remaining until maturity.

Uninsured time deposits are broken out below by time remaining until maturity at December 31:

(Dollars in thousands) 2025 2024

4 unchanged sentences

Total $ 442,574 $ 416,975

The contractual maturities of CDs for each of the next five years and thereafter are as follows:

As of December 31, 2025, the contractual maturities of CDs for each of the next five years and thereafter are as follows:

(Dollars in thousands) Retail Brokered Total

7 unchanged sentences

Deposits from related parties were $ 24.9 million and $ 19.3 million at December 31, 2025, and 2024, respectively.

At December 31, 2024, Peoples had eight effective interest rate swaps, with an aggregate notional value of $ 75.0 million , of which $ 75.0 million were funded by brokered deposit s.

Brokered deposits used to fund interest rate swaps are expected to be extended every 90 days through the maturity dates of the swaps.

At December 31, 2025, Peoples had five effective interest rate swaps, with an aggregate notional value of $ 45.0 million , all of which hedge interest payments on brokered CDs.

The brokered CDs are expected to be extended every 90 days through the maturity dates of the swaps.

Additional information regarding Peoples’ interest rate swaps can be found in “Note 15 Derivative Financial Instruments.”

6 unchanged sentences

Interest expense $ 451 $ 5,580 $ 4,111 $ 10,142

Weighted-average interest rate:

End of year 2.76 % 4.45 % 1.40 % 4.29 %

During the year 2.42 % 5.48 % 5.76 % 5.16 %

Interest rate at end of year 1.92 % 3.80 % 3.65 % 3.67 %

Weighted average interest rate during the year 2.19 % 4.35 % 4.19 % 4.11 %

Ending balance $ 18,367 $ 175,000 $ 107 $ 193,474

2 unchanged sentences

Interest expense $ 1,065 $ 6,675 $ 7,805 $ 15,545

Weighted-average interest rate:

End of year 1.54 % 5.41 % 4.85 % 4.66 %

During the year 1.32 % 5.11 % 4.93 % 4.00 %

Interest rate at end of year 2.76 % 4.45 % 1.40 % 4.29 %

Weighted average interest rate during the year 2.42 % 5.48 % 5.76 % 5.16 %

Ending balance $ 99,121 $ 369,000 $ 182,376 $ 650,497

2 unchanged sentences

Interest expense $ 1,349 $ 18,058 $ 528 $ 19,935

Weighted-average interest rate:

End of year 0.40 % 4.36 % — % 3.57 %

During the year 0.24 % 2.86 % — % 1.35 %

Interest rate at end of year 1.54 % 5.41 % 4.85 % 4.66 %

Weighted average interest rate during the year 1.32 % 5.11 % 4.93 % 4.00 %

Peoples’ retail Repurchase Agreements consist of overnight agreements with Peoples’ commercial customers and serve as a cash management tool.

2 unchanged sentences

Peoples’ borrowing capacity with the FHLB is based on the amount of collateral pledged and the amount of FHLB common stock owned.

Peoples’ FHLB advances of zero and $ 60.0 million matured in 2024 and 2023, respectively.

Other short-term borrowings consisted primarily of federal funds purchased and advances from the Federal Reserve Discount Window, as well as a Bank Term Funding Program (“BTFP”) loan.

None of Peoples’ FHLB short-term advances, with the exception of overnight borrowings, matured in 2025 and 2024.

Other short-term borrowings consisted primarily of federal funds purchased and advances from the Federal Reserve Discount Window, a Bank Term Funding Program (“BTFP”) loan, as well as ICS one-way buy borrowings.

Federal funds purchased are short-term borrowings from correspondent banks that typically mature within one to 90 days.

4 unchanged sentences

As of the date of Peoples’ borrowing, the interest rate for term advances was the one-year overnight index swap rate plus 10 basis points.

Peoples paid off the BTFP loan in the fourth quarter of 2024.

Peoples paid off its BTFP loan in the fourth quarter of 2024.

As of April 3, 2019, Peoples entered into a loan agreement (the “U.S.

1 unchanged sentence

Bank National Association.

Bank Loan Agreement initially had a one-year term, which has subsequently been renewed, most recently as of March 31, 2024 for an additional year, and currently provides Peoples with a revolving line of credit in the maximum aggregate principal amount of $ 30.0 million that may be used:

Bank Loan Agreement initially had a one-year term, which has subsequently been renewed, most recently as of March 28, 2025 fo r an additional year, and currently provides Peoples with a revolving line of credit in the maximum aggregate principal amount o f $ 30.0 million that may be used:

(i) for working capital purposes;

2 unchanged sentences

Bank Loan Agreement.

