What changed in this filing

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Item 1. Financial Statements

2025-08-06 compared with 2025-05-07 · 375 added, 166 removed, 1209 unchanged (31% of the section changed)

11 unchanged sentences

Premises and equipment held for sale, lower of cost or market — 4,788

Available for sale debt securities, at fair value (amortized cost of $ 1,033,901 , net of allowance for credit losses on securities of $ 0 at March 31, 2025;

Available for sale debt securities, at fair value (amortized cost of $ 1,084,845 , net of allowance for credit losses on securities of $ 0 at June 30, 2025;

and amortized cost of $ 1,049,557 ;

24 unchanged sentences

authorized 60,000,000 shares;

19,561,985 shares issued and 19,276,148 shares outstanding at March 31, 2025 and 19,561,985 shares issued and 19,273,583 shares outstanding at December 31, 2024

19,561,985 shares issued and 19,283,420 shares outstanding at June 30, 2025 and 19,561,985 shares issued and 19,273,583 shares outstanding at December 31, 2024

Paid-in capital 197,392 196,947

1 unchanged sentence

Accumulated other comprehensive loss ( 95,949 ) ( 119,171 )

Treasury stock, at cost, 285,837 shares at March 31, 2025 and 288,402 shares at December 31, 2024

Treasury stock, at cost, 278,565 shares at June 30, 2025 and 288,402 shares at December 31, 2024

( 12,667 ) ( 13,285 )

6 unchanged sentences

(Dollars and shares in thousands, except per share amounts)

Three months ended March 31, 2025 2024

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Interest income:

31 unchanged sentences

FDIC deposit insurance costs

1,235 1,404 2,497 2,845

Advertising and promotion 717 661 1,127 1,209

17 unchanged sentences

(Dollars in thousands)

Three months ended March 31, 2025 2024

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Net income $ 13,245 $ 10,815 $ 25,424 $ 21,751

10 unchanged sentences

(Dollars and shares in thousands, except per share amounts)

For the three months ended March 31, 2025 Common

For the three months ended June 30, 2025 Common

Shares Outstanding Common

4 unchanged sentences

Loss Treasury Stock Total

Balance at March 31, 2025 19,276 $ 1,223 $ 197,570 $ 435,233 ($ 99,179 ) ($ 13,167 ) $ 521,680

— — — 13,245 — — 13,245

Total other comprehensive income, net of tax — — — — 3,230 — 3,230

Cash dividends declared ($ 0.56 per share)

— — — ( 10,958 ) — — ( 10,958 )

Share-based compensation — — 873 — — — 873

Exercise of stock options, issuance of other compensation-related equity awards, net of awards surrendered

17 — ( 1,051 ) — — 796 ( 255 )

Treasury stock purchased under 2025 Repurchase Program

( 10 ) — — — — ( 296 ) ( 296 )

Balance at June 30, 2025 19,283 $ 1,223 $ 197,392 $ 437,520 ($ 95,949 ) ($ 12,667 ) $ 527,519

For the six months ended June 30, 2025 Common

Shares Outstanding Common

Stock Paid-in

Capital Retained

Earnings Accumulated

Comprehensive

Loss Treasury Stock Total

Balance at December 31, 2024 19,274 $ 1,223 $ 196,947 $ 434,014 ($ 119,171 ) ($ 13,285 ) $ 499,728

6 unchanged sentences

19 — ( 1,208 ) — — 914 ( 294 )

Treasury stock purchased under 2025 Repurchase Program

( 10 ) — — — — ( 296 ) ( 296 )

Balance at June 30, 2025 19,283 $ 1,223 $ 197,392 $ 437,520 ($ 95,949 ) ($ 12,667 ) $ 527,519

The accompanying notes are an integral part of these unaudited consolidated financial statements.

Washington Trust Bancorp, Inc.

and Subsidiaries

Consolidated Statements of Changes in Shareholders' Equity (unaudited)

(Dollars and shares in thousands, except per share amounts)

For the three months ended June 30, 2024 Common

Shares Outstanding Common

Stock Paid-in

Capital Retained

Earnings Accumulated

Comprehensive

Loss Treasury Stock Total

Balance at March 31, 2024 17,033 $ 1,085 $ 126,785 $ 503,175 ($ 148,913 ) ($ 15,212 ) $ 466,920

For the three months ended March 31, 2024 Common

— — — 10,815 — — 10,815

Total other comprehensive income, net of tax — — — — 2,587 — 2,587

Cash dividends declared ($ 0.56 per share)

— — — ( 9,640 ) — — ( 9,640 )

Share-based compensation — — 524 — — — 524

Exercise of stock options, issuance of other compensation-related equity awards, net of awards surrendered

25 — ( 1,411 ) — — 1,162 ( 249 )

Balance at June 30, 2024 17,058 $ 1,085 $ 125,898 $ 504,350 ($ 146,326 ) ($ 14,050 ) $ 470,957

For the six months ended June 30, 2024 Common

Shares Outstanding Common

12 unchanged sentences

27 — ( 1,530 ) — — 1,263 ( 267 )

Balance at March 31, 2024 17,033 $ 1,085 $ 126,785 $ 503,175 ($ 148,913 ) ($ 15,212 ) $ 466,920

Balance at June 30, 2024 17,058 $ 1,085 $ 125,898 $ 504,350 ($ 146,326 ) ($ 14,050 ) $ 470,957

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3 unchanged sentences

(Dollars in thousands)

Three months ended March 31, 2025 2024

Six months ended June 30, 2025 2024

Cash flows from operating activities:

20 unchanged sentences

Cash flows from investing activities:

Purchases of:

Available for sale debt securities:

Mortgage-backed ( 73,303 ) —

Available for sale debt securities:

Other — ( 400 )

Maturities, calls, and principal payments of:

1 unchanged sentence

Mortgage-backed 34,271 34,073

Available for sale debt securities:

Other 3,250 500

Net redemptions (purchases) of Federal Home Loan Bank stock 4,544 ( 14,273 )

Net decrease (increase) in loans 38,469 ( 36,251 )

Net (increase) decrease in loans ( 6,367 ) 20,162

Net proceeds from sale of portfolio loans 283,182 —

1 unchanged sentence

Purchases of premises and equipment ( 489 ) ( 2,246 )

Purchases of bank-owned life insurance ( 5,000 ) —

Net proceeds from the sale of bank-owned properties 11,780 1,669

1 unchanged sentence

Purchases of other equity investments ( 375 ) ( 250 )

Net cash provided by (used in) investing activities 358,958 ( 26,711 )

Net cash provided by investing activities 250,966 35,797

Cash flows from financing activities:

2 unchanged sentences

Repayments of Federal Home Loan Bank advances ( 1,146,000 ) ( 1,410,000 )

Treasury stock purchased ( 296 ) —

Net proceeds from stock option exercises and issuance of other equity awards, net of awards surrendered ( 294 ) ( 267 )

Cash dividends paid ( 21,781 ) ( 19,278 )

Net cash (used in) provided by financing activities ( 361,058 ) 40,167

Net cash used in by financing activities ( 216,923 ) ( 31,579 )

Net increase in cash and cash equivalents 53,835 17,347

48 unchanged sentences

(Dollars in thousands)

March 31, 2025 Amortized Cost Unrealized Gains Unrealized Losses ACL

June 30, 2025 Amortized Cost Unrealized Gains Unrealized Losses ACL

Available for Sale Debt Securities:

30 unchanged sentences

Total available for sale debt securities $ 1,049,557 $ 57 ($ 133,309 ) $ — $ 916,305

Available for sale debt securities balances exclude accrued interest receivable of $ 3.2 million at both March 31, 2025 and December 31, 2024.

At March 31, 2025 and December 31, 2024, securities with a fair value of $ 361.0 million and $ 310.5 million, respectively, were pledged as collateral for FHLB borrowings, potential borrowings with the FRBB, certain public deposits, and for other purposes.

