Northwest Bancshares, Inc. Stock

Thank you for standing by. My name is [Carla], and I will be your conference operator today. At this time, I would like to welcome everyone to the Northwest Bancshares, Inc. Q2 2026 Earnings Call. [Operator Instructions]

I'd now like to turn the conference over to Michael Perry, Northwest Managing Director of Corporate Development and Strategy and Investor Relations. You may begin.

Good morning, everyone, and thank you, operator. Welcome to Northwest Bancshares Second Quarter 2026 Earnings Call.

Joining me today are Lou Torchio, President and CEO of Northwest Bancshares; Doug Schosser, our Chief Financial Officer; and T.K. Creal, our Chief Credit Officer.

During this call, we will refer to information included in the supplemental second quarter 2026 earnings presentation, which is available on our Investor Relations website. If you'd like to read our forward-looking and other related disclosures, you can find them on Slide 2.

Thank you. And now I'll hand it over to Lou.

Good morning, everyone. Thank you for joining us today to discuss our second quarter 2026 results.

I'll let Doug take you through the details of our second quarter performance in a moment. But first, I want to reflect on several important milestones, including record net income and how they have contributed to our achievements and momentum in the second quarter, positioning us well for continued growth in 2026.

We recently passed the 1-year anniversary of the closing of the Penns Woods acquisition, which has been a very successful accretive transaction for us. And on a static basis, we have achieved the full tangible book value earn-back within 1 year and expect to achieve the full earn-back on a crossover basis by the end of 2026, significantly ahead of our expectations when we announced the transaction.

This quarter, we achieved our fourth consecutive quarter of improvement in both our net interest margin and adjusted efficiency ratio, evidence of the growing momentum and continuing transformation at Northwest.

Also, tomorrow, we have the official grand opening of our first de novo financial center in Columbus. This is the first of our 4 new financial centers that we plan to open in Columbus this year with more to follow in 2027. We are excited about the growth opportunities that our expansion will bring to our headquarters market.

On a personal note, with more than 3 decades in the banking industry, I can say with confidence that our new financial center takes the customer experience to a completely different level. It is aesthetically striking and brings to life the hospitality-led approach [indiscernible] and his team have embedded across our consumer bank.

Now turning to Slide 4. You can see some of the financial highlights of the second quarter of 2026. We delivered $54 million in net income for the second quarter, a record in the company's history, resulting in more than 59% year-over-year growth in net income.

Also, other than the second quarter of 2021, when we divested our insurance business for a large gain, we delivered diluted earnings per share of $0.36 in the second quarter, which is also a record for the bank. Momentum in our C&I business continued with $148 million of average C&I loan growth in the second quarter, representing 32% year-over-year growth.

We continue to grow our nationwide business verticals in a very disciplined manner. And collectively, they now represent approximately 27% of our commercial lending portfolio. We are pleased with the performance of these verticals, which are led by experienced and highly networked industry leaders.

In addition, we continue to focus on investing in and growing our in-market regional and middle market commercial lending business. We are also growing our SBA lending business, both locally and nationally, including several key new hires this year with significant industry experience to further build on our momentum from earning a spot among the top 50 originators in the U.S. by volume in 2025.

We recorded net interest margin of 375 basis points in the second quarter of 2026, benefiting from our deposit franchise, which continues to be one of Northwest's core strengths. We achieved our fourth consecutive quarter of lower deposit costs, one of the best-in-class among our peers.

Our record net income in the second quarter of 2026 drove strong returns with an ROAA of 1.27% and ROTCE of 14.9% and an adjusted ROAA of 1.28% and adjusted ROTCE of 15.03%. We achieved these results while continuing to invest in talent, technology and new financial centers to support our future growth. I'm very pleased with our results, and I'm proud of the team for their continued commitment to driving strong core performance across the bank.

As I highlighted earlier, we continue to execute on our plans to transform the consumer bank, including our financial center network. In addition, we recently announced the hiring of our new Chief Information Officer and 3 new hires into leadership roles in our consumer bank to strengthen how we engage customers across our network, digital platforms and product lines.

And in the second quarter of 2026, we delivered on our commitment to our shareholders, returning more than half of our profits through a quarterly dividend of $0.20 per share. This is the 127th consecutive quarter in which the company has paid a cash dividend.

