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CLOSED · 09:20 ET
Market ClerkRecap
Sat Oct 31 · markets closed1 signal today129 insider buys this week · $10BCIRO short report next: Nov 15The week ahead

FNB

FNB CORP/PA/
NYSE · FINANCIALS · NATIONAL COMMERCIAL BANKS
18.06
−0.26 −1.42%
USD · close Oct 30
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Work order
19
FLAG · shorts 19
Insiders, 90 days
0
no open-market filings in 90 days
Congress, 90 days
0 / 0
no disclosures naming it
Big money
0 / 15
none of the tracked funds disclose it
Calls on record
0
nobody we score has called it yet
MKT CAP $6.4BP/E 10.7DIV YIELD 2.71%FCF YIELD 9.76%REV TTM —NET INCOME $604M +29.3%NET CASH $373M52W 15.38 – 19.49SEC XBRL · TTM TO Invalid Date

How FNB rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
43%
of sentences unchanged
Added
554
new sentences
Dropped
619
sentences removed
Length
−2,454
words, now 55,436

New in FY2025

  • Our assumptions about what a market participant would use in pricing an asset or liability is developed based on the best information available at the time of measurement.
  • These estimates are inherently subjective and can result in significant changes in the fair value estimates especially given fluctuations in interest rates over the life of the asset or liability.
  • In connection with the preparation of the year-end 2025 financial statements, we completed our annual goodwill impairment test as of October 1, 2025.
  • We also performed a qualitative analysis through year-end and concluded that it was not more-likely-than-not that the fair value of one or more of our reporting units was below its respective carrying amount, and therefore no triggering event has occurred, as of December 31, 2025.
  • Inputs and assumptions used in estimating fair value included projected future cash flows, discount rates reflecting the risk inherent in future cash flows, long-term growth rates, anticipated cost savings and an evaluation of market comparables and recent transactions.
  • Any impairment charge would not directly affect our regulatory capital ratios, tangible common equity, tangible book value per share or liquidity position.
  • Recent Accounting Pronouncements and Developments Note 2, “New Accounting Standards” in the Notes to Consolidated Financial Statements, which is included in Item 8 of this Report, discusses new accounting pronouncements adopted by us in 2025 and the expected impact of accounting pronouncements recently issued but not yet required to be adopted.
  • USE OF NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE INDICATORS To supplement our Consolidated Financial Statements presented in accordance with GAAP, we use certain non-GAAP financial measures, such as operating net income available to common shareholders, operating earnings per diluted common share, return on average tangible common equity, return on average tangible assets, tangible book value per common share, the ratio of tangible common equity to tangible assets, operating non-interest income, operating non-interest expense, efficiency ratio and net interest margin (FTE) to provide information useful to investors in understanding our operating performance and trends, and to facilitate comparisons with the performance of our peers.
  • Taxable-equivalent amounts for 2025, 2024 and 2023 were calculated using a federal statutory income tax rate of 21%.
  • As of December 31, 2025, we had 355 branches throughout Pennsylvania, Ohio, Maryland, West Virginia, North Carolina, South Carolina, Washington D.C. and Virginia.
  • Commercial banking solutions include corporate banking, small business banking, investment real estate financing, government banking, business credit, capital markets and equipment financing.
  • FINANCIAL SUMMARY For 2025, net income available to common shareholders was $565.4 million, or $1.56 per diluted common share.
  • Comparatively, net income available to common shareholders for 2024 totaled $459.3 million, or $1.27 per diluted common share.
  • On an operating basis, 2025 earnings per diluted common share (non-GAAP) was $1.59, excluding $0.03 per diluted common share (non-GAAP) of significant items impacting earnings.
  • Operating earnings per diluted common share (non-GAAP) for 2024 was $1.39, excluding $0.12 per diluted common share of significant items impacting earnings.
  • We achieved multiple records for the full year of 2025, including total revenue of $1.8 billion, operating net income available to common shareholders (non-GAAP) of $577 million and operating earnings per diluted common share (non-GAAP) of $1.59 and all-time revenue highs for seven of our fee-based businesses.
  • Our strong profitability and capital generation resulted in tangible book value per share (non-GAAP) of $11.87, a 13% increase from December 31, 2024.
  • Additionally, total assets crossed $50 billion at the end of 2025.
  • Throughout 2025, we remained focused on positioning the balance sheet for continued future success including managing loan concentrations and improving the loan-to-deposit ratio to 89.7%.