Available for sale debt securities balances exclude accrued interest receivable of $ 3.3 million and $ 3.2 million, respectively, as of June 30, 2025 and December 31, 2024.

At June 30, 2025 and December 31, 2024, securities with a fair value of $ 366.4 million and $ 310.5 million, respectively, were pledged as collateral for FHLB borrowings, potential borrowings with the FRBB, certain public deposits, and for other purposes.

See Note 10 for additional discussion on FHLB borrowings.

5 unchanged sentences

(Dollars in thousands)

March 31, 2025 Amortized Cost Fair Value

June 30, 2025 Amortized Cost Fair Value

Due in one year or less $ 88,267 $ 78,792

7 unchanged sentences

$ 1,084,845 $ 971,341

Included in the above table are debt securities with an amortized cost balance of $ 50.0 million and a fair value of $ 46.9 million at March 31, 2025 that are callable at the discretion of the issuers.

Final maturities of the callable securities range from 4 months to 20 years, with call features ranging from 1 month to 8 years.

Included in the above table are debt securities with an amortized cost balance of $ 46.8 million and a fair value of $ 43.8 million at June 30, 2025 that are callable at the discretion of the issuers.

Final maturities of the callable securities range from 1 month to 19 years, with call features ranging from 1 month to 8 years.

Assessment of Available for Sale Debt Securities for Impairment

4 unchanged sentences

(Dollars in thousands) Less than 12 Months 12 Months or Longer Total

March 31, 2025 # Fair

June 30, 2025 # Fair

Value Unrealized

34 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

There were no debt securities on nonaccrual status at March 31, 2025 and 2024 and, therefore there was no accrued interest related to debt securities reversed against interest income for the three months ended March 31, 2025 and 2024.

As of March 31, 2025, the Corporation does not intend to sell the debt securities in an unrealized loss position and has determined that it is more-likely-than-not that the Corporation will not be required to sell each security before the recovery of its amortized cost basis.

There were no debt securities on nonaccrual status at June 30, 2025 and 2024 and, therefore there was no accrued interest related to debt securities reversed against interest income for the three and six months ended June 30, 2025 and 2024.

As of June 30, 2025, the Corporation does not intend to sell the debt securities in an unrealized loss position and has determined that it is more-likely-than-not that the Corporation will not be required to sell each security before the recovery of its amortized cost basis.

In addition, management does not believe that any of the securities are impaired due to reasons of credit quality.

As further described below, management believes the unrealized losses on these debt securities are primarily attributable to changes in the investment spreads and interest rates.

Therefore, no ACL was recorded at both March 31, 2025 and December 31, 2024.

Therefore, no ACL was recorded at both June 30, 2025 and December 31, 2024.

Obligations of U.S.

3 unchanged sentences

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

The issuers of these securities continue to make timely principal and interest payments, and none of these securities were past due at March 31, 2025.

The issuers of these securities continue to make timely principal and interest payments, and none of these securities were past due at June 30, 2025.

Additionally, the Corporation utilizes a zero credit loss estimate for these securities.

2 unchanged sentences

High credit quality obligations of state and political subdivisions have a history of zero to near-zero credit losses.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

Based on the information available through the filing date of this report, the state and municipal bond continues to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuer.

Individual Name Issuer Trust Preferred Debt Securities

These securities in an unrealized loss position at March 31, 2025 included three trust preferred securities issued by three individual companies in the banking sector.

These securities in an unrealized loss position at June 30, 2025 included two trust preferred securities issued by two individual companies in the banking sector.

Management reviewed the collectability of these securities taking into consideration such factors as the financial condition of the issuers, reported regulatory capital ratios of the issuers, credit ratings, including ratings in effect as of the reporting period date, as well as credit rating changes between the reporting period date and the filing date of this report, and other information.

As of March 31, 2025, there was one individual name issuer trust preferred debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 74 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between March 31, 2025 and the filing date of this report.

As of June 30, 2025, there was one individual name issuer trust preferred debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 85 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

Based on the information available through the filing date of this report, all individual name issuer trust preferred debt securities continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers.

Corporate Bonds

These securities in an unrealized loss position at March 31, 2025 included four corporate bond holdings issued by three individual companies in the financial services industry.

These securities in an unrealized loss position at June 30, 2025 included four corporate bond holdings issued by three individual companies in the financial services industry.

As of March 31, 2025, there was one corporate bond debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 10 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between March 31, 2025 and the filing date of this report.

As of June 30, 2025, there was one corporate bond debt security with an amortized cost of $ 2.0 million and unrealized losses of $ 12 thousand that was rated below investment grade by S&P.

We noted no downgrades to below investment grade between June 30, 2025 and the filing date of this report.

Based on the information available through the filing date of this report, all corporate bond debt securities continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers.

2 unchanged sentences

The following table presents the carrying value of loans, segregated by class of loans:

(Dollars in thousands) March 31,

(Dollars in thousands) June 30,

2025 December 31, 2024

16 unchanged sentences

(3) Residential real estate consists of mortgage and homeowner construction loans secured by one- to four-family residential properties.

Also, includes negative basis adjustments associated with fair value hedges of $ 699 thousand and $ 1.5 million, respectively, at March 31, 2025 and December 31, 2024.

Also, includes negative basis adjustments associated with fair value hedges of $ 179 thousand and $ 1.5 million, respectively, at June 30, 2025 and December 31, 2024.

See Note 7 for additional disclosure.

(4) Other consists of loans to individuals secured by general aviation aircraft and other personal installment loans.

(5) Includes net unamortized loan origination costs of $ 11.3 million and $ 10.9 million, respectively, at March 31, 2025 and December 31, 2024 and net unamortized premiums on loans purchased from and serviced by other financial institutions of $ 233 thousand and $ 242 thousand, respectively, at March 31, 2025 and December 31, 2024.

The carrying value of loans excludes accrued interest receivable of $ 20.8 million and $ 22.1 million, respectively, as of March 31, 2025 and December 31, 2024.

As of both March 31, 2025 and December 31, 2024, loans amounting to $ 2.8 billion were pledged as collateral to the FHLB under a blanket pledge agreement and to the FRBB for the discount window.

(5) Includes net unamortized loan origination costs of $ 11.5 million and $ 10.9 million, respectively, at June 30, 2025 and December 31, 2024 and net unamortized premiums on loans purchased from and serviced by other financial institutions of $ 217 thousand and $ 242 thousand, respectively, at June 30, 2025 and December 31, 2024.

The carrying value of loans excludes accrued interest receivable of $ 20.6 million and $ 22.1 million, respectively, as of June 30, 2025 and December 31, 2024.

As of June 30, 2025 and December 31, 2024, loans amounting to $ 3.0 billion and $ 2.8 billion, respectively, were pledged as collateral to the FHLB under a blanket pledge agreement and to the FRBB for the discount window.

See Note 10 for additional disclosure regarding borrowings.

8 unchanged sentences

(Dollars in thousands) Days Past Due

March 31, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

June 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

23 unchanged sentences

Total loans $ 5,125,856 $ 5,668 $ 3,034 $ 3,280 $ 11,982 $ 5,137,838

Included in past due loans as of March 31, 2025 and December 31, 2024, were nonaccrual loans of $ 7.4 million and $ 6.4 million, respectively.

In addition, all loans 90 days or more past due at March 31, 2025 and December 31, 2024 were classified as nonaccrual.

Included in past due loans as of June 30, 2025 and December 31, 2024, were nonaccrual loans of $ 8.2 million and $ 6.4 million, respectively.

In addition, all loans 90 days or more past due at June 30, 2025 and December 31, 2024 were classified as nonaccrual.

Nonaccrual Loans

7 unchanged sentences

The following table is a summary of nonaccrual loans, segregated by class of loans:

(Dollars in thousands) March 31, 2025 December 31, 2024

(Dollars in thousands) June 30, 2025 December 31, 2024

Nonaccrual Loans Nonaccrual Loans

12 unchanged sentences

Accruing loans 90 days or more past due $ — $ —

Nonaccrual loans of $ 14.3 million and $ 16.9 million, respectively, at March 31, 2025 and December 31, 2024 were current as to the payment of principal and interest.

