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Pinnacle Financial Partners announces earnings for first quarter 2026

businesswire.com

Pinnacle Financial Partners announces earnings for first quarter 2026 ATLANTA--( BUSINESS WIRE)--Pinnacle Financial Partners, Inc. (NYSE: PNFP) today reported financial results for the quarter ended March 31, 2026. The merger of Pinnacle Financial Partners, Inc. and Synovus Financial Corp. closed on January 1, 2026. The combination creates one of the highest-performing regional banks in the country, positioned for industry-leading revenue, earnings per share and tangible book value growth by marrying Pinnacle’s proven growth model and Synovus’ deep talent and capabilities.

“We set out to scale with a soul, and our first quarter results prove that we’re doing it. We delivered strong loan and deposit growth, expanded revenue and hired 50 new revenue producers, while moving forward with 8,500 team members who never took their eye off the client. The merger was a catalyst for growth rather than a distraction. One quarter in, with much more to prove and deliver, we are confident in the talent, culture and momentum we are building together. The best is still ahead for Pinnacle,” said Pinnacle President and CEO Kevin Blair.

First Quarter 2026 Highlights

First Quarter Summary

Reported

Adjusted

(dollars in millions)

1Q26

4Q25

1Q25

1Q26

4Q25

1Q25

Net income available to common shareholders

$

135

$

166

$

136

$

363

$

173

$

146

Diluted earnings per share

0.89

2.13

1.77

2.39

2.24

1.90

Total revenue

1,217

541

462

1,229

562

488

Total loans

85,197

39,154

36,137

NA

NA

NA

Total deposits

100,103

47,401

44,482

NA

NA

NA

Return on avg assets (1)

0.50

%

1.19

%

1.08

%

1.26

%

1.24

%

1.16

%

Return on avg common equity (1)

3.96

9.76

8.80

10.65

10.20

9.40

Return on avg tangible common equity (1)

7.58

13.59

12.61

17.69

14.19

13.47

Net interest margin (2)

3.53

3.27

3.21

NA

NA

NA

Efficiency ratio-TE (2)(3)

77.4

54.0

58.0

51.3

52.3

56.2

NCO ratio-QTD

0.23

0.28

0.16

NA

NA

NA

NPA ratio

0.58

0.36

0.48

NA

NA

NA

CET1 ratio (4)

9.83

10.88

10.70

NA

NA

NA

(1) Annualized

(2) Taxable equivalent

(3) Adjusted tangible efficiency ratio

(4) Current period ratio preliminary

NA - not applicable

Balance Sheet

Loans *

(dollars in millions)

1Q26

4Q25

Linked Quarter Change

Linked Quarter % Change

Commercial & industrial

$

48,197

$

22,296

$

25,901

116

%

Commercial real estate

23,760

11,357

12,404

109

Consumer

13,240

5,501

7,739

141

Total loans

$

85,197

$

39,154

$

46,043

118

%

*Amounts may not total due to rounding and prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

Deposits *

(dollars in millions)

1Q26

4Q25

Linked Quarter Change

Linked Quarter % Change

1Q25

Year/Year Change

Year/Year % Change

Non-interest-bearing DDA

$

20,388

$

9,051

$

11,338

125

%

$

8,510

$

11,878

140

%

Interest-bearing DDA

30,666

15,649

15,017

96

14,802

15,864

107

Money market

34,007

16,824

17,183

102

16,093

17,913

111

Savings

1,865

804

1,061

132

820

1,045

127

Time deposits

13,176

5,073

8,103

160

4,256

8,920

210

Total deposits

$

100,103

$

47,401

$

52,702

111

%

$

44,482

$

55,621

125

%

*Amounts may not total due to rounding and prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

Income Statement Summary **

(in millions, except per share data)

1Q26

4Q25

Linked Quarter Change

Linked Quarter % Change

1Q25

Year/Year Change

Year/Year % Change

Net interest income

$

933

$

408

$

525

129

%

$

365

$

568

156

%

Non-interest revenue

284

133

151

114

97

187

193

Non-interest expense

952

301

651

216

275

677

246

Provision for (reversal of) credit losses

76

34

42

124

17

59

347

Income before taxes

$

189

$

206

$

(17

)

(8

)%

$

170

$

19

11

%

Income tax expense (benefit)

39

36

3

8

30

9

31

Net income

150

170

(20

)

(12

)