Bank Loan Agreement is unsecured, and contains certain negative and financial covenants.

Bank Loan Agreement is unsecured, and contains certain restrictive financial covenants.

The financial covenants are applicable to Peoples and its subsidiaries, and are usual and customary for comparable transactions.

As of December 31, 2025, Peoples was in compliance with the applicable covenants imposed by the U.S.

Bank Loan Agreement, as amended by the Sixth Amendment to the U.S.

Bank Loan Agreement, as amended by the Seventh Amendment to the U.S.

Bank Loan Agreement.

12 unchanged sentences

Peoples continually evaluates its overall balance sheet position given the interest rate environment.

During 2024, Peoples borrowed one additional non-callable FHLB advance for $ 20.0 million, with a fixed interest rate of 4.36 %.

During 2023, Peoples entered into four additional FHLB long-term borrowing agreements, three non-callable advances for $ 60.0 million, $ 10.0 million, and $ 10.0 million with fixed interest rates of 4.40 %, 4.30 %, and 4.11 %, respectively, and one callable $ 10.0 million advance with a fixed interest rate of 4.59 %.

During 2025, Peoples did no t borrow any additional non-callable FHLB advances.

During 2024 , Peoples borrowed one additional non-callable FHLB advance f or $ 20.0 million, with a fixed interest rate of 4.36 % .

At December 31, 2025, outstanding long-term FHLB non-amortizing advances, which have interest rates ranging from 2.17 % to 4.59 %, mature between 2026 and 2028.

Outstanding long-term FHLB amortizing, fixed rate advances, which have interest rates ranging from 1.25 % to 3.83 %, mature between 2026 and 2031.

The FHLB putable, non-amortizing, fixed rate advances have remaining maturities ranging from two to four years th at may be repaid prior to maturity, subject to the payment of termination fees.

The FHLB putable, non-amortizing, fixed rate advances have remaining maturities ranging from 1 to 2 years th at may be repaid prior to maturity, subject to the payment of termination fees.

The FHLB has the option, at its sole discretion, to terminate each advance after the initial fixed rate period of three months , requiring full repayment of the advance by Peoples, prior to the stated maturity.

1 unchanged sentence

These advances require monthly interest payments, with no repayment of principal until the earlier of either an option to terminate being exercised by the FHLB or the stated maturity.

The FHLB amortizing, fixed rate advances have a fixed rate for the term of each advance, with remaining maturities ranging from three to seven years .

These advances require monthly principal and interest payments, with some having a constant prepayment rate requiring an additional principal payment annually.

The FHLB amortizing, fixed rate advances require monthly principal and interest payments, with some having a constant prepayment rate requiring an additional principal payment annually.

These advances are not eligible for optional prepayment prior to maturity.

5 unchanged sentences

Other long-term borrowings include trust preferred securities held for investments and floating rate subordinated deferrable interest debentures assumed from three prior acquisitions.

On March 6, 2015, Peoples completed its acquisition of NB&T Financial Group, Inc., which included a trust preferred security du e in 2037 with a $ 9.0 million par value and a $ 6.6 million fair value at acquisition.

As of December 31, 2025 , this trust preferred security had a carrying value of $ 8.3 million with an interest rate of 5.50 %, inclusive of the impact of fair value adjustments.

3 unchanged sentences

The details of the securities at the time of the Limestone Merger, their current carry values, and current interest rates are included in the table below, inclusive of the impact of fair value adjustments.

These trust preferred securities and subordinated debentures are considered tier 1 and tier 2 capital, respectively, (with certain limitations applicable) under current regulatory guidelines.

These trust preferred securities are considered tier 1 (with certain limitations applicable) under current regulatory guidelines.

During the fourth quarter of 2025, Peoples redeemed early a $ 25.0 million tranche of subordinated debt acquired in the Limestone Merger, which resulted in a loss of $ 0.8 million.