As of March 31, 2025 and December 31, 2024, nonaccrual loans secured by one- to four-family residential properties amounting to $ 1.3 million and $ 1.0 million, respectively, were in process of foreclosure.

There were no significant commitments to lend additional funds to borrowers whose loans were on nonaccrual status at March 31, 2025.

Nonaccrual loans of $ 17.9 million and $ 16.9 million, respectively, at June 30, 2025 and December 31, 2024 were current as to the payment of principal and interest.

As of June 30, 2025 and December 31, 2024, nonaccrual loans secured by one- to four-family residential properties amounting to $ 1.5 million and $ 1.0 million, respectively, were in process of foreclosure.

The following table presents interest income recognized on nonaccrual loans:

(Dollars in thousands) Interest Income Recognized

Three months ended March 31, 2025 2024

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Commercial real estate

$ — $ — $ — $ —

Commercial & industrial

2 unchanged sentences

Residential real estate

124 71 268 186

Total consumer 48 32 83 69

3 unchanged sentences

If both of the aforementioned criteria are met, then the modification is considered a TLM and subject to the enhanced disclosure requirements.

In the course of resolving problem loans, the Corporation may choose to modify the contractual terms of loans to borrowers

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

who are experiencing financial difficulty.

In the course of resolving problem loans, the Corporation may choose to modify the contractual terms of loans to borrowers who are experiencing financial difficulty.

Such modifications to borrowers experiencing financial difficulty may include modified contractual terms that have a direct impact to contractual cash flows, including principal forgiveness, interest rate reductions, maturity extensions, other-than-insignificant payment delays, or any combination thereof.

Debt could be bifurcated with separate terms for each tranche of the TLM.

Debt could be

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

bifurcated with separate terms for each tranche of the TLM.

Executing a TLM in lieu of aggressively enforcing the collection of the loan may benefit the Corporation by increasing the ultimate probability of collection.

2 unchanged sentences

If the TLM successfully meets all repayment terms according to the modification documents for a specified period of time (generally 12 months) and the borrower is no longer experiencing financial difficulty, it would be declassified from TLM status.

The following table presents the carrying value of TLMs made during the three months ended March 31, 2025, segregated by class of loans and type of concession granted:

The following tables present the carrying value of TLMs made during the periods indicated, segregated by class of loans and type of concession granted:

(Dollars in thousands)

Maturity Extension Other-than-Insignificant Payment Delay Total % of Loan Class (1)

Three months ended June 30, 2025 Other-than-Insignificant Payment Delay Combination (1)

Total % of Loan Class (2)

Commercial real estate $ — $ 4,276 $ 4,276 — %

Commercial & industrial — — — —

Total commercial — 4,276 4,276 —

Total $ — $ 4,276 $ 4,276 — %

(1) Combination includes an interest rate reduction, maturity extension and other-than-insignificant payment delay.

(2) Percentage of TLMs to the total loans outstanding within the respective loan class.

(Dollars in thousands)

Six months ended June 30, 2025 Other-than-Insignificant Payment Delay Combination (1)

Total % of Loan Class (2)

Commercial real estate $ — $ 4,276 $ 4,276 — %

Commercial & industrial — — — —

Total commercial — 4,276 4,276 —

Residential Real Estate:

1 unchanged sentence

Total $ 1,429 $ 4,276 $ 5,705 — %

(1) Combination includes an interest rate reduction, maturity extension and other-than-insignificant payment delay.

(2) Percentage of TLMs to the total loans outstanding within the respective loan class.

The following table presents the carrying value of TLMs made during the three months ended March 31, 2024, segregated by class of loans and type of concession granted:

(Dollars in thousands)

Three months ended June 30, 2024 Maturity Extension Other-than-Insignificant Payment Delay Total % of Loan Class (1)

Residential Real Estate:

Residential real estate — $ 267 $ 267 —

Total $ — $ 267 $ 267 — %

(1) Percentage of TLMs to the total loans outstanding within the respective loan class.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands)

Six months ended June 30, 2024

Maturity Extension Other-than-Insignificant Payment Delay Total % of Loan Class (1)

2 unchanged sentences

Total commercial 642 — 642 —

Residential Real Estate:

Residential real estate — 267 267 —

Total $ 642 $ 267 $ 909 — %

(1) Percentage of TLMs to the total loans outstanding within the respective loan class.

The following table describes the financial effect of TLMs made during the three months ended March 31, 2025, segregated by class of loans:

Three months ended March 31, 2025

The following tables describe the financial effect of TLMs made during the periods indicated, segregated by class of loans:

Three months ended June 30, 2025

Financial Effect

Combination - Interest Rate Reduction, Maturity Extension and Other-than Insignificant Payment Delay:

Commercial real estate Provided interest rate reduction by a weighted average rate of 1.7 %, maturity extension for a weighted average period of 8 months, and payment delay for a weighted average period of 8 months

Six months ended June 30, 2025

Financial Effect

Combination - Interest Rate Reduction, Maturity Extension and Other-than Insignificant Payment Delay:

Other-than-Insignificant Payment Delay:

Residential real estate Provided payment delay for a weighted average period of 6 months

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table describes the financial effect of TLMs made during the three months ended March 31, 2024, segregated by class of loans:

Three months ended June 30, 2024 Financial Effect

Other-than-Insignificant Payment Delay:

Residential real estate Provided payment delay for a weighted average period of 6 months

Six months ended June 30, 2024

Financial Effect

Maturity Extension:

Commercial & industrial Provided maturity extension for a weighted average period of 120 months

Commercial & industrial Extended maturity by a weighted average of 120 months

Other-than-Insignificant Payment Delay:

Residential real estate Provided payment delay for a weighted average period of 6 months

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Management closely monitors the performance of TLMs to understand the effectiveness of the modifications.

1 unchanged sentence

(Dollars in thousands) Days Past Due

March 31, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

June 30, 2025 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

7 unchanged sentences

Total loans $ 10,705 $ — $ — $ — $ — $ 10,705

At March 31, 2025, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

At June 30, 2025, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

(Dollars in thousands) Days Past Due

March 31, 2024 Current 30-59 60-89 90 or More Total Past Due Total Loans

June 30, 2024 Current 30-59 60-89 90 or More Total Past Due Total Loans

Commercial real estate

3 unchanged sentences

Total commercial 8,522 — — — — 8,522

Residential Real Estate:

Residential real estate

267 — — — — 267

Total loans $ 8,789 $ — $ — $ — $ — $ 8,789

At March 31, 2024, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

There were no significant commitments to lend additional funds to borrowers experiencing financial difficulty whose loans were TLMs at March 31, 2025.

At June 30, 2024, there were no TLMs made in the previous 12 months for which there was a subsequent payment default.

There were no significant commitments to lend additional funds to borrowers experiencing financial difficulty whose loans were TLMs at June 30, 2025.

Individually Analyzed Loans

Individually analyzed loans include nonaccrual commercial loans, TLMs, as well as certain other loans based on the underlying risk characteristics and the discretion of management to individually analyze such loans.

As of March 31, 2025 and December 31, 2024, the carrying value of individually analyzed loans amounted to $ 16.2 million and $ 16.6 million, respectively.

The carrying value of collateral dependent individually analyzed loans was $ 11.2 million and $ 11.6 million, respectively, at March 31, 2025 and December 31, 2024.

As of June 30, 2025 and December 31, 2024, the carrying value of individually analyzed loans amounted to $ 21.4 million and $ 16.6 million, respectively.

The carrying value of collateral dependent individually analyzed loans was $ 16.4 million and $ 11.6 million, respectively, at June 30, 2025 and December 31, 2024.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date.