  • Our investments in technology, AI and data analytics are driving automation, efficiency, and the flexibility to continue reinvesting in revenue‑generating businesses and an enhanced omnichannel customer experience, all while delivering positive operating leverage.
  • Our financial results reflect disciplined execution of our strategy: diversifying revenue, allocating capital wisely, maintaining a resilient, well‑underwritten loan portfolio, and strengthening our role as our clients’ primary bank through continued eStore and digital innovation.
  • Income Statement Highlights (2025 compared to 2024) • Total revenue of $1.8 billion, an increase of $168.2 million, or 10.5%, and a new record level. • Net interest income was $1.4 billion, up $115.3 million, or 9.0%, reflecting growth in average earning assets and lower interest-bearing deposit and borrowing costs, partially offset by lower yields on earning assets. • Net interest margin (FTE) (non-GAAP) increased 10 basis points to 3.19% from 3.09%.
  • The cost of funds decreased 23 basis points to 2.22% with the cost of interest-bearing deposits decreasing 31 basis points to 2.65%, short-term borrowings decreasing 71 basis points and long-term debt decreasing 19 basis points.
  • These decreases more than offset the yield reduction on earning assets (non-GAAP) by 13 basis points to 5.29%.
  • The FOMC lowered the target federal funds rate by 75 basis points during 2025. • The provision for credit losses totaled $86.0 million, compared to $79.8 million, with the increase primarily due to loan growth and net charge-off activity. • Non-interest income totaled a record $369.3 million, increasing $52.9 million, or 16.7%, compared to $316.4 million.
  • On an operating basis (non-GAAP), non-interest income increased $18.9 million, or 5.4%, when excluding the $34.0 million realized loss (pre-tax) on an investment securities restructuring in 2024.
  • The strong performance in 2025 was due to the continued successful execution of our diversified fee-based business initiatives with the largest increases in wealth management, capital markets income and other non-interest income. • Non-interest expense was $1.0 billion, compared to $961.3 million.
  • Excluding significant items, operating non-interest expense (non-GAAP) increased $53.1 million, or 5.6%.
  • Salaries and employee benefits increased $26.2 million, or 5.2%, due to normal annual merit increases, higher production-related commissions given the strong non-interest income activity, strategic hiring associated with our focus to grow market share and continued investments in our risk management infrastructure.
  • Outside services increased $11.1 million, or 11.5%, due to higher volume-related technology and third-party costs.
  • Occupancy and equipment increased $8.8 million, or 5.0%, primarily from technology-related investments and higher occupancy costs.
  • Significant items of $14.4 million (pre-tax) reflected a $20.0 million contribution to the FNB Foundation, demonstrating a continued commitment and strong support of the communities we serve, and a reduction in our FDIC special assessment of $5.6 million (pre-tax). • Earnings per diluted common share was $1.56, compared to $1.27, an increase of 22.8%.
  • Operating earnings per diluted common share (non-GAAP) was $1.59, compared to $1.39, an increase of 14.4%. • The efficiency ratio (non-GAAP) remained at a favorable level of 54.8%, compared to 55.6%. • We recognized investment tax credits of $37.2 million as a benefit to income taxes in the fourth quarter of 2025 from a renewable energy project financing transaction which is a core element of our Equipment Finance business strategy.
  • A related non-credit valuation impairment of $4.4 million (pre-tax) was recognized on the financing receivable in other non-interest expense.
  • Comparatively in the prior year, we recognized investment tax credits of $28.4 million as a benefit to income taxes from a renewable energy project financing transaction.
  • A related non-credit valuation impairment of $10.4 million (pre-tax) was recognized on the financing receivable in other non-interest expense in 2024. • Income tax expense increased $13.6 million, or 15.0%.
  • The effective tax rate was 15.5%, compared to 16.3%.
  • Balance Sheet Highlights (2025 compared to 2024, unless otherwise indicated) • Total assets were $50.2 billion, compared to $48.6 billion, an increase of $1.6 billion, or 3.3%, primarily from organic growth in loans of $838.3 million and increased investment securities of $398.3 million. • Period-end total loans and leases increased $838.3 million, or 2.5%.
  • Consumer loans increased $1.1 billion, or 8.4%, partially offset by the transfer of approximately $200 million of performing residential mortgage loans to held for sale in December 2025.
  • Commercial loans and leases decreased $239.2 million, or 1.1%, due to higher loan balance attrition from secondary market activity.

and 514 more.