Also, I'm pleased to announce that Northwest was recently recognized as one of Time's America's Best Companies for 2026. None of this would be possible without the hard work and dedication of our 2,200 associates. I am proud to lead this team. As we look ahead for the rest of 2026, we continue to focus on organic growth initiatives, further optimizing our financial performance, expanding our financial center network, serving our core customers and communities.

With that, I'll turn it over to Doug to review our second quarter results in more detail. Doug?

Thank you, Lou, and good morning, everyone.

As Lou indicated, we are very pleased with our strong financial performance in the second quarter. This is the product of all the efforts of our entire team working together to deliver these results, and I want to thank them for their tireless efforts.

Now let's continue on Slide 5 of the earnings presentation, where I'll walk you through the highlights of Northwest's financial results for the second quarter. Our GAAP EPS for the quarter was $0.36 per share. And on an adjusted basis, our EPS was $0.37 per share, an improvement on the prior quarter of $0.02 per share on both a GAAP basis and an adjusted basis, driven by growth in average earning assets, accrued fee income and a decrease in our cost of deposits.

Total revenue was $181.2 million for the second quarter, which represented a 3.5% increase quarter-over-quarter and a 20.5% increase year-over-year. Also, we are very pleased that we achieved significant positive operating leverage, 330 basis points quarter-over-quarter, and we maintained our focus on exercising tight expense discipline.

This also translated into an improvement in our adjusted efficiency ratio of 56.2%, which was a 158 basis point improvement quarter-over-quarter all of which created an improvement in our pretax pre-provision net revenue in the second quarter 2026, which increased to $77.3 million, an 8% increase from the first quarter of 2026 and a 31% increase year-over-year on an adjusted basis.

Turning to Slide 6. I'll spend a moment covering our loan balances. We achieved our third consecutive quarter of period-end loan growth in the second quarter with period-end loans increasing by $174 million to $13.2 billion, while our average loans grew $10 million.

Our performance this quarter was from organic loan growth in both our commercial and consumer businesses as we continue to experience runoff in our residential mortgage and legacy CRE portfolios. Our loan yield was relatively stable, decreasing by 1 basis point to 5.61% in the second quarter.

Our C&I loan growth continued with strong performance in many of our new verticals and in our other commercial loan portfolios. Average C&I loans increased $148 million or 5.6% quarter-over-quarter and $678 million or 32.2% year-over-year. Our recent CRE loan production levels have been strong, but continue to be offset by elevated levels of runoff in the CRE portfolio.

Our overall interest rate sensitivity position continues to remain slightly asset sensitive with continued growth in floating rate commercial loans. However, we feel we are appropriately positioned for the current and expected interest rate environment in 2026.

In addition, there is an opportunity to restructure our sub debt by extinguishing it within the next quarter as it already received a 20% regulatory capital haircut last September and will lose an additional 20% of its regulatory capital treatment this September. This action should add approximately 2 basis points to net interest margin going forward, and we would expect all of our regulatory capital ratios to remain strong and above well-capitalized levels.

Moving to Slide 7 and our deposit balances, which continue to be a source of strength and stability, our average total deposits grew by $87 million quarter-over-quarter, partially benefiting from growth in money market and savings accounts and deepening customer relationships. Our granular diversified deposit book has an average balance of $19,800 with customer deposits consisting of over 716,000 accounts with an average tenure of more than 12.5 years.

For the third consecutive quarter, our cost of deposits declined, down 5 basis points to 1.43%, a product of our proactive management of the overall portfolio. 34% of the CD portfolio matured in the second quarter of 2026 at a weighted average rate of 340 basis points. New volumes, which are coming on with rates in the low 3% are driving an overall decline in CD costs, supporting an overall decline in deposit costs.

On Slide 8, we show our fourth consecutive quarter of net interest margin improvement with net interest margin increasing 5 basis points to 3.75% in the second quarter of 2026, benefiting from increased investment security yields and a further improvement in funding costs.

Turning to our securities portfolio on Slide 9. New security purchases in the quarter were consistent with the current composition of the portfolio and continue to strengthen an already strong source of liquidity. Our portfolio yield continues to increase as new security purchases came on at higher yields than the runoff portfolio. 24% of this portfolio is held to maturity to protect tangible common equity.

Turning to Slide 10. Our noninterest income increased $1.6 million quarter-over-quarter, driven by growth in our wealth management business, resulting in an increase in trust and financial services income. Noninterest income increased $3.3 million or 10.6% year-over-year, benefiting from an increase in trust and other financial services income and an increase in service charges and fees.