2 unchanged sentences

The following table presents the carrying value of collateral dependent individually analyzed loans:

(Dollars in thousands) March 31, 2025 December 31, 2024

(Dollars in thousands) June 30, 2025 December 31, 2024

Carrying Value Related Allowance Carrying Value Related Allowance

48 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table includes information on credit quality indicators and gross charge-offs for the Corporation’s loan portfolio, segregated by class of loans as of March 31, 2025:

The following table includes information on credit quality indicators and gross charge-offs for the Corporation’s loan portfolio, segregated by class of loans as of June 30, 2025:

(Dollars in thousands) Term Loans Amortized Cost by Origination Year

66 unchanged sentences

In the tables above, renewals subject to full credit evaluation before being granted are reported as originations in the period renewed.

In addition, loans with extensions of maturity dates of more than three months are reported as originations in the period extended.

Loans with extensions of maturity dates of more than three months, including TLMs, are reported as originations in the period extended.

Gross charge-offs are reported in the loan’s initial origination year.

Note 5 - Allowance for Credit Losses on Loans

1 unchanged sentence

The level of the ACL on loans is based on management’s ongoing review of all relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts.

The following table presents the activity in the ACL on loans for the three months ended March 31, 2025:

The following table presents the activity in the ACL on loans for the three months ended June 30, 2025:

(Dollars in thousands) Commercial Consumer

5 unchanged sentences

Ending Balance $ 19,604 $ 13,158 $ 32,762 $ 6,919 $ 1,107 $ 271 $ 1,378 $ 41,059

The following table presents the activity in the ACL on loans for the three months ended March 31, 2024:

The following table presents the activity in the ACL on loans for the six months ended June 30, 2025:

(Dollars in thousands) Commercial Consumer

CRE C&I Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

Beginning Balance $ 26,485 $ 7,277 $ 33,762 $ 6,832 $ 1,031 $ 335 $ 1,366 $ 41,960

Charge-offs ( 2,724 ) ( 324 ) ( 3,048 ) — — ( 141 ) ( 141 ) ( 3,189 )

Recoveries 200 14 214 — 2 22 24 238

Provision ( 4,357 ) 6,191 1,834 87 74 55 129 2,050

Ending Balance $ 19,604 $ 13,158 $ 32,762 $ 6,919 $ 1,107 $ 271 $ 1,378 $ 41,059

The following table presents the activity in the ACL on loans for the three months ended June 30, 2024:

(Dollars in thousands) Commercial Consumer

Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

4 unchanged sentences

Ending Balance $ 25,766 $ 7,097 $ 32,863 $ 8,102 $ 1,080 $ 333 $ 1,413 $ 42,378

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the activity in the ACL on loans for the six months ended June 30, 2024:

(Dollars in thousands) Commercial Consumer

CRE C&I Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

Beginning Balance $ 24,144 $ 8,088 $ 32,232 $ 7,403 $ 1,048 $ 374 $ 1,422 $ 41,057

Charge-offs — ( 20 ) ( 20 ) — — ( 103 ) ( 103 ) ( 123 )

Recoveries — 17 17 — 7 20 27 44

Provision 1,622 ( 988 ) 634 699 25 42 67 1,400

Ending Balance $ 25,766 $ 7,097 $ 32,863 $ 8,102 $ 1,080 $ 333 $ 1,413 $ 42,378

Note 6 - Leases

3 unchanged sentences

The discount rate used in determining the present value of lease payments is based on the lessor’s implicit rate in the lease if known or the Corporation’s incremental borrowing rate for borrowing terms similar to the lease upon commencement date.

Operating lease ROU assets amounted to $ 36.0 million and $ 26.9 million, respectively, as of March 31, 2025 and December 31, 2024.

Operating lease liabilities totaled $ 38.7 million and $ 29.6 million, respectively, as of March 31, 2025 and December 31, 2024.

Operating lease ROU assets amounted to $ 35.6 million and $ 26.9 million, respectively, as of June 30, 2025 and December 31, 2024.

Operating lease liabilities totaled $ 38.3 million and $ 29.6 million, respectively, as of June 30, 2025 and December 31, 2024.

In the first quarter of 2025, sales-leaseback transactions were completed for five branch locations and a pre-tax net gain on the sale of the bank-owned properties totaling $ 7.0 million was recognized in noninterest income.

In addition, operating lease ROU assets of $ 10.0 million and operating lease liabilities of $ 10.0 million were recorded on the balance sheet.

The leases expire in 17 years and include options to renew for two additional 15 -year terms.

As of both March 31, 2025 and December 31, 2024, there were no operating leases that had not yet commenced.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

These leases expire in 17 years and include options to renew for two additional 15 -year terms.

As of both June 30, 2025 and December 31, 2024, there were no operating leases that had not yet commenced.

The following table presents information regarding the Corporation’s operating leases:

Mar 31, 2025 Dec 31, 2024

Jun 30, 2025 Dec 31, 2024

Weighted average discount rate 5.30 % 3.80 %

Range of lease expiration dates 1 month - 22 years

Range of lease expiration dates 4 months - 22 years

4 months - 23 years

Range of lease renewal options

1 year - 15 years

3 years - 15 years

1 year - 5 years

1 unchanged sentence

13.4 years 12.6 years

The following table presents the undiscounted annual lease payments under the terms of the Corporation’s operating leases at March 31, 2025, including a reconciliation to the present value of operating lease liabilities recognized in the Consolidated Balance Sheets:

The following table presents the undiscounted annual lease payments under the terms of the Corporation’s operating leases at June 30, 2025, including a reconciliation to the present value of operating lease liabilities recognized in the Consolidated Balance Sheets:

(Dollars in thousands)

April 1, 2025 to December 31, 2025 $ 3,582

July 1, 2025 to December 31, 2025 $ 2,554

2030 and thereafter 35,641

3 unchanged sentences

(1) Includes short-term operating lease liabilities of $3.2 million.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the components of total lease expense and operating cash flows:

(Dollars in thousands)

Three months ended March 31, 2025 2024

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Lease Expense:

9 unchanged sentences

Derivatives are measured at fair value.

Derivative assets are included in other assets.

and derivative liabilities are included in other liabilities in the Unaudited Consolidated Balance Sheets.

Derivative assets are included in other assets and derivative liabilities are included in other liabilities in the Unaudited Consolidated Balance Sheets.

The accounting for changes in the fair value of derivatives depends on the intended use of the derivative and resulting designation.

4 unchanged sentences

An interest rate collar is a derivative instrument that represents simultaneously buying an interest rate cap and selling an interest rate floor.

The credit risk

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

associated with these derivative transactions is the risk of default by the counterparty.

The credit risk associated with these derivative transactions is the risk of default by the counterparty.

To minimize this risk, the Corporation enters into interest rate agreements only with highly rated counterparties that management believes to be creditworthy.

1 unchanged sentence

Cash Flow Hedging Instruments

As of March 31, 2025 and December 31, 2024, the Corporation had interest rate swap contracts and an interest rate collar that were designated as cash flow hedges.

As of June 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts and interest rate collars that were designated as cash flow hedges.

These cash flow hedges were executed to hedge the interest rate risk associated with short-term borrowings.

1 unchanged sentence

The changes in fair value of these derivatives designated as cash flow hedges are recorded in other comprehensive income (loss) and subsequently reclassified to earnings when gains or losses are realized (i.e., in the same period during which the hedged transactions affect earnings.)

The Corporation also had an interest rate swap contract that was designated as a cash flow hedge to hedge the interest rate risk associated with a pool of variable rate commercial loans.

The Corporation previously had an interest rate swap contract that was designated as a cash flow hedge to hedge the interest rate risk associated with a pool of variable rate commercial loans.

On March 31, 2023, the Corporation terminated this interest rate swap contract and the derivative liability was derecognized.

1 unchanged sentence

This loss is being amortized into earnings as a reduction of interest income on a straight-line basis over the remaining life of the original interest rate swap term, or through May 1, 2026.