(Dollars in thousands) April 30, 2023 December 31, 2025

5 unchanged sentences

Porter Statutory Trust IV 2037 10,000 6,886 7,877 5.72 %

Floating rate subordinated deferrable interest debentures 2029 25,000 23,677 24,030 8.80 %

Total 21,000 15,776 17,438

1 unchanged sentence

(Dollars in thousands) Balance

2026 $ 54,595

Thereafter 36,108

16 unchanged sentences

Common shares issued under employee stock purchase plan — ( 34,392 )

Issuance of common shares related to the Limestone Merger 6,827,668 —

Shares at December 31, 2023 36,736,041 1,511,348

11 unchanged sentences

Common shares issued under employee stock purchase plan — ( 41,761 )

Issuance of common shares related to the Limestone Merger 6,827,668 —

Shares at December 31, 2024 36,782,601 1,311,175

29 unchanged sentences

Realized loss due to settlement and curtailment, net of tax — 1,858 — 1,858

Other comprehensive (loss) income, net of reclassifications and tax ( 123,997 ) 106 8,185 ( 115,706 )

Other comprehensive income (loss), net of reclassifications and tax 22,838 ( 225 ) ( 1,761 ) 20,852

Balance, December 31, 2023 $ ( 104,222 ) $ — $ 2,632 $ ( 101,590 )

10 unchanged sentences

Note 12 Employee Benefit Plans

Peoples sponsored a noncontributory defined benefit pension plan that covered substantially all employees hired before January 1, 2010.

The plan provided retirement benefits based on an employee’s years of service and compensation.

During the third quarter of 2023, Peoples terminated its pension plan by settling the remaining benefit obligation of $ 7.7 million.

The pension plan had been closed to new entrants since January 1, 2010.

Peoples recorded a settlement charge of $ 2.4 million in the third quarter of 2023 in relation to the termination of the pension plan.

Peoples does not anticipate further expenses related to the termination.

Retirement Savings Plan

Peoples maintains a retirement savings plan, or 401(k) plan, which covers substantially all employees.

The plan provides participants with the opportunity to save for retirement on a tax-deferred basis.

The plan provides participants with the opportunity to save for retirement on a tax-deferred or Roth basis.

Since January 1, 2021, Peoples has matched 100 % of participants’ contributions up to 6 % of the participants’ compensation.

6 unchanged sentences

Differences in rate resulting from:

State taxes, net of federal benefit 3,286 2.2 % 3,053 2.1 % 2,277 1.8 %

Investment securities impairment — — % — — % 431 0.3 %

State taxes, net of federal benefit (a) 1,694 1.3 % 3,286 2.2 % 3,053 2.1 %

Amortization and recognition of tax credits ( 1,279 ) ( 0.9 ) % ( 601 ) ( 0.4 ) % ( 352 ) ( 0.2 ) %

Nontaxable or nondeductible items:

Nondeductible acquisition costs — — % — — % 168 0.1 %

1 unchanged sentence

Bank owned life insurance ( 958 ) ( 0.7 ) % ( 885 ) ( 0.6 ) % ( 872 ) ( 0.6 ) %

Investments in tax credit funds ( 601 ) ( 0.4 ) % ( 352 ) ( 0.2 ) % ( 629 ) ( 0.5 ) %

Captive insurance benefit — — % — — % ( 330 ) ( 0.2 ) %

Tax-exempt interest income ( 281 ) ( 0.2 ) % ( 258 ) ( 0.2 ) % ( 555 ) ( 0.4 ) %

Changes in unrecognized tax benefits ( 88 ) ( 0.1 ) % 45 — % 438 0.3 %

Other, net 782 0.5 % ( 693 ) ( 0.4 ) % ( 164 ) ( 0.1 ) %

Income tax expense $ 28,031 20.8 % $ 32,259 21.6 % $ 31,763 21.9 %

(a) State taxes in West Virginia and Kentucky make up the majority (greater than 50 percent) of the tax effect in this category.

Peoples’ reported income tax expense consisted of the following for the years ended December 31:

12 unchanged sentences

Net operating loss carryforward 5,709 8,393

Purchase accounting adjustments — 1,920

Other 788 1,837

12 unchanged sentences

Net deferred tax asset $ 32,078 $ 42,978

At December 31, 2024, Peoples had approximately $ 39 million of federal net operating loss carryforwards and $ 208,000 of federal tax credit carryforwards, the annual utilization of which are subject to limitation under IRC sections 382 and 383, respectively.

At December 31, 2025, Peoples had approximately $ 26 million of federal net operating loss carryforwards and $ 208,000 of federal tax credit carryforwards, the annual utilization of which are subject to limitation under Internal Revenue Code sections 382 and 383, respectively.