Regarding noninterest expenses detailed on Slide 11. We achieved our fourth consecutive quarter of improvement in our adjusted efficiency ratio, which was 56.2% in the second quarter of 2026, continuing our expense management focus over the last year.

Overall expenses, excluding merger and restructuring expenses remained relatively flat, benefiting from a decrease in non-personnel expenses, including a $3.2 million decrease in FDIC insurance premium.

FDIC insurance premium expense in the second quarter was lower due to a prior period assessment rate change driven by the amendment of prior period call reports. On a year-over-year basis, expenses in the second quarter of 2026 were higher, but the year ago quarter did not include the acquired Penns Woods operations.

On Slide 12, you'll see our overall ACL coverage was relatively flat at 1.13% in the second quarter 2026, down 2 basis points from the first quarter. Our quarterly annualized net charge-offs of 15 basis points were below the low end of our full year guidance. Our NPAs remained mostly flat this quarter. And while our classified loans did increase this quarter, we have no expectation that the increase would result in higher overall charge-offs.

Turning to credit quality on Slide 13. Our credit risk metrics remain within internal expectations given the impact of the loans we acquired. Our total delinquency declined from 1.30% to 0.90% quarter-over-quarter, primarily as a result of the 30-day month effect on the mortgage portfolio and payoffs in the health care portfolio. Our 90-day plus delinquencies increased from 34 basis points to 49 basis points quarter-over-quarter, while NPAs were flat at 70 basis points of average loans in the quarter.

Taking a deeper dive into the breakdown of our credit quality on Slide 14. In the second quarter of 2026, we experienced an increase in classified loans as a percentage of total loans and on an absolute basis, which was attributable partly to the continued migration of acquired loans to our credit administration standards and downgrades in the health care book. As we've discussed on earlier calls, our strategy with respect to classified loans has continue to work them down over time.

Finally, on Slide 15, we'd like to provide a current full year outlook for 2026, specifically. For loan and deposit growth, our outlook remains unchanged. For revenue, we would expect to be in the middle of our stated range. For net interest margin, we expect to be in the 373 to 375 basis points range, assuming that the Fed funds rate is unchanged.

For noninterest income, we expect to be at the high end of our range. For noninterest expense, we expect to be in the middle of our range. And for net charge-offs, based on current economic conditions, we expect to be in the low to middle of our range. We expect the tax rate to drift up to 24% based on stronger earnings. We remain very confident about Northwest's business and are excited about our prospects for the rest of the year.

Now I will turn the call over to the operator, who will open up the lines for a live Q&A session.

[Operator Instructions] Our first question comes from the line of Daniel Tamayo with Raymond James.

Maybe starting on the deposit book. So we saw a little bit of a decline this quarter, and you mentioned where the new rates are coming on. And obviously, you got some loan growth coming in the back half of the year.

Just curious how you're seeing deposit growth expectations in the back half of the year. I see the guidance for the low single digit, but like as the loan-to-deposit ratio moves up a little bit, where is the comfort rate there? And how do you kind of think the -- that could impact deposit pricing? Kind of a lot there, but just looking into deposits.

Yes, happy to answer the question, Danny. Thank you. So the first thing I would point out is when you're looking at spot balances rate, very volatile metric given a lot of different things that can happen at the end of the last day of the month. We look at more critically sort of average deposits, which were up 0.6% for the quarter, $87 million.

With a defect the decline in spot balances a little bit between 331 and 630 we'd have been down -- we would have been up for customer deposits and our brokered CDs would have been slightly down. And that was an intentional shift where we took advantage of some lower funding costs on the FHLB desk than we had in our broker deposit book.

So again, if you exclude that, balances would actually have been up $19 million from customer deposits and the only decline really was in brokered CDs. So, we continue to look favorably on the rest of the year. That guidance was thoughtfully contrived to make sure that we got to that 2% rate.

The other thing I would say is we have more activity that we expect in the last half of the year as we continue to open our branches in the Columbus market, which is a very high-growth market.

Okay. And then I guess maybe on the expense guide. So, you said middle of the range, that implies a pretty big step-up in the back half of the year. Just curious how we should be thinking about besides the rebound in the FDIC premiums where the drivers of that expense increase are and if that run rate is kind of my numbers are shaking out around $109 million, correct me if I'm wrong, but it seems like that maybe takes the exit rate a little bit higher than we were thinking before.