At March 31, 2025, the remaining unamortized balance of the loss included in the AOCL component of shareholders’ equity was $ 9.3 million, or $ 7.0 million after tax.

At June 30, 2025, the remaining unamortized balance of the loss included in the AOCL component of shareholders’ equity was $ 7.2 million, or $ 5.4 million after tax.

Fair Value Hedging Instruments

As of March 31, 2025 and December 31, 2024, the Corporation had interest rate swap contracts that were designated as fair value hedges.

As of June 30, 2025 and December 31, 2024, the Corporation had interest rate swap contracts that were designated as fair value hedges.

The fair value hedges were executed to hedge the interest rate risk associated with a closed-pool of fixed-rate residential real estate loans (the “hedged item”).

1 unchanged sentence

The changes in fair value of derivatives designated as fair value hedges, as well as the offsetting changes in fair value of the hedged item are recognized in earnings.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Loan Related Derivative Contracts

17 unchanged sentences

To mitigate the interest rate risk and pricing risk associated with rate locks and mortgage loans that are originated and intended for sale, the Corporation enters into forward sale commitments.

Forward sale commitments are contracts for delayed delivery or net settlement of the underlying instrument, such as a residential mortgage loan, where the seller agrees to deliver on a

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

specified future date, either a specified instrument at a specified price or yield or the net cash equivalent of an underlying instrument.

Forward sale commitments are contracts for delayed delivery or net settlement of the underlying instrument, such as a residential mortgage loan, where the seller agrees to deliver on a specified future date, either a specified instrument at a specified price or yield or the net cash equivalent of an underlying instrument.

Both interest rate lock commitments and forward sale commitments are derivative financial instruments, but do not meet criteria for hedge accounting and therefore, the changes in fair value of these commitments are recognized in earnings.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the notional amounts and fair values of derivative instruments in the Unaudited Consolidated Balance Sheets:

(Dollars in thousands) March 31, 2025 December 31, 2024

(Dollars in thousands) June 30, 2025 December 31, 2024

Fair Value Fair Value

4 unchanged sentences

$ 120,000 $ 279 $ 1,011 $ 120,000 $ 1,529 $ 229

Interest rate collar 50,000 — 39 50,000 — 30

Interest rate collars 100,000 — 63 50,000 — 30

Derivatives Designated as Fair Value Hedging Instruments:

19 unchanged sentences

Net amounts $ 33,628 $ 34,664 $ 54,302 $ 51,663

(1) The fair value of derivative assets includes accrued interest receivable of $ 75 thousand and $ 120 thousand, respectively, at March 31, 2025 and December 31, 2024.

There was no accrued interest payable included in the fair value of derivative liabilities at March 31, 2025 or at December 31, 2024.

(1) The fair value of derivative assets includes accrued interest receivable of $ 79 thousand and $ 120 thousand, respectively, at June 30, 2025 and December 31, 2024.

There was no accrued interest payable included in the fair value of derivative liabilities at June 30, 2025 or at December 31, 2024.

(2) Interest rate risk management contracts and loan related derivative contracts with counterparties are subject to master netting arrangements.

3 unchanged sentences

(Dollars in thousands)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Balance Sheet Location Carrying Value of Hedged Item (1)

2 unchanged sentences

Residential real estate loans $ 99,821 ($ 179 ) $ 98,519 ($ 1,481 )

(1) Represents the carrying value of the hedged item associated with fair value hedges on a closed-pool of fixed-rate residential real estate loans that are expected to be outstanding for the designated hedged periods.

The amortized cost balance of the closed-pool of residential real estate loans used in the fair value hedges was $ 644.8 million and $ 733.2 million, respectively, at March 31, 2025 and December 31, 2024.

(1) R epresents the carrying value of the hedged item associated with fair value hedges on a closed-pool of fixed-rate residential real estate loans that are expected to be outstanding for the designated hedged periods.

The amortized cost balance of the closed-pool of residential real estate loans used in the fair value hedges was $ 634.8 million and $ 733.2 million, respectively, at June 30, 2025 and December 31, 2024.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

2 unchanged sentences

Other Comprehensive Income (Loss), Net of Tax

Three months ended March 31, 2025 2024

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Derivatives Designated as Cash Flow Hedging Instruments:

2 unchanged sentences

$ 1,094 $ 1,846 $ 1,693 $ 5,051

Interest rate collar ( 7 ) —

Interest rate collars ( 18 ) ( 31 ) ( 24 ) ( 31 )

Total $ 1,076 $ 1,815 $ 1,669 $ 5,020

2 unchanged sentences

Recognized in the Unaudited Consolidated Statements of Income

Three months ended March 31, Statement of Income Location 2025 2024

Three Months Six Months

Periods ended June 30, Statement of Income Location 2025 2024 2025 2024

Derivatives Designated as Cash Flow Hedging Instruments:

4 unchanged sentences

FHLB advances

192 495 386 988

Derivatives Designated as Fair Value Hedging Instruments:

17 unchanged sentences

For derivatives designated as cash flow hedging instruments in the table above, the amounts represent the pre-tax reclassifications from AOCL into earnings.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Note 8 - Fair Value Measurements

4 unchanged sentences

Fair value measurements are determined based on the assumptions the market participants would use in pricing the asset or liability.

In addition, GAAP specifies a hierarchy of valuation techniques based on whether the types of valuation information, or “inputs”, are observable or

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

unobservable.

In addition, GAAP specifies a hierarchy of valuation techniques based on whether the types of valuation information, or “inputs”, are observable or unobservable.

Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Corporation’s market assumptions.

9 unchanged sentences

The following table presents a summary of mortgage loans held for sale accounted for under the fair value option:

(Dollars in thousands) March 31,

(Dollars in thousands) June 30,

2025 December 31,

4 unchanged sentences

Changes in fair value of mortgage loans held for sale accounted for under the fair value option election are included in mortgage banking revenues in the Unaudited Consolidated Statements of Income.

Changes in fair value amounted to an increase in mortgage banking revenues of $ 225 thousand for the three months ended March 31, 2025.

This compared to a decrease in mortgage banking revenues of $ 69 thousand for the three months ended March 31, 2024.

There were no mortgage loans held for sale 90 days or more past due as of March 31, 2025 and December 31, 2024.

Changes in fair value amounted to increases in mortgage banking revenues of $ 292 thousand and $ 517 thousand, respectively, for the three and six months ended June 30, 2025.

This compared to decreases in mortgage banking revenues of $ 22 thousand and $ 91 thousand, respectively, for the three and six months ended June 30, 2024.

There were no mortgage loans held for sale 90 days or more past due as of June 30, 2025 and December 31, 2024.

Valuation Techniques for Items Recorded at Fair Value on a Recurring Basis

3 unchanged sentences

such items are classified as Level 1.

There were no Level 1 debt securities held at March 31, 2025 and December 31, 2024.

There were no Level 1 debt securities held at June 30, 2025 and December 31, 2024.

Level 2 debt securities are traded less frequently than exchange-traded instruments.

2 unchanged sentences

government-sponsored enterprises, including mortgage-backed securities, individual name issuer trust preferred debt securities, and corporate bonds.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Debt securities not actively traded whose fair value is determined through the use of cash flows utilizing inputs that are unobservable are classified as Level 3.

There were no Level 3 debt securities held at March 31, 2025 and December 31, 2024.

There were no Level 3 debt securities held at June 30, 2025 and December 31, 2024.

Mortgage Loans Held for Sale, at Fair Value

3 unchanged sentences

Fair value measurements are determined using independent valuation software, which utilizes the present value of future cash flows discounted using market observable inputs such as forward rate assumptions.

The Corporation evaluates

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

the credit risk of its counterparties, as well as that of the Corporation.

The Corporation evaluates the credit risk of its counterparties, as well as that of the Corporation.

Accordingly, factors such as the likelihood of default by the Corporation and its counterparties, its net exposures, and remaining contractual life are considered in determining if any fair value adjustments related to credit risk are required.