Peoples has recorded a deferred tax asset only for the portion of these net operating loss and tax credit carryforwards it is able to, and expects to, utilize under these limitations.

49 unchanged sentences

These interest rate swaps were designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments.

At December 31, 2024, Peoples had entered into eight interest rate swaps with an aggregate notional value of $ 75.0 million.

Peoples will pay a fixed rate of interest for up to four years while receiving a floating rate component of interest equal to the three-month SOFR rate.

The interest received on the floating rate component is intended to offset the interest paid on rolling three-month brokered deposits which will continue to be rolled through the life of the swaps.

At December 31, 2025, Peoples had entered into five interest rate swaps with an aggregate notional value of $ 45.0 million.

Peoples will pay a fixed rate of interest for up to three years while receiving a floating rate component of interest equal to the three-month SOFR.

The interest received on the floating rate component is intended to offset the interest paid on rolling three-month brokered deposits or FHLB advances which will continue to be rolled through the life of the swaps.

At December 31, 2025, the interest rate swaps were designated as cash flow hedges of $ 45.0 million in brokered deposits, which are expected to be extended every 90 days through the maturity dates of the swaps.

2 unchanged sentences

the changes in cash flows of the hedging derivative financial instrument with the changes in cash flows of the designated hedged transaction.

The reset dates and the payment dates on the 90-day advances or brokered deposits are matched to the reset dates and payment dates on the receipt of the three-month SOFR floating portion of the swaps to ensure effectiveness of the cash flow hedge.

The reset dates and the payment dates on the 90-day FHLB advances or brokered deposits are matched to the reset dates and payment dates on the receipt of the three-month SOFR floating portion of the swaps to ensure effectiveness of the cash flow hedge.

During the years ended December 31, 2025, and December 31, 2024, Peoples had reclassifications of changes in fair value to interest expense of $ 1.2 million and $ 3.0 million, respectively.

During the next 12 months, Peoples estimates that $ 0.6 million of AOCI will be reclassified as an addition to interest expense.

The following table summarizes information about the interest rate swaps designated as cash flow hedges at December 31:

5 unchanged sentences

Pre-tax changes in fair value included in AOCL $ 512 $ 1,885

The following table presents changes in fair value recorded in AOCL and in the Consolidated Statements of Income related to the cash flow hedges for the years ended December 31:

The following table presents changes in fair value and amounts reclassified from AOCL related to cash flow hedges and recorded in AOCL and in the Consolidated Statements of Comprehensive Income for the years ended December 31:

(Dollars in thousands)

Amount of income recognized in AOCL, pre-tax $ ( 1,550 ) $ ( 2,293 )

Amount of (loss) income recognized in AOCL, pre-tax $ ( 1,373 ) $ ( 1,550 )

The following table reflects the cash flow hedges, which were included in the Consolidated Balance Sheets at fair value, at December 31:

17 unchanged sentences

Interest rate swaps related to commercial loans $ 548,785 $ 13,907 $ 453,367 $ 18,742

Netting adjustment (a) ( 4,700 ) ( 1,783 )

Total included in “Other assets” 548,785 9,207 453,367 16,959

1 unchanged sentence

Interest rate swaps related to commercial loans $ 548,785 $ 11,548 $ 453,367 $ 17,100

Netting adjustment (a) ( 2,273 ) ( 54 )

Total included in “Accrued expenses and other liabilities” 548,785 9,275 453,367 17,046

(a) Netting adjustments represent the amounts recorded to convert our derivative assets and liabilities from a gross basis to a net basis in accordance with the applicable accounting guidance.

The net basis takes into account the impact of master netting agreements that allow us to settle derivative contracts with a single counterparty on a net basis.

Total derivative assets and liabilities include these netting adjustments.

Pledged Collateral

1 unchanged sentence

When the fair value of Peoples’ interest rate swaps are in a net liability position, Peoples must pledge collateral, and, when the fair value of Peoples’ interest rate swaps are in a net asset position, the respective counterparties must pledge collateral.

At each of December 31, 2024 and December 31, 2023, Peoples had no cash pledged while the counterparties had pledged $ 12.3 million at December 31, 2024 and $ 12.8 million at December 31, 2023.

At December 31,

2024 and December 31, 2023, Peoples had no investment securities pledged, while counterparties had $ 1.9 million of investment securities pledged at December 31, 2024 and $ 2.2 million pledged at December 31, 2023.