140

10

7

Less: Preferred stock dividends

15

4

11

275

4

11

275

Net income available to common shareholders

$

135

$

166

$

(31

)

(19

)%

$

136

$

(1

)

(1

)%

Weighted average common shares outstanding, diluted

151

78

73

94

%

77

74

96

%

Diluted earnings per share

$

0.89

$

2.13

$

(1.24

)

(58

)

$

1.77

$

(0.88

)

(50

)

Adjusted diluted earnings per share

2.39

2.24

0.15

7

1.90

0.49

26

Effective tax rate

21

%

17

%

18

%

** Amounts may not total due to rounding and prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

First Quarter 2026 Earnings Webcast and Conference Call

Pinnacle will host a conference call and webcast to discuss the first quarter 2026 earnings results with an accompanying slide presentation at 8 a.m. ET on April 23, 2026. Shareholders and other interested parties may listen to this conference call via simultaneous internet broadcast at investors.pnfp.com/events-presentations. Participants may also access the conference call at 888-506-0062 using the code 878834. The replay will be archived for at least 12 months and will be available approximately one hour after the call.

Pinnacle Financial Partners, Inc. (“Pinnacle”) is a $123 billion asset regional bank which provides a full range of banking, investment, trust, mortgage and insurance products and services for commercial and consumer clients who want a comprehensive relationship with their financial institution. The firm joined forces with Synovus on January 1, 2026, bringing together more than 160 years of combined banking service. Pinnacle is the largest bank headquartered in Tennessee and the largest bank holding company headquartered in Georgia. The firm is No. 1 in deposit market share in the Nashville MSA and No. 4 in the Atlanta MSA with offices in Tennessee, Georgia, Florida, North Carolina, South Carolina, Alabama, Kentucky, Virginia and Maryland (based on June 30, 2025 FDIC market share data).

Pinnacle is an employer of choice for financial services professionals. The firm is No. 12 in FORTUNE magazine’s 2026 list of 100 Best Companies to Work For® in the U.S., its tenth consecutive appearance. Pinnacle was also recognized by American Banker as No. 4 among America’s Best Banks to Work For in 2025, its 13th consecutive year on the list, and No. 1 among banks with more than $10 billion in assets.

Forward-Looking Statements

This press release and certain of our other filings with the Securities and Exchange Commission contain statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. You can identify these forward-looking statements through Pinnacle's use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “should,” “predicts,” “could,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions of the future or otherwise regarding the outlook for Pinnacle's future business and financial performance and/or the performance of the banking industry and economy in general. These forward-looking statements include, among others, our expectations regarding the anticipated benefits and risks related to the recently-completed business combination with Synovus Financial Corp., our future operating and financial performance; expectations on our intended strategies, initiatives, and other operational and execution goals; expectations on credit quality and performance; and the assumptions underlying our expectations. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties which may cause the actual results, performance or achievements of Pinnacle to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on the information known to, and current beliefs and expectations of, Pinnacle's management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements. A number of factors could cause actual results to differ materially from those contemplated by the forward-looking statements in this press release. Many of these factors are beyond Pinnacle's ability to control or predict.

These forward-looking statements are based upon information presently known to management and are inherently subjective, uncertain and subject to change due to any number of risks and uncertainties, including, without limitation, the risks and other factors set forth in Pinnacle's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2025, under the captions “Cautionary Notice Regarding Forward-Looking Statements” and “Risk Factors” and in Pinnacle's quarterly reports on Form 10-Q, current reports on Form 8-K and other filings and reports filed with the Securities and Exchange Commission. We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations and speak only as of the date that they are made. We do not assume any obligation to update any forward-looking statements as a result of new information, future developments or otherwise, except as otherwise may be required by law.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED

INCOME STATEMENT DATA

2026

2025

First Quarter

(In millions, except per share data)

First Quarter

Fourth Quarter

First Quarter

'26 vs '25

% Change

Interest income

$

1,514

712

669

126

%

Interest expense

581

304

304

91

Net interest income

933

408

365

156

Provision for (reversal of) credit losses

76

34

17

347

Net interest income after provision for credit losses

857

374

348

146

Non-interest revenue:

Core banking fees

91

36

32

184

Wealth management revenue

84

37

33

155

Income from equity method investment

31

31

20

55

Capital markets income

18

3

3

500

Total loan sales and servicing

10

4

6

67

Income from bank-owned life insurance

20

12

10

100

Investment securities gains (losses), net

3

(4

)