2 unchanged sentences

However, the credit valuation adjustments utilize Level 3 inputs.

As of March 31, 2025 and December 31, 2024, the Corporation has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation.

As of June 30, 2025 and December 31, 2024, the Corporation has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation.

As a result, the Corporation has classified its derivative valuations in their entirety as Level 2.

9 unchanged sentences

(Level 2) Significant Unobservable Inputs

March 31, 2025

June 30, 2025

Available for sale debt securities:

52 unchanged sentences

Items Recorded at Fair Value on a Nonrecurring Basis

The following table presents the carrying value of assets held at March 31, 2025, which were written down to fair value during the three months ended March 31, 2025:

The following table presents the carrying value of assets held at June 30, 2025, which were written down to fair value during the six months ended June 30, 2025:

(Dollars in thousands) Total Quoted Prices in Active Markets for Identical Assets

15 unchanged sentences

(Weighted Average)

March 31, 2025

June 30, 2025

Collateral dependent individually analyzed loans $ 11,295 Appraisals of collateral Discount for costs to sell 0 % - 15 % ( 5 %)

8 unchanged sentences

(Dollars in thousands)

March 31, 2025 Carrying Amount Total

June 30, 2025 Carrying Amount Total

Fair Value Quoted Prices in Active Markets for Identical Assets

39 unchanged sentences

The following table presents a summary of deposits:

(Dollars in thousands) March 31,

(Dollars in thousands) June 30,

2025 December 31,

10 unchanged sentences

Total deposits $ 5,045,248 $ 5,115,800

(1) Includes wholesale brokered time deposit balances of $ 27.2 million and $ 297.5 million, respectively, as of March 31, 2025 and December 31, 2024.

(1) Includes wholesale brokered time deposit balances of $ 1.8 million and $ 297.5 million, respectively, as of June 30, 2025 and December 31, 2024.

The following table presents scheduled maturities of time certificates of deposit:

(Dollars in thousands) Scheduled Maturity Weighted Average Rate

April 1, 2025 to December 31, 2025 $ 932,475 3.94 %

July 1, 2025 to December 31, 2025 $ 831,039 3.81 %

2026 289,029 3.55

3 unchanged sentences

2030 and thereafter 3,576 2.25

Balance at March 31, 2025 $ 1,240,610 3.80 %

Balance at June 30, 2025 $ 1,209,088 3.70 %

Time certificates of deposit in denominations of $250 thousand or more totaled $ 355.6 million and $ 353.9 million,

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

respectively, at March 31, 2025 and December 31, 2024.

respectively, at June 30, 2025 and December 31, 2024.

Note 10 - Borrowings

Advances payable to the FHLB amounted to $ 850.0 million and $ 1.1 billion, respectively, at March 31, 2025 and December 31, 2024.

Advances payable to the FHLB amounted to $ 1.0 billion and $ 1.1 billion, respectively, at June 30, 2025 and December 31, 2024.

See Note 7 for additional disclosure on derivatives designated as cash flow hedges to hedge the interest rate risk associated with short-term FHLB advances.

The Bank pledges certain qualified investment securities and loans as collateral to the FHLB.

As of March 31, 2025 and December 31, 2024, the Bank had available borrowing capacity of $ 1.0 billion and $ 753.0 million, respectively, with the FHLB.

In addition, the Bank had access to a $ 40.0 million unused line of credit with the FHLB at both March 31, 2025 and December 31, 2024.

Furthermore, the Bank had standby letters of credit with the FHLB of $ 66.0 million at both March 31, 2025 and December 31, 2024 to collateralize institutional deposits.

The following table presents maturities and weighted average interest rates on FHLB advances outstanding as of March 31, 2025:

As of June 30, 2025 and December 31, 2024, the Bank had available borrowing capacity of $ 987.1 million and $ 753.0 million, respectively, with the FHLB.

In addition, the Bank had access to a $ 40.0 million unused line of credit with the FHLB at both June 30, 2025 and December 31, 2024.

Furthermore, the Bank had standby letters of credit with the FHLB of $ 66.0 million at both June 30, 2025 and December 31, 2024 to collateralize institutional deposits.

The following table presents maturities and weighted average interest rates on FHLB advances outstanding as of June 30, 2025:

(Dollars in thousands) Scheduled

Maturity Weighted

April 1, 2025 to December 31, 2025 $ 475,000 4.77 %

July 1, 2025 to December 31, 2025 $ 615,000 4.59 %

2026 165,000 4.54

3 unchanged sentences

2030 and thereafter 6,000 3.33

Balance at March 31, 2025 $ 850,000 4.57 %

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Balance at June 30, 2025 $ 1,001,000 4.47 %

Note 11 - Shareholders' Equity

Stock Repurchase Program

On May 15, 2025, the Board of Directors of the Corporation adopted the 2025 Repurchase Program, which authorizes the repurchase of up to 850,000 shares, or approximately 4 %, of the Corporation’s outstanding common stock.

This authority may be exercised from time to time and in such amounts as market conditions warrant, and subject to regulatory considerations.

The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities.

The 2025 Repurchase Program expires on May 15, 2026 and may be modified, suspended, or discontinued at any time.

The Corporation has repurchased 10,000 shares, at an average price of $ 29.56 and a total cost of $ 296 thousand, under its 2025 Repurchase Program, all of which were repurchased in the second quarter of 2025.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Regulatory Capital Requirements

Capital levels at March 31, 2025 exceeded the regulatory minimum levels to be considered “well capitalized.”

Capital levels at June 30, 2025 exceeded the regulatory minimum levels to be considered “well capitalized.”

The following table presents the Corporation’s and the Bank’s actual capital amounts and ratios, as well as the corresponding minimum and well capitalized regulatory amounts and ratios that were in effect during the respective periods:

1 unchanged sentence

Amount Ratio Amount Ratio Amount Ratio

March 31, 2025

June 30, 2025

Total Capital (to Risk-Weighted Assets):

26 unchanged sentences

The Corporation and the Bank must maintain the capital conservation buffer to avoid restrictions on the ability to pay dividends and discretionary bonuses.

The Corporation’s and the Bank’s capital levels exceeded the minimum regulatory capital requirements plus the capital conservation buffer at March 31, 2025 and December 31, 2024.

The Corporation’s and the Bank’s capital levels exceeded the minimum regulatory capital requirements plus the capital conservation buffer at June 30, 2025 and December 31, 2024.

The Bancorp owns the common stock of two capital trusts, which have issued trust preferred securities.

In accordance with GAAP, the capital trusts are treated as unconsolidated subsidiaries.

At both March 31, 2025 and December 31, 2024, $ 22.0 million in trust preferred securities were included in the Tier 1 capital of the Corporation for regulatory capital reporting purposes pursuant to the capital adequacy guidelines of the Federal Reserve.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

At both June 30, 2025 and December 31, 2024, $ 22.0 million in trust preferred securities were included in the Tier 1 capital of the Corporation for regulatory capital reporting purposes pursuant to the capital adequacy guidelines of the Federal Reserve.

In accordance with regulatory capital rules, the Corporation elected the option to delay the estimated impact of ASC 326 on its regulatory capital over a two-year deferral and subsequent three-year transition period ending December 31, 2024.

As a result, the December 31, 2024 capital ratios in the table above excluded the full impact of the increased ACL on loans and unfunded loan commitments attributed to the adoption of ASC 326, adjusted for an approximation of the after-tax provision for credit losses attributable to ASC 326 relative to the incurred loss methodology during the two-year deferral period.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

result, the December 31, 2024 capital ratios in the table above excluded the full impact of the increased ACL on loans and unfunded loan commitments attributed to the adoption of ASC 326, adjusted for an approximation of the after-tax provision for credit losses attributable to ASC 326 relative to the incurred loss methodology during the two-year deferral period.

The cumulative difference quantified at the end of the deferral period was fully phased-in to regulatory capital on January 1, 2025.