At December 31, 2025, Peoples had $ 4.2 million of cash pledged, while counterparties had $ 2.1 million of cash pledged.

Peoples had no cash pledged and counterparties had $ 12.3 million of cash pledged at December 31, 2024.

Peoples had no investment securities pledged at December 31, 2025, or December 31, 2024, while counterparties had pledged no investment securities at December 31, 2025, and had pledged $ 1.9 million of investment securities at December 31, 2024.

Note 16 Off-Balance Sheet Risk

20 unchanged sentences

Peoples Bank is required to maintain a minimum level of reserves, consisting of cash on hand and non-interest-bearing balances with the FRB, based on the amount of total deposits.

Average required reserve balances were $ 0 and $ 0 in 2024 and 2023, respectively.

In response to the COVID-19 pandemic, the Federal Reserve reduced reserve requirement ratios to 0% effective on March 26, 2020, to support lending to households and businesses.

In response to the COVID-19 pandemic, the Federal Reserve reduced reserve

requirement ratios to 0% effective on March 26, 2020, to support lending to households and businesses.

The reserve requirement ratio remained at 0% as of December 31, 2025.

9 unchanged sentences

Failure to meet future minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by the regulators that, if undertaken, could have a material effect on Peoples’ financial results.

Quantitative measures established by regulation to ensure capital adequacy, and in effect at December 31, 2024, required Peoples and Peoples Bank to maintain minimum amounts and ratios of common equity tier 1 capital, tier 1 capital and total capital (each as defined in the applicable regulations) to risk-weighted assets (as defined), and of tier I capital (as defined) to average assets (as defined).

Quantitative measures established by regulation to ensure capital adequacy, and in effect at December 31, 2025, required Peoples and Peoples Bank to maintain minimum amounts and ratios of common equity tier 1 capital, tier 1 capital and total capital (each as defined in the applicable regulations) to risk-weighted assets (as defined), and of tier 1 capital (as defined) to average assets (as defined).

Peoples and Peoples Bank met all capital adequacy requirements at December 31, 2025.

1 unchanged sentence

Peoples maintained the capital required by the Federal Reserve Board to be deemed well capitalized and remain a financial holding company.

To be categorized as well capitalized, Peoples and Peoples Bank must maintain minimum common equity tier 1, tier 1 risk-based, total risk-based and tier I

leverage ratios as set forth in the table below.

To be categorized as well capitalized, Peoples and Peoples Bank must maintain minimum common equity tier 1, tier 1 risk-based, total risk-based and tier 1 leverage ratios as set forth in the table below.

There are no conditions or events since this notification that management believes have changed Peoples’ or Peoples Bank’s category.

Peoples’ and Peoples Bank’s actual capital amounts and ratios at December 31 are also presented in the following table:

Peoples’ and Peoples Bank’s actual capital amounts and ratios at December 31 are presented in the following table:

(Dollars in thousands) Amount Ratio Amount Ratio

18 unchanged sentences

Net Risk-Weighted Assets 7,273,985 6,971,489

(Dollars in thousands) Amount Ratio Amount Ratio

Common Equity Tier 1 (a)

20 unchanged sentences

(d) Ratio represents tier 1 capital to average assets

The decrease in Peoples Bank’s regulatory capital ratios compared to the prior year primarily reflects a $ 25.0 million dividend paid by the Peoples Bank to Peoples in connection with the redemption of subordinated debt.

Note 18 Stock-Based Compensation

26 unchanged sentences

The estimated fair value is then expensed over the vesting period, which is normally three years .

Peoples also has an employee stock purchase plan whereby employees can purchase Peoples’ common shares at a discount of up to 15 %.

Peoples also has an employee stock purchase plan whereby employees can purchase Peoples’ common shares at a discount of 15 %.

The following summarizes the amount of stock-based compensation and related tax benefit recognized for the years ended December 31:

9 unchanged sentences

Restricted common shares were the primary form of stock-based compensation awards granted by Peoples in 2025, 2024 and 2023.

The fair value of restricted common share awards on the grant date is the market price of Peoples’ common shares.

The fair value of restricted common share awards on the grant date is based on the market price of Peoples’ common shares as of the grant date.

Total unrecognized stock-based compensation related to unvested restricted common share awards was $ 5.9 million at December 31, 2025, which will be recognized over a weighted-average period of 1.8 years.