(13

)

(123

)

Other non-interest revenue

27

14

6

350

Total non-interest revenue

284

133

97

192

Non-interest expense:

Salaries and other personnel expense

396

181

172

130

Net occupancy, equipment, and software expense

97

48

42

131

Amortization of intangibles

48

1

1

nm

FDIC insurance and other regulatory fees

23

2

11

109

Merger-related expense

275

13

nm

Other operating expenses

113

56

49

131

Total non-interest expense

952

301

275

246

Income before income taxes

189

206

170

11

Income tax expense

39

36

30

31

Net income

150

170

140

7

Less: Preferred stock dividends

15

4

4

275

Net income available to common shareholders

$

135

166

136

(1

)%

Per share information:

Net income per common share, basic

$

0.89

2.16

1.78

(50

)%

Net income per common share, diluted

0.89

2.13

1.77

(50

)

Cash dividends declared per common share

0.50

0.24

0.24

108

Return on average assets *

0.50

%

1.19

%

1.08

%

(58) bps

Return on average common equity *

3.96

9.76

8.80

(484) bps

Weighted average common shares outstanding, basic

151

77

77

96

%

Weighted average common shares outstanding, diluted

151

78

77

96

nm - not meaningful

bps - basis points

* - ratios are annualized

Amounts may not total due to rounding and percentage changes are calculated using unrounded amounts and may differ from calculations based on rounded figures.

Prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS – UNAUDITED

March 31, 2026

December 31, 2025

March 31, 2025

(In millions)

ASSETS

Cash and due from banks

$

609

$

359

$

346

Federal funds sold, securities purchased under resale agreements, and interest earning deposits with banks

5,309

3,206

3,532

Cash, cash equivalents, and restricted cash

5,918

3,565

3,878

Investment securities held to maturity

2,539

2,591

2,769

Investment securities available for sale

16,939

6,567

5,950

Loans held for sale

251

97

155

Loans, net of deferred fees and costs

85,197

39,154

36,137

Allowance for loan losses

(942

)

(442

)

(417

)

Loans, net

84,255

38,712

35,720

Cash surrender value of bank-owned life insurance

2,181

1,223

1,140

Premises, equipment, and software, net

907

352

333

Goodwill

3,478

1,849

1,849

Core deposits and other intangible assets, net

1,091

30

20

Other assets

5,207

2,720

2,440

Total assets

$

122,766

$

57,706

$

54,254

LIABILITIES AND EQUITY

Liabilities:

Deposits:

Non-interest-bearing deposits

$

20,388

$

9,051

$

8,510

Interest-bearing deposits

79,715

38,350

35,972

Total deposits

100,103

47,401

44,482

Federal funds purchased and securities sold under repurchase agreements

308

316

264

FHLB advances and other borrowings

5,741

2,205

2,312

Other liabilities

2,020

740

653

Total liabilities

108,172

50,662

47,711

Equity:

Shareholders' equity:

Preferred stock - no par value. Authorized 110 million shares at Mar 31, 2026 and 10 million shares at Dec 31, 2025 and Mar 31, 2025, respectively; 225,000 shares, liquidation preference $225 million, 22 million shares issued and outstanding at Mar 31, 2026, and 225,000 shares, liquidation preference $225 million, issued and outstanding at Dec 31, 2025 and Mar 31, 2025, respectively

781

217

217

Common stock - $1.00 par value. Authorized 360 million shares at Mar 31, 2026 and 180 million shares authorized at Dec 31, 2025 and Mar 31, 2025, respectively; issued and outstanding 151 million, 78 million and, 78 million, respectively

151

78

78

Additional paid-in capital

10,102

3,144

3,121

Accumulated other comprehensive income (loss), net

(225

)

(123

)

(166

)

Retained earnings

3,785

3,728

3,294

Total equity

14,594

7,044

6,543

Total liabilities and equity

$

122,766

$

57,706

$

54,254

Amounts may not total due to rounding prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

AVERAGE BALANCES, INTEREST, AND YIELDS/RATES

(Unaudited)

First Quarter 2026

First Quarter 2025

(dollars in millions)

Average Balance

Interest

Yield/

Rate

Average Balance

Interest

Yield/

Rate

Assets

Loans, net of deferred fees and costs (1)(2)

$

83,691

$

1,267

6.14

%

$

36,042

$

556

6.24

%

Tax-exempt securities (2)(3)