2 unchanged sentences

As shown below, a substantial portion of our revenues are specifically excluded from the scope of ASC 606.

For the three months ended March 31, 2025 2024

For the three months ended June 30, 2025 2024

(Dollars in thousands) Revenue (1)

14 unchanged sentences

367 287 387 286

Total noninterest income 17,078 12,462 16,660 12,008

Total revenues $ 54,263 $ 12,462 $ 48,245 $ 12,008

(1) As reported in the Unaudited Consolidated Statements of Income.

(2) Revenue from contracts with customers in scope of ASC 606.

For the six months ended June 30, 2025 2024

(Dollars in thousands) Revenue (1) ASC 606 Revenue (2)

Revenue (1) ASC 606 Revenue (2)

Net interest income $ 73,607 $ — $ 63,250 $ —

Noninterest income:

Wealth management revenues 20,011 20,011 19,016 19,016

Mortgage banking revenues 5,338 — 5,267 —

Card interchange fees 2,756 2,756 2,420 2,420

Service charges on deposit accounts 1,552 1,552 1,454 1,454

Loan related derivative income 777 — 333 —

Income from bank-owned life insurance 1,595 — 1,492 —

Gain on sale of bank-owned properties, net (3)

6,994 6,994 988 —

Other income 698 551 2,853 556

Total noninterest income 39,721 31,864 33,823 23,446

2 unchanged sentences

(2) Revenue from contracts with customers in scope of ASC 606.

(3) Included herein in accordance with sales-leaseback transaction provisions of ASC 842 and ASC 606.

(3) For the six months ended June 30, 2025, included herein in accordance with sales-leaseback transaction provisions of ASC 842 and ASC 606.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents revenue from contracts with customers based on the timing of revenue recognition:

(Dollars in thousands)

Three months ended March 31, 2025 2024

(Dollars in thousands) Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Revenue recognized at a point in time:

5 unchanged sentences

Wealth management revenues

10,120 9,678 20,011 19,016

Service charges on deposit accounts

268 279 549 539

62 59 122 118

Total revenues from contracts with customers in scope of ASC 606

1 unchanged sentence

Receivables for revenue from contracts with customers primarily consist of amounts due for wealth management services performed for which the Corporation’s performance obligations have been fully satisfied.

Receivables amounted to $ 5.9 million and $ 6.0 million, respectively, at March 31, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Receivables amounted to $ 6.2 million and $ 6.0 million, respectively, at June 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

Deferred revenues, which are considered contract liabilities under ASC 606, represent advance consideration received from customers for which the Corporation has a remaining performance obligation to fulfill.

Contract liabilities are recognized as revenue over the life of the contract as the performance obligations are satisfied.

The balances of contract liabilities were insignificant at both March 31, 2025 and December 31, 2024 and were included in other liabilities in the Unaudited Consolidated Balance Sheets.

The balances of contract liabilities were insignificant at both June 30, 2025 and December 31, 2024 and were included in other liabilities in the Unaudited Consolidated Balance Sheets.

For commissions and incentives that are in scope of ASC 606, such as those paid to employees in our wealth management services and commercial banking segments in order to obtain customer contracts, contract cost assets are established.

The contract cost assets are capitalized and amortized over the estimated useful life that the asset is expected to generate benefits.

The carrying value of contract cost assets amounted to $ 2.0 million and $ 2.1 million, respectively at March 31, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

The carrying value of contract cost assets amounted to $ 2.0 million and $ 2.1 million, respectively at June 30, 2025 and December 31, 2024 and were included in other assets in the Unaudited Consolidated Balance Sheets.

The amortization of contract cost assets is recorded within salaries and employee benefits expense in the Unaudited Consolidated Statements of Income.

8 unchanged sentences

As a result of the plan’s over-funded status, remaining surplus plan assets of approximately $ 10.3 million are expected to be transferred directly to the Corporation’s 401(k) Plan (a qualified replacement plan) to fund future non-elective employer contributions.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents components of net periodic benefit cost and other amounts recognized in other comprehensive income (loss), on a pre-tax basis:

(Dollars in thousands) Qualified Pension Plan Non-Qualified Retirement Plans

Three months ended March 31, 2025 2024 2025 2024

Three Months Six Months Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024 2025 2024 2025 2024

Net Periodic Benefit Cost:

6 unchanged sentences

Recognized net actuarial loss (2)

— — — — 29 30 58 61

Net periodic benefit cost before settlement — ( 70 ) ( 19 ) ( 140 ) 192 193 384 386

4 unchanged sentences

(2) Included in other expenses in the Unaudited Consolidated Statements of Income.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Note 14 - Business Segments

20 unchanged sentences

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following tables presents the components of net income, as well as other supplemental information for Washington Trust’s reportable business segments:

The following tables present the components of net income, as well as other supplemental information for Washington Trust’s reportable business segments:

(Dollars in thousands) Commercial Banking Wealth Management Services Consolidated Total

Three months ended March 31, 2025 2024 2025 2024 2025 2024

Three months ended June 30, 2025 2024 2025 2024 2025 2024

Total interest income and dividend income $ 78,846 $ 85,997 $ — $ — $ 78,846 $ 85,997

25 unchanged sentences

(1) Included in net occupancy and equipment expenses in the table above.

For the three months ended March 31, 2025, noninterest income for the Commercial Banking segment included a $ 7.0 million net gain associated with sales-leaseback transactions that were completed for five branch locations.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Commercial Banking Wealth Management Services Consolidated Total

Six months ended June 30, 2025 2024 2025 2024 2025 2024

Total interest income and dividend income $ 158,309 $ 171,253 $ — $ — $ 158,309 $ 171,253

Total interest expense 84,702 108,003 — — 84,702 108,003

Net interest income 73,607 63,250 — — 73,607 63,250

Provision for credit losses 1,800 1,200 — — 1,800 1,200

Net interest income after provision for credit losses 71,807 62,050 — — 71,807 62,050

Noninterest income 19,355 12,223 20,366 21,600 39,721 33,823

Noninterest expenses:

Salaries and employee benefits 34,413 33,013 11,034 10,022 45,447 43,035

Outsourced services 6,639 5,963 2,111 1,913 8,750 7,876

Net occupancy 4,864 4,437 539 521 5,403 4,958

Equipment 1,670 1,778 151 200 1,821 1,978

Legal, audit and professional fees 1,052 1,223 424 224 1,476 1,447

FDIC deposit insurance costs

2,497 2,845 — — 2,497 2,845

Advertising and promotion 949 1,030 178 179 1,127 1,209

Amortization of intangibles — — 407 416 407 416

Other expenses 8,974 3,663 2,824 846 11,798 4,509

Total noninterest expenses 61,058 53,952 17,668 14,321 78,726 68,273

Income before income taxes 30,104 20,321 2,698 7,279 32,802 27,600

Income tax expense 6,630 4,248 748 1,601 7,378 5,849

Net income $ 23,474 $ 16,073 $ 1,950 $ 5,678 $ 25,424 $ 21,751

Total assets at period end $ 6,683,840 $ 7,125,943 $ 61,327 $ 58,417 $ 6,745,167 $ 7,184,360

Expenditures for long-lived assets 475 2,156 14 90 489 2,246

Depreciation expense (1)

1,598 1,786 172 212 1,770 1,998

(1) Included in net occupancy and equipment expenses in the table above.

For the six months ended June 30, 2025, noninterest income for the Commercial Banking segment included a $ 7.0 million net gain recognized in the first quarter associated with sales-leaseback transactions that were completed for five branch locations.

See additional disclosure regarding the sale-leaseback transactions in Note 6.

Also, for the three months ended March 31, 2025, total other expenses included a $ 6.4 million pension plan settlement charge, of which $ 4.9 million was included in the Commercial Banking segment and $ 1.5 million was included in the Wealth Management Services segment.