9 unchanged sentences

Electronic banking income:

Interchange income (a) 19,731 19,380 16,674

Interchange income (b) 20,590 19,731 19,380

Promotional and usage income (a) 4,434 5,411 5,830

27 unchanged sentences

For more information on Peoples’ revenue recognition policies, see “Note 1 Summary of Significant Accounting Policies.”

Note 20 Acquisitions

Limestone Bancorp, Inc.

As of the close of business on April 30, 2023, Peoples completed the Limestone Merger.

In connection with the Limestone Merger, Limestone Bank, Inc., which operated 20 branches in Kentucky, merged into Peoples Bank.

As consideration in the Limestone Merger, Limestone shareholders were paid 0.90 common shares of Peoples for each full share of Limestone that was owned at the merger date, resulting in the issuance of 6,827,668 common shares by Peoples, or aggregate consideration of $ 177.9 million.

Peoples accounted for this transaction as a business combination under the acquisition method.

Peoples recorded acquisition-related expenses related to the Limestone Merger, which included $ 0.2 million and $ 16.9 million in non-interest expense for the years ended December 31, 2024 and December 31, 2023.

For 2024, acquisition-related expenses included $ 0.4 million of other non-interest expense, which was partially offset by the reversal of an accrual for data processing and software expense.

During 2023, acquisition-related non-interest expenses consisted of $ 6.0 million in professional fees, $ 5.9 million in salaries and employee benefit costs, $ 2.9 million in other non-interest expense, $ 1.8 million in data processing and software expense, and $ 0.3 million in various other non-interest expense line items.

The other non-interest expenses were primarily due to $ 1.8 million of early contract termination fees on Limestone contracts driven by the system conversions, which took place in the third quarter of 2023.

The following table provides the purchase price calculation as of the date of the Limestone Merger, and the assets acquired and liabilities assumed at their estimated fair values.

(Dollars in thousands) Fair Value

Total purchase price $ 177,931

Cash and balances due from banks 6,422

Interest-bearing deposits in other banks 87,115

Total cash and cash equivalents 93,537

Available-for-sale investment securities, at fair value 166,944

Other investment securities 5,716

Total investment securities 172,660

Loans and leases 1,077,929

Allowance for credit losses (on PCD loans) ( 2,051 )

Net loans 1,075,878

Bank premises and equipment, net of accumulated depreciation 17,690

Bank owned life insurance 31,343

Other intangible assets 27,722

Other assets 36,874

Total assets 1,455,704

Non-interest-bearing 262,727

Interest-bearing 971,457

Total deposits 1,234,184

Short-term borrowings 60,000

Long-term borrowings 39,453

Accrued expenses and other liabilities 12,967

Total liabilities 1,346,604

Net assets 109,100

Goodwill $ 68,831

The goodwill recorded in connection with the Limestone Merger is related to expected synergies to be gained from the combination of Limestone with Peoples’ operations.

The employees retained from the Limestone Merger and the geographic locations of Limestone should allow Peoples to continue to grow its loan and deposit portfolios while also increasing Peoples’ ability to penetrate the new markets, which should benefit Peoples in future periods.

During Peoples’ evaluation of intangible assets, it was determined that an assembled workforce intangible asset was not separately recognizable and was included in goodwill.

Peoples recorded a core deposit intangible asset in other intangible assets related to the Limestone Merger.

Loans acquired by Peoples in a business combination that have evidence of more than insignificant credit deterioration, which includes loans as to which Peoples believes it is probable that Peoples will be unable to collect all contractually required payments, are considered PCD loans.

Acquired PCD loans are reported net of the unamortized fair value adjustment.

These loans are recorded at the purchase price, and an allowance for credit losses is determined based upon discrete credit marks, along with discounted cash flow models based upon similar pools of loans, using a similar methodology as for other loans.

The following table details the fair value adjustment for acquired PCD loans as of the acquisition date:

(Dollars in thousands) Par Value Allowance for Credit Losses Non-Credit (Discount) Premium Fair Value

Commercial real estate, other $ 30,907 $ ( 1,340 ) $ ( 2,160 ) $ 27,407

Commercial and industrial 16,466 ( 379 ) ( 610 ) 15,477

Residential real estate 6,328 ( 228 ) ( 770 ) 5,330

Home equity lines of credit 774 ( 18 ) 11 767

Consumer 1,029 ( 86 ) 78 1,021

Fair value $ 55,504 $ ( 2,051 ) $ ( 3,451 ) $ 50,002

Note 20 Parent Company Only Financial Information

20 unchanged sentences

Dividends from subsidiary bank $ 96,500 $ 73,500 $ 48,000

Dividends from non-bank subsidiary 193 200 1,860

Interest and other income ( 416 ) 11 39

Interest income 207 193 200

Other income 11 ( 416 ) 11

Total income 96,718 73,277 48,211

12 unchanged sentences

Adjustments to reconcile net income to cash provided by operations:

Depreciation, amortization and accretion, net — — 138

Equity in undistributed earnings of subsidiaries ( 21,135 ) ( 54,222 ) ( 75,887 )

6 unchanged sentences

Other, net ( 4 ) ( 7 ) ( 1,636 )

Net cash used in investing activities ( 4,110 ) 26,799 ( 2,306 )

Net cash (used in) provided by investing activities 1,135 ( 4,110 ) 26,799

Financing activities

Payments on long-term borrowings ( 25,000 ) — —

Purchase of treasury stock ( 3,319 ) ( 4,309 ) ( 4,799 )

1 unchanged sentence

Cash dividends paid ( 57,984 ) ( 55,828 ) ( 51,845 )

Other, net 128 — —

Net cash used in financing activities ( 84,505 ) ( 58,659 ) ( 55,380 )

69 unchanged sentences

Consolidated Statements of Income for each of the fiscal years in the three-year period ended December 31, 2025

Consolidated Statements of Comprehensive (Loss) Income for each of the fiscal years in the three-year period ended December 31, 2024

Consolidated Statements of Comprehensive Income (Loss) for each of the fiscal years in the three-year period ended December 31, 2025

Consolidated Statements of Stockholders’ Equity for each of the fiscal years in the three-year period ended December 31, 2025

14 unchanged sentences

Exhibit Location

Agreement and Plan of Merger, dated as of March 26, 2021, between Peoples Bancorp Inc.

and Premier Financial Bancorp, Inc.

Included as Annex A to the preliminary joint proxy statement/prospectus which forms a part of the Registration Statement of Peoples Bancorp Inc.

on Form S-4/A filed on June 1, 2021 (Registration No.

Agreement and Plan of Merger, dated as of October 24, 2022, between Peoples Bancorp Inc.

32 unchanged sentences

on Form 8-B filed July 20, 1993 (File No.

Certified Resolutions Regarding Adoption of Amendments to Sections 1.03, 1.04, 1.05, 1.06, 1.08, 1.10, 2.03(C), 2.07, 2.08, 2.10 and 6.02 of the Code of Regulations of Peoples Bancorp Inc.

by shareholders on April 10, 2003 Incorporated herein by reference to Exhibit 3(c) to Peoples’ March 31, 2003 Form 10-Q

Certificate regarding adoption of amendments to Sections 3.01, 3.03, 3.04, 3.05, 3.06, 3.07, 3.08 and 3.11 of the Code of Regulations of Peoples Bancorp Inc.

by shareholders on April 8, 2004 Incorporated herein by reference to Exhibit 3(a) to the Quarterly Report on Form 10-Q of Peoples Bancorp Inc.

for the quarterly period ended March 31, 2004 (File No.

+ Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of SEC Regulation S-K.

4 unchanged sentences

Exhibit Location

Certified Resolutions Regarding Adoption of Amendments to Sections 1.03, 1.04, 1.05, 1.06, 1.08, 1.10, 2.03(C), 2.07, 2.08, 2.10 and 6.02 of the Code of Regulations of Peoples Bancorp Inc.

by shareholders on April 10, 2003 Incorporated herein by reference to Exhibit 3(c) to Peoples’ March 31, 2003 Form 10-Q

Certificate regarding adoption of amendments to Sections 3.01, 3.03, 3.04, 3.05, 3.06, 3.07, 3.08 and 3.11 of the Code of Regulations of Peoples Bancorp Inc.

by shareholders on April 8, 2004 Incorporated herein by reference to Exhibit 3(a) to the Quarterly Report on Form 10-Q of Peoples Bancorp Inc.

for the quarterly period ended March 31, 2004 (File No.

Certificate regarding adoption of amendments to Sections 2.06, 2.07, 3.01 and 3.04 of Peoples Bancorp Inc.’s Code of Regulations by the shareholders on April 13, 2006 Incorporated herein by reference to Exhibit 3.1 to the Current Report of Peoples Bancorp Inc.