3,344

33

3.99

3,247

30

3.76

Taxable securities (3)

15,644

171

4.37

5,433

62

4.62

Interest-earning deposits with banks

5,224

47

3.67

2,645

29

4.43

Federal funds sold and securities purchased under resale agreements

148

2

6.08

58

2

11.35

Other earning assets (4)

666

8

4.28

255

3

5.06

Total interest earning assets

108,717

1,528

5.70

%

47,680

682

5.79

%

Goodwill

3,583

1,849

Core deposits and other intangible assets, net

1,079

21

Other assets (5)

7,868

2,976

Total assets

$

121,247

$

52,526

Liabilities and Equity

Interest-bearing liabilities:

Interest-bearing demand deposits

$

30,004

$

186

2.51

%

$

14,136

$

112

3.21

%

Money market accounts

33,390

214

2.59

15,541

118

3.08

Savings deposits

1,824

2

0.40

804

1

0.45

Time deposits

13,662

119

3.53

4,331

43

4.01

Federal funds purchased and securities sold under repurchase agreements

344

1

1.45

231

1

1.78

FHLB advances and other borrowings

4,723

59

5.08

2,305

29

5.16

Total interest-bearing liabilities

83,947

581

2.81

%

37,348

304

3.30

%

Non-interest-bearing demand deposits

20,289

8,207

Other liabilities

2,424

455

Total equity

14,587

6,516

Total liabilities and equity

$

121,247

$

52,526

Net interest income and net interest margin, taxable equivalent (2)(6)

$

947

3.53

%

$

378

3.21

%

Less: taxable-equivalent adjustment

14

13

Net interest income

$

933

$

365

(1) Average loans are shown net of unearned income. NPLs are included. Interest income includes fees as follows: First Quarter 2026 — $15.2 million, and First Quarter 2025 — $9.5 million.

(2) Reflects taxable-equivalent adjustments, using the statutory federal tax rate of 21%, in adjusting interest on tax-exempt loans and securities to a taxable-equivalent basis.

(3) Securities are included on an amortized cost basis with yield and net interest margin calculated accordingly.

(4) Includes loans held for sale, trading account assets, and FHLB and Federal Reserve Bank Stock.

(5) As a result of the merger, during the first quarter 2026, certain immaterial changes were made to integrate the presentation of the legacy banks' yield on investment securities, which included presenting average unrealized losses on investment securities available for sale of $(97.9) million as a component of other assets.

(6) The net interest margin is calculated by dividing annualized net interest income-taxable equivalent (TE) by average total interest earning assets.

Amounts may not total due to rounding

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

LOANS OUTSTANDING BY TYPE

(Unaudited)

(Dollars in millions)

Total Loans

Total Loans

Linked Quarter

Loan Type

March 31, 2026

December 31, 2025

% Change

Commercial, Financial, and Agricultural

$

34,151

$

16,549

106

%

Owner-Occupied

14,046

5,747

144

Total Commercial & Industrial

48,197

22,296

116

Multi-Family

7,073

3,433

106

Hotels

2,554

573

345

Office Buildings

2,759

1,176

135

Shopping Centers

3,356

1,307

157

Warehouses

3,101

2,087

49

Other Investment Property

2,045

919

123

Total Investment Properties

20,888

9,496

120

1-4 Family Construction

769

524

47

1-4 Family Investment Mortgage

1,166

761

53

Total 1-4 Family Properties

1,935

1,284

51

Commercial Development

293

175

68

Residential Development

377

273

38

Land Acquisition

268

128

109

Land and Development

937

576

63

Total Commercial Real Estate

23,760

11,357

109

Consumer Mortgages

8,234

3,456

138

Home Equity

3,157

1,374

130

Credit Cards

227

53

329

Other Consumer Loans

1,622

619

162

Total Consumer

13,240

5,501

141

Total

$

85,197

$

39,154

118

%

NON-PERFORMING LOANS COMPOSITION

(Unaudited)

(Dollars in millions)

Total

Non-performing Loans

Total

Non-performing Loans

Linked Quarter

Loan Type

March 31, 2026

December 31, 2025

% Change

Commercial, Financial, and Agricultural

$

174

$

49

256

%

Owner-Occupied

74

6

nm

Total Commercial & Industrial

247

54

355

Multi-Family

35

34

2

Office Buildings

34

4

810

Shopping Centers

2

nm

Other Investment Property

50

10

412

Total Investment Properties

121

48

152

1-4 Family Construction

1

nm

1-4 Family Investment Mortgage

4

2

138

Total 1-4 Family Properties

5

2

139

Land and Development

nm

Total Commercial Real Estate

126

50

152

Consumer Mortgages

61

23

169

Home Equity

18

6

208

Other Consumer Loans

7

nm

Total Consumer

85

29

195

Total

$

459

$

133

244

%

nm - not meaningful

Amounts may not total due to rounding and percentage changes are calculated using unrounded amounts and may differ from calculations based on rounded figures.

Prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CREDIT QUALITY DATA

(Unaudited)

(Dollars in millions)

2026

2025

First Quarter

First

Fourth

First

'26 vs '25

Quarter

Quarter

Quarter

% Change

Non-performing Loans (NPLs)

$

459

133

171

168

%

Other Real Estate and Other Assets

32

8

4

nm

Non-performing Assets (NPAs)

491

141

175

181

Allowance for Loan Losses (ALL)

942

442

417

126

Reserve for Unfunded Commitments

72

16

12

500

Allowance for Credit Losses (ACL)

1,014

458

430

136

Net Charge-Offs - Quarter

49

27

14

Net Charge-Offs - YTD

49

77

14

Net Charge-Offs / Average Loans - Quarter (1)

0.23

%

0.28

0.16

Net Charge-Offs / Average Loans - YTD (1)

0.23

0.21

0.16

NPLs / Loans

0.54

0.34

0.47

NPAs / Loans, ORE and specific other assets

0.58

0.36

0.48

ACL/Loans

1.19

1.17

1.19

ALL/Loans

1.11

1.13

1.16

ACL/NPLs

221.03

343.19

250.59

ALL/NPLs

205.21

331.09

243.32

Past Due Loans over 90 days and Still Accruing

$

8

3

4

100

As a Percentage of Loans Outstanding

0.01

%

0.01

0.01

Total Past Due Loans and Still Accruing

$

117

57

52

125

As a Percentage of Loans Outstanding

0.14

%

0.14

0.14

(1) Ratio is annualized.

Amounts may not total due to rounding and percentage changes are calculated using unrounded amounts and may differ from calculations based on rounded figures.

SELECTED CAPITAL INFORMATION (1)

(Unaudited)

(Dollars in millions)

March 31,

2026

December 31,

2025

Common Equity Tier 1 Capital Ratio

9.83

%

10.88

Tier 1 Capital Ratio

10.62

11.34

Total Risk-Based Capital Ratio

12.34

12.97

Tier 1 Leverage Ratio

8.93

9.57

Total Shareholders' Equity as a Percentage of Total Assets

11.89

12.21

Tangible Common Equity Ratio (2)

7.82

8.86

Book Value Per Common Share (3)

$

91.42

87.90

Tangible Book Value Per Common Share (4)

61.18

63.71

(1) Current quarter regulatory capital information is preliminary.

(2) See "Non-GAAP Financial Measures" for applicable reconciliation.

(3) Book Value Per Common Share consists of Total Shareholders’ Equity less Preferred Stock divided by total common shares outstanding.

(4) Tangible Book Value Per Common Share consists of Total Shareholders’ Equity less Preferred Stock and less the carrying value of goodwill and other intangible assets divided by total common shares outstanding.

Non-GAAP Financial Measures

The measures entitled adjusted non-interest revenue, non-interest expense; adjusted revenue taxable equivalent (TE); adjusted tangible efficiency ratio; adjusted pre-provision net revenue (PPNR); adjusted return on average assets; adjusted net income available to common shareholders; adjusted diluted earnings per share; adjusted return on average common equity; return on average tangible common equity; adjusted return on average tangible common equity; tangible common equity ratio; and tangible book value per common share are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. The most comparable GAAP measures to these measures are total non-interest revenue; total non-interest expense; total revenue; efficiency ratio-TE; PPNR; return on average assets; net income available to common shareholders; diluted earnings per share; return on average common equity; the ratio of total shareholders' equity to total assets and book value per common share, respectively.