Gone since FY2024

  • Our assumptions about what a market participant would use in pricing an asset or liability is developed based on the best information available in the circumstances.
  • These estimates are inherently subjective and can result in significant changes in the fair value estimates over the life of the asset or liability.
  • In connection with the preparation of the year-end 2024 financial statements, we completed our annual goodwill impairment test as of October 1, 2024.
  • We also performed a qualitative analysis through year-end and concluded that it was not more-likely-than-not that the fair value of one or more of our reporting units was below its respective carrying amount, and therefore no triggering event has occurred, as of December 31, 2024.
  • Inputs and assumptions used in estimating fair value include projected future cash flows, discount rates reflecting the risk inherent in future cash flows, long-term growth rates, anticipated cost savings and an evaluation of market comparables and recent transactions.
  • Any impairment charge would not directly affect our capital ratios, tangible common equity, tangible book value per share or liquidity position.
  • Recent Accounting Pronouncements and Developments Note 2, “New Accounting Standards” in the Notes to Consolidated Financial Statements, which is included in Item 8 of this Report, discusses new accounting pronouncements adopted by us in 2024 and the expected impact of accounting pronouncements recently issued but not yet required to be adopted.
  • USE OF NON-GAAP FINANCIAL MEASURES AND KEY PERFORMANCE INDICATORS To supplement our Consolidated Financial Statements presented in accordance with GAAP, we use certain non-GAAP financial measures, such as operating net income available to common shareholders, operating earnings per diluted common share, return on average tangible common equity, operating return on average tangible common equity, return on average tangible assets, tangible book value per common share, the ratio of tangible common equity to tangible assets, operating non-interest income, operating non-interest expense, efficiency ratio and net interest margin (FTE) to provide information useful to investors in understanding our operating performance and trends, and to facilitate comparisons with the performance of our peers.
  • Taxable-equivalent amounts for 2024, 2023 and 2022 were calculated using a federal statutory income tax rate of 21%.
  • As of December 31, 2024, we had 349 branches throughout Pennsylvania, Ohio, Maryland, West Virginia, North Carolina, South Carolina, Washington D.C. and Virginia.
  • Commercial banking solutions include corporate banking, small business banking, investment real estate financing, government banking, business credit, capital markets and lease financing.
  • FINANCIAL SUMMARY For 2024, net income available to common shareholders was $459.3 million, or $1.27 per diluted common share.
  • Comparatively, net income available to common shareholders for 2023 totaled $476.8 million, or $1.31 per diluted common share.
  • On an operating basis, 2024 earnings per diluted common share (non-GAAP) was $1.39, excluding $0.12 per diluted common share (non-GAAP) of significant items impacting earnings.
  • Operating earnings per diluted common share (non-GAAP) for 2023 was $1.57, excluding $0.26 per diluted common share of significant items impacting earnings.
  • We achieved solid corporate performance in 2024 by, among other things, exceeding peer performance on loan growth, deposit growth, and deposit cost management amidst an uncertain interest rate environment.
  • We achieved new milestones and set new records, notably in the areas of non-interest income, capital, and deposit market share.
  • Additionally, in 2024, we grew to nearly $49 billion in total assets and achieved a record market capitalization ending the year at $5.3 billion.
  • For 2024, tangible book value per share (non-GAAP) grew 11% year-over-year, to a record $10.49 and operating return on average tangible common equity (non-GAAP) equaled 14.5%.
  • We also achieved full-year non-interest income of $316 million and record full-year operating non-interest income (non-GAAP) of $350 million, demonstrating the impact of our diversified business model and robust suite of products and services.
  • We further strengthened our liquidity and capital position improving the loan-to-deposit ratio over 500 basis points from the peak in 2024 through strong deposit gathering initiatives and achieved higher capital ratios with a record CET1 ratio of 10.6%, and a tangible common equity to tangible assets (non-GAAP) ratio of 8.2%.
  • We benefited from our geographic footprint, investments in technology, strong balance sheet and high caliber front-line bankers to generate year-over-year loan growth of 5.0% and robust deposit growth of 6.9%.