Also, for the six months ended June 30, 2025, total other expenses included a $ 6.4 million pension plan settlement charge recognized in the first quarter, of which $ 4.9 million was included in the Commercial Banking segment and $ 1.5 million was included in the Wealth Management Services segment.

See additional disclosure regarding the pension plan settlement charge in Note 13.

For the three months ended March 31, 2024, noninterest income for the Wealth Management Services segment included income of $ 2.1 million associated with a litigation settlement.

For the six months ended June 30, 2024, noninterest income for the Wealth Management Services segment included income of $ 2.1 million recognized in the first quarter associated with a litigation settlement.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Note 15 - Other Comprehensive Income (Loss)

The following table presents the activity in other comprehensive income (loss):

Three months ended March 31, 2025 2024

The following tables present the activity in other comprehensive income (loss):

Three months ended June 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax

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Defined Benefit Plan Obligations:

Amortization of net actuarial losses into earnings 29 ( 7 ) 22 30 ( 7 ) 23

Total other comprehensive income $ 4,321 ($ 1,091 ) $ 3,230 $ 3,483 ($ 896 ) $ 2,587

Six months ended June 30, 2025 2024

(Dollars in thousands) Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax Pre-tax Amounts Income Tax Benefit (Expense) Net of Tax

Securities available for sale:

Change in fair value of available for sale debt securities $ 19,748 ($ 4,986 ) $ 14,762 ($ 13,742 ) $ 3,503 ($ 10,239 )

Cash flow hedges:

Change in fair value of cash flow hedges ( 1,636 ) 413 ( 1,223 ) 3,458 ( 890 ) 2,568

Net cash flow hedge losses reclassified into earnings 3,869 ( 977 ) 2,892 3,291 ( 839 ) 2,452

Net change in fair value of cash flow hedges 2,233 ( 564 ) 1,669 6,749 ( 1,729 ) 5,020

Defined benefit plan obligations:

Defined benefit plan obligation remeasurement 2,665 ( 728 ) 1,937 — — —

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Total other comprehensive income (loss) $ 31,140 ($ 7,918 ) $ 23,222 ($ 6,932 ) $ 1,759 ($ 5,173 )

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

The following tables present the changes in AOCL by component, net of tax:

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the three months ended March 31, 2025

For the three months ended June 30, 2025

Balance at March 31, 2025 ($ 89,809 ) ($ 7,345 ) ($ 2,025 ) ($ 99,179 )

Other comprehensive income (loss) before reclassifications 2,132 ( 379 ) — 1,753

Amounts reclassified from AOCL

— 1,455 22 1,477

Net other comprehensive income 2,132 1,076 22 3,230

Balance at June 30, 2025 ($ 87,677 ) ($ 6,269 ) ($ 2,003 ) ($ 95,949 )

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the six months ended June 30, 2025

Balance at December 31, 2024 ($ 102,439 ) ($ 7,938 ) ($ 8,794 ) ($ 119,171 )

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Net other comprehensive income 14,762 1,669 6,791 23,222

Balance at June 30, 2025 ($ 87,677 ) ($ 6,269 ) ($ 2,003 ) ($ 95,949 )

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the three months ended June 30, 2024

Balance at March 31, 2024 ($ 127,579 ) ($ 12,414 ) ($ 8,920 ) ($ 148,913 )

Other comprehensive income before reclassifications 749 589 — 1,338

Amounts reclassified from AOCL

— 1,226 23 1,249

Net other comprehensive income 749 1,815 23 2,587

Balance at June 30, 2024 ($ 126,830 ) ($ 10,599 ) ($ 8,897 ) ($ 146,326 )

(Dollars in thousands) Net Unrealized Losses on Available For Sale Debt Securities Net Unrealized Losses on Cash Flow Hedges Net Unrealized Losses on Defined Benefit Plan Obligations Total

For the three months ended March 31, 2024

For the six months ended June 30, 2024

Balance at December 31, 2023 ($ 116,591 ) ($ 15,619 ) ($ 8,943 ) ($ 141,153 )

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Net other comprehensive (loss) income ( 10,239 ) 5,020 46 ( 5,173 )

Balance at March 31, 2024 ($ 127,579 ) ($ 12,414 ) ($ 8,920 ) ($ 148,913 )

Balance at June 30, 2024 ($ 126,830 ) ($ 10,599 ) ($ 8,897 ) ($ 146,326 )

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

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(Dollars and shares in thousands, except per share amounts)

Three months ended March 31, 2025 2024

Three Months Six Months

Periods ended June 30, 2025 2024 2025 2024

Earnings for basic and diluted EPS calculations:

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Diluted earnings per common share $ 0.68 $ 0.63 $ 1.31 $ 1.27

Awards excluded from the calculation of diluted EPS:

Shares excluded from the calculation of diluted EPS:

Weighted average anti-dilutive common stock equivalents (1)

(1) For the three months ended 2025 and 2024, weighted average anti-dilutive common stock equivalents represent share-based compensation awards not included in the calculation of common shares outstanding for purposes of calculating diluted EPS as the grant prices were greater than the average market price of Bancorp’s common stock, and therefore were anti-dilutive.

516 459 487 459

(1) For the three and six months ended June 30, 2025 and 2024, weighted average anti-dilutive common stock equivalents represent share-based compensation awards not included in the calculation of common shares outstanding for purposes of calculating diluted EPS as the grant prices were greater than the average market price of the Bancorp’s common stock, and therefore were anti-dilutive.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

Note 17 - Commitments and Contingencies

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Most standby letters of credit extend for one year.

At March 31, 2025 and December 31, 2024, there were no liabilities to beneficiaries resulting from standby letters of credit.

At June 30, 2025 and December 31, 2024, there were no liabilities to beneficiaries resulting from standby letters of credit.

Should the Corporation be required to make payments to the beneficiary, repayment from the customer to the Corporation is required.

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the contractual and notional amounts of financial instruments with off-balance sheet risk:

(Dollars in thousands) March 31,

(Dollars in thousands) June 30,

2025 December 31,

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The ACL on unfunded commitments is management’s estimate of expected lifetime credit losses over the expected contractual term in which the Corporation is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Corporation.

The activity in the ACL on unfunded commitments for the three months ended March 31, 2025 is presented below:

The activity in the ACL on unfunded commitments for the three months ended June 30, 2025 is presented below:

(Dollars in thousands) Commercial Consumer

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Ending Balance $ 420 $ 741 $ 1,161 $ 20 $ — $ 9 $ 9 $ 1,190

The activity in the ACL on unfunded commitments for the three months ended March 31, 2024 is presented below:

Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The activity in the ACL on unfunded commitments for the six months ended June 30, 2025 is presented below:

(Dollars in thousands) Commercial Consumer

CRE C&I Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

Beginning Balance $ 822 $ 589 $ 1,411 $ 18 $ — $ 11 $ 11 $ 1,440

Provision ( 402 ) 152 ( 250 ) 2 — ( 2 ) ( 2 ) ( 250 )

Ending Balance $ 420 $ 741 $ 1,161 $ 20 $ — $ 9 $ 9 $ 1,190

The activity in the ACL on unfunded commitments for the three months ended June 30, 2024 is presented below:

(Dollars in thousands) Commercial Consumer

Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

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Ending Balance $ 906 $ 799 $ 1,705 $ 24 $ — $ 11 $ 11 $ 1,740

The activity in the ACL on unfunded commitments for the six months ended June 30, 2024 is presented below:

(Dollars in thousands) Commercial Consumer

CRE C&I Total Commercial Residential Real Estate Home Equity Other Total Consumer Total

Beginning Balance $ 1,091 $ 822 $ 1,913 $ 15 $ — $ 12 $ 12 $ 1,940

Provision ( 185 ) ( 23 ) ( 208 ) 9 — ( 1 ) ( 1 ) ( 200 )

Ending Balance $ 906 $ 799 $ 1,705 $ 24 $ — $ 11 $ 11 $ 1,740

Other Contingencies

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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-Q

Item 1. Financial Statements