Management believes that these non-GAAP financial measures provide meaningful additional information about Pinnacle to assist management and investors in evaluating its operating results, financial strength, the performance of its business, and the strength of its capital position. However, these non-GAAP financial measures have inherent limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of operating results or capital position as reported under GAAP. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant items and other factors, and since they are not required to be uniformly applied, they may not be comparable to other similarly titled measures at other companies. Adjusted non-interest revenue and adjusted revenue (TE) are measures used by management to evaluate non-interest revenue exclusive of net investment securities gains (losses), fair value adjustments on non-qualified deferred compensation and other items not indicative of ongoing operations that could impact period-to-period comparisons. Adjusted non-interest expense and the adjusted tangible efficiency ratio are measures utilized by management to measure the success of expense management initiatives focused on reducing recurring controllable operating costs. Adjusted net income available to common shareholders, adjusted net income per common share, diluted, adjusted return on average assets and adjusted return on average common equity are measures used by management to evaluate operating results exclusive of items that are not indicative of ongoing operations and impact period-to-period comparisons. Adjusted PPNR is used by management to evaluate PPNR exclusive of items that management believes are not indicative of ongoing operations and impact period-to-period comparisons. Return on average tangible common equity and adjusted return on average tangible common equity are measures used by management to compare Pinnacle's performance with other financial institutions because it calculates the return available to common shareholders without the impact of intangible assets and their related amortization, thereby allowing management to evaluate the performance of the business consistently. The tangible common equity ratio is used by stakeholders to assess our capital position. Tangible book value per common share is used by stakeholders to assess our financial stability and value. The computations of these measures are set forth in the tables below.

Reconciliation of Non-GAAP Financial Measures

(dollars in millions)

1Q26

4Q25

1Q25

Adjusted non-interest revenue

Total non-interest revenue

$

284

$

133

$

97

Investment securities (gains) losses, net

(3

)

4

13

Fair value adjustment on non-qualified deferred compensation

1

Adjusted non-interest revenue

$

282

$

137

$

110

Adjusted non-interest expense

Total non-interest expense

$

952

$

301

$

275

Merger-related expense

(275

)

(13

)

FDIC Special Assessment

8

Valuation adjustment to Visa derivative

(1

)

Fair value adjustment on non-qualified deferred compensation

1

Adjusted non-interest expense

$

677

$

296

$

275

Reconciliation of Non-GAAP Financial Measures, continued

(dollars in millions)

1Q26

4Q25

1Q25

Adjusted revenue (TE) and tangible efficiency ratio

Adjusted non-interest expense

$

677

$

296

$

275

Amortization of intangibles

(48

)

(1

)

(1

)

Adjusted tangible non-interest expense

$

629

$

295

$

274

Net interest income

$

933

$

408

$

365

Tax equivalent adjustment

14

17

13

Net interest income (TE)

947

425

378

Net interest income

$

933

$

408

$

365

Total non-interest revenue

284

133

97

Total revenue

$

1,217

$

541

$

462

Tax equivalent adjustment

14

17

13

Total TE revenue

1,231

558

475

Investment securities losses (gains), net

(3

)

4

13

Fair value adjustment on non-qualified deferred compensation

1

Adjusted revenue (TE)

$

1,229

$

562

$

488

Efficiency ratio-TE (1)

77.4

%

54.0

%

58.0

%

Adjusted tangible efficiency ratio (1)

51.3

52.3

56.2

Adjusted pre-provision net revenue

Net interest income

$

933

$

408

$

365

Total non-interest revenue

284

133

97

Total non-interest expense

(952

)

(301

)

(275

)

Pre-provision net revenue (PPNR)

$

265

$

240

$

187

Adjusted revenue (TE)

$

1,229

$

562

$

488

Adjusted non-interest expense

(677

)

(296

)

(275

)

Adjusted PPNR

$

551

$

267

$

212

(1) Amounts have been calculated using whole dollar values.

Amounts may not total due to rounding

Reconciliation of Non-GAAP Financial Measures, continued

(In millions, except per share data)

1Q26

4Q25

1Q25

Adjusted return on average assets (annualized)

Net income

$

150

$

170

$

140

Valuation adjustment to Visa derivative

1

Investment securities losses (gains), net

(3

)

4

13

Merger-related expense (1)

275

13

FDIC Special Assessment

(8

)

Tax effect of adjustments (2)

(45

)

(2

)

(3

)

Adjusted net income

$

378

$

177

$

150

Net income annualized (3)

$

606

$

674

$

569

Adjusted net income annualized (3)

$

1,531

$

704

$

607

Total average assets

$

121,247

$

56,706

$

52,526

Return on average assets (annualized) (3)

0.50

%

1.19

%

1.08

%

Adjusted return on average assets (annualized) (3)