25 unchanged sentences

for the fiscal year ended December 31, 2020 (File No.

Exhibit Location

Guarantee Agreement, dated as of June 25, 2007, between NB&T Financial Group, Inc.

7 unchanged sentences

0-16772) (“Peoples’ September 30, 2021 Form 10-Q”)

Exhibit Location

First Supplemental Indenture, dated as of January 15, 2016, between Wilmington Trust Company, as Trustee, and Premier Financial Bancorp, Inc., as successor to First National Bankshares Corporation Incorporated herein by reference to Exhibit 4.1(b) to Peoples’ September 30, 2021 Form 10-Q

20 unchanged sentences

for the fiscal year ended December 31, 2015 (File No.

*Management Compensation Plan or Agreement

Exhibit Location

Rabbi Trust Agreement, made January 6, 1998, between Peoples Bancorp Inc.

7 unchanged sentences

Annual Incentive Program for Executive Officers and other employees of Peoples Bancorp Inc.

[Effective beginning with the fiscal year beginning January 1, 2021 and ending with the fiscal year ended December 31, 2022]* Incorporated herein by reference to Exhibit 10.4 to the Annual Report on Form 10-K of Peoples Bancorp Inc.

for the fiscal year ended December 31, 2020 (File No.

Summary of Peoples Bancorp Inc.

Annual Incentive Program for Executive Officers and other employees of Peoples Bancorp Inc.

[Effective beginning with the fiscal year beginning January 1, 2023]* Incorporated herein by reference to Exhibit 10.4 to Peoples’ 2022 Form 10-K

*Management Compensation Plan or Agreement

Exhibit Location

Summary of Peoples Bancorp Inc.

3 unchanged sentences

Annual Incentive Program for Executive Officers and other employees of Peoples Bancorp Inc.

[Effective beginning with the fiscal year beginning January 1, 2025]* Filed herewith

[Effective beginning with the fiscal year beginning January 1, 2025]* Incorporated herein by reference to Exhibit 10.4 to the Annual Report on Form 10-K of Peoples Bancorp Inc.

for the fiscal year ending December 31, 2024 (File No.

Summary of Peoples Bancorp Inc.

Annual Incentive Program for Executive Officers and other employees of Peoples Bancorp Inc [Effective beginning with the fiscal year beginning January 1, 2026]* Filed herewith

Summary of Perquisites for Executive Officers of Peoples Bancorp Inc.* Filed herewith

24 unchanged sentences

Amended and Restated Nonqualified Deferred Compensation Plan (effective as of September 1, 2022)* Incorporated herein by reference to Exhibit 10.11(c) to Peoples’ 2022 Form 10-K

Exhibit Location

*Management Compensation Plan or Agreement

Consulting Agreement dated March 20, 2024 among Charles Sulerzyski, Peoples Bancorp Inc.

4 unchanged sentences

on Form 8-K dated and filed on April 28, 2014 (File No.

*Management Compensation Plan or Agreement

Exhibit Location

Form of Peoples Bancorp Inc.

35 unchanged sentences

Fourth Amended and Restated 2006 Equity Plan Performance-Based Restricted Stock Award Agreement used to evidence grants of performance-based restricted common shares to executive officers of Peoples Bancorp Inc.

after November 20, 2024* Filed herewith

after November 20, 2024* Incorporated herein by reference to Exhibit 10.24 to Peoples’ 2024 Form 10-K

Form of Peoples Bancorp Inc.

4 unchanged sentences

after April 27, 2023 and prior to July 26, 2023* Incorporated herein by reference to Exhibit 10.3 to Peoples’ June 30, 2023 Form 10-Q

Exhibit Location

Form of Peoples Bancorp Inc.

5 unchanged sentences

*Management Compensation Plan or Agreement

Insider Trading Policy Filed herewith

Exhibit Location

Insider Trading Policy Incorporated herein by reference to Exhibit 19 to Peoples’ 2024 Form 10-K

Subsidiaries of Peoples Bancorp Inc.

8 unchanged sentences

and Executive Vice President, Chief Financial Officer and Treasurer] Furnished herewith

Clawback Policy Filed herewith

Clawback Policy Incorporated herein by reference to Exhibit 97 to Peoples’ 2024 Form 10-K

101.INS Inline XBRL Instance Document ## Submitted electronically herewith #

14 unchanged sentences

## The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.

*Management Compensation Plan or Agreement

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

26 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 9A. Controls and Procedures