  • Our credit metrics ended the year at solid levels in a changing economic environment with total delinquencies at 0.83% and net charge-offs at 0.19% for the full year 2024.
  • Income Statement Highlights (2024 compared to 2023) • Total revenue of $1.6 billion, an increase of $26.0 million, or 1.7%.
  • Total revenue on an operating basis was essentially flat (down 0.5%) as net interest income was impacted by lags in interest rate resets for interest bearing deposits compared to interest rate resets on loans related to the FOMC’s interest rate cuts.
  • During the fourth quarter of 2024, the FOMC lowered the target federal funds rate by a total of 50 basis points, bringing the full-year decrease to 100 basis points. • Net interest income was $1.3 billion, down 2.7%, primarily due to higher interest-bearing deposit costs from continued balance growth in higher yielding deposit products and the impact of the FOMC's interest rate cuts in 2024. • Net interest margin (FTE) (non-GAAP) decreased 26 basis points to 3.09% from 3.35%.
  • The yield on earning assets (non-GAAP) increased 42 basis points to 5.42%.
  • However, the cost of funds increased 72 basis points to 2.45% with the costs of interest-bearing deposits increasing 83 basis points to 2.96%, short-term borrowings increasing 105 basis points and long-term debt increasing 24 basis points. • The provision for credit losses totaled $79.8 million, compared to $71.8 million.
  • The provision for credit losses increase for 2024 was primarily due to loan growth and net charge-off activity.
  • The provision for credit losses increase for 2023 was primarily due to loan growth, the previously disclosed $31.9 million isolated commercial loan that was charged off in the third quarter of 2023 due to alleged fraud, and other charge-off activity. • Non-interest income was $316.4 million, increasing $62.1 million, or 24.4%, compared to $254.3 million, primarily due to increases in service charges, wealth management, mortgage banking operations, dividends on non-marketable equity securities and other non-interest income, partially offset by decreases in interchange and card transaction fees, insurance commissions and fees and capital markets income.
  • Additionally, we recognized a $34.0 million realized loss (pre-tax) on an investment securities restructuring in 2024 compared to a $67.4 million realized loss (pre-tax) on an investment securities restructuring in 2023.
  • On an operating basis (non-GAAP), non-interest income totaled a record $350.4 million, compared to $321.7 million. • Non-interest expense was $961.3 million, compared to $915.4 million.
  • Excluding significant items, operating non-interest expense (non-GAAP) increased $75.7 million, or 8.7%.
  • Salaries and employee benefits increased $42.4 million, or 9.2%, due to normal annual merit increases, higher production-related commissions given the strong non-interest income activity, strategic hiring associated with our focus to grow market share and continued investments in our risk management infrastructure, and elevated employer-paid healthcare costs.
  • Outside services increased $12.3 million, or 14.6%, due to higher volume-related technology and third-party costs.
  • Occupancy and equipment increased $15.0 million, or 9.3%, primarily from technology-related investments and the move to the new Pittsburgh headquarters. • Earnings per diluted common share was $1.27, compared to $1.31, a decrease of 3.1%. • Operating earnings per diluted common share (non-GAAP) was $1.39, compared to $1.57, a decrease of 11.5%. • The efficiency ratio (non-GAAP) remained at a favorable level of 55.6%, compared to 51.2%. • In the fourth quarter of 2024, we recognized renewable energy investment tax credits of $28.4 million as a benefit to income taxes from a solar project financing transaction.
  • A related non-credit valuation impairment of $10.4 million (pre-tax) was recognized on the financing receivable in other non-interest expense. • Income tax expense decreased $8.4 million, or 8.5%.
  • The effective tax rate was 16.3%, compared to 16.9%, primarily due to renewable energy investment tax credits recognized in 2024 and 2023 as part of solar project financing transactions originated by our commercial leasing business.
  • Balance Sheet Highlights (2024 compared to 2023, unless otherwise indicated) • Total assets were $48.6 billion, compared to $46.2 billion, an increase of $2.5 billion, or 5.3%, primarily from organic growth in loans of $1.6 billion and increased cash and cash equivalents of $0.8 billion. • During 2024, we sold $231.4 million of AFS securities as part of a proactive balance sheet management strategy.
  • We reinvested the proceeds from the sale of these AFS securities with an average yield of 1.41% into securities yielding 4.78% with a similar duration and convexity profile. • Period-end total loans and leases increased $1.6 billion, or 5.0%.

and 579 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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