1.26

1.24

1.16

Adjusted net income available to common shareholders and adjusted diluted earnings per share

Net income available to common shareholders

$

135

$

166

$

136

Valuation adjustment to Visa derivative

1

Investment securities losses (gains), net

(3

)

4

13

Merger-related expense (1)

275

13

FDIC Special Assessment

(8

)

Tax effect of adjustments (2)

(45

)

(2

)

(3

)

Adjusted net income available to common shareholders

$

363

$

173

$

146

Weighted average common shares outstanding, diluted

151

78

77

Diluted earnings per share (3)

$

0.89

$

2.13

$

1.77

Adjusted diluted earnings per share (3)

2.39

2.24

1.90

(1) A portion of this item was non-taxable.

(2) A blended tax rate of 16.4% was applied for 2026 which takes into consideration the deductibility and non-deductibility of certain merger-related expense items for tax purposes. For 2025 an assumed marginal tax rate of 25% was applied.

(3) Amounts have been calculated using whole dollar values.

Amounts may not total due to rounding

Reconciliation of Non-GAAP Financial Measures, continued

(dollars in millions)

1Q26

4Q25

1Q25

Adjusted return on average common equity, return on average tangible common equity, and adjusted return on average tangible common equity (annualized)

Net income available to common shareholders

$

135

$

166

$

136

Valuation adjustment to Visa derivative

1

Investment securities losses (gains), net

(3

)

4

13

Merger-related expense (1)

275

13

FDIC Special Assessment

(8

)

Tax effect of adjustments (2)

(45

)

(2

)

(3

)

Adjusted net income available to common shareholders

$

363

$

173

$

146

Adjusted net income available to common shareholders annualized (3)

$

1,471

$

689

$

591

Amortization of intangibles, tax effected, annualized (2)(3)

147

4

4

Adjusted net income available to common shareholders excluding amortization of intangibles annualized (3)

$

1,618

$

693

$

595

Net income available to common shareholders annualized (3)

$

546

$

659

$

553

Amortization of intangibles, tax effected, annualized (2)(3)

147

4

4

Net income available to common shareholders excluding amortization of intangibles annualized (3)

$

693

$

663

$

557

Total average shareholders' equity less preferred stock

$

13,805

$

6,750

$

6,299

Average goodwill

(3,583

)

(1,849

)

(1,849

)

Average other intangible assets, net

(1,079

)

(24

)

(21

)

Total average tangible shareholders' equity less preferred stock

$

9,144

$

4,877

$

4,429

Return on average common equity (annualized) (3)

3.96

%

9.76

%

8.80

%

Adjusted return on average common equity (annualized) (3)

10.65

10.20

9.40

Return on average tangible common equity (annualized) (3)

7.58

13.59

12.61

Adjusted return on average tangible common equity (annualized) (3)

17.69

14.19

13.47

(1) A portion of this item was non-taxable.

(2) A blended tax rate of 16.4% was applied for 2026 which takes into consideration the deductibility and non-deductibility of certain merger-related expense items for tax purposes, with the exception of amortization of intangibles which applied an assumed 24% marginal rate. For 2025 an assumed marginal tax rate of 25% was applied.

(3) Amounts have been calculated using whole dollar values.

Amounts may not total due to rounding

(dollars in millions)

March 31, 2026

December 31, 2025

March 31, 2025

Tangible common equity ratio

Total assets

$

122,766

$

57,706

$

54,254

Goodwill

(3,478

)

(1,849

)

(1,849

)

Core deposits and other intangible assets, net

(1,091

)

(30

)

(20

)

Tangible assets

$

118,196

$

55,827

$

52,385

Total shareholders’ equity

$

14,594

$

7,044

$

6,543

Goodwill

(3,478

)

(1,849

)

(1,849

)

Core deposits and other intangible assets, net

(1,091

)

(30

)

(20

)

Preferred Stock, no par value

(781

)

(217

)

(217

)

Tangible common equity

$

9,244

$

4,948

$

4,457

Total shareholders’ equity to total assets ratio (1)

11.89

%

12.21

%

12.06

%

Tangible common equity ratio (1)

7.82

8.86

8.51

Tangible common equity

$

9,244

$

4,948

$

4,457

Common shares outstanding

151

78

78

Book value per common share (1)

$

91.42

87.90

81.57

Tangible book value per common share (1)

$

61.18

$

63.71

$

57.47

(1) Amounts have been calculated using whole dollar values.

Amounts may not total due to rounding