Yes. I would tell you, if you just adjust for the FDIC benefit that we got in the quarter, you would get to like $107 million. So, I would say anywhere in that $107 million to $109 million range is fine. We were thinking more in the $108 million as a continued sustainable level. We continue to look at opportunities to optimize expenses.

But as we said, we're investing in the business. We're going to have costs coming online for branches and other things. And we're going to continue to want to look at kind of long-term growth opportunities, which is going to provide a little bit of upward pressure on those expenses. But for the full year, we still have every reason to believe that we're going to generate positive operating leverage year-over-year, reduce our efficiency ratio and continue to be able to invest for the future.

Okay. Sounds like you're making some investments for the future. That's great.

And the next question comes from the line of Jeff Rulis with D.A. Davidson.

On the loan side, just looking at -- it looks like period growth quite a bit above the quarterly average. Just looking at the timing of that. Does that suggest that came on fairly late in the quarter?

Yes. We had a really strong late push in the quarter. The other thing I would point out is commercial real estate in particular. I think a lot of people have commented on it, but we saw some higher levels of runoff in that book, again, a combination of construction loans that end up getting the perm financing off the book as well as some other of the borrowers that were -- that we've worked out like in some of the more classified asset areas contributed to that decline.

We feel really good about the pipelines going forward, and we feel really good about sort of the outlook. So again, with a little bit lower levels of runoff, particularly on CRE, everything else was shaking out pretty good, and we did start to see that production turnaround in the last half of the quarter.

Got it. And then I guess a question on the margin. If I think about the 3 legs of the stool, you've got pretty stable loan yields, nice deposit cost decline and increasing securities yields. So, you've got kind of a flattish sort of guide on the margin. I guess, on all 3 fronts, are you expecting those to moderate? I guess the loan yields are fairly flat, maybe those are coming in. But just the thought behind where margins sort of flatten out here given the guide.

Yes. As you would know, it's a very competitive environment out there, both on the loan side. There's a lot of competition looking for loan growth. There's also a lot of competition looking for deposit growth. So I think we're being a little bit realistic on what it's going to take for growth going forward in all those areas.

Obviously, when you're opening up new branches and you're attracting customers, you're doing that at relatively higher rates than you would on an existing book of business. So we benefit from the fact that we're a new entrant into the markets in Columbus, but yet those are still going to come on at relatively higher rates.

So I think what we're saying is there's a lot of moving parts. You should expect to see loan competition remain as it relates to rate because we're not really to compromise -- we're not really willing to compromise on structure. And then you should expect to see deposit competition continue to be strong. We also, in the opening comments suggested that we still have some opportunities on the liability side as it relates to our sub debt.

So again, to your point, we are pulling all the levers to manage the margin, but we are also suggesting that 3.73% to 3.75% as sort of an exit is realistic, and that is above where we started kind of in the low 3.70s if people were thinking 3.71%, 3.72% I want to provide a little bit of clarity that we like the 3.75%, and we think that there's some opportunity to continue to support at those levels as we move forward.

Okay. And just a follow-on, just the securities yield side. That's of the 3 things, that's the one that maybe you could continue to see some incremental progress on that, at least in the short run.

For sure. As those older vintages run off, we are able to put them on at current market rates, which are materially higher. It's just the portfolio overall only has so many cash flowing items in any given quarter, but we are able to invest those at higher rates, and we've been able to pull that up consistently quarter-over-quarter, and we continue to expect that.

And the next question comes from the line of Brian Foran from Truist.

Just 2 follow-on questions on the guidance slide on Page 15. So with the NIM a little higher and fees a little higher, but revenue still at the middle of the range, is there something that is a little lower that's balancing those 2 out? Or is it putting too fine a point on it because things round $1 million, et cetera.

Just trying to see, was there something balancing out the upgrade to NIM and fees? Or is it just reading too fine a point into it to say the revenue is still in the middle of the range?

No, I think you're right on where revenue is going to be in the middle of the range. I think we're also making sure from an overall earnings standpoint that people look at the expenses and don't get -- don't hold us into that $103 million, $104 million range that we had in the first 2 quarters that we would expect some upward pressure there.

But again, right now, if we continue to have reasonable loan growth and a little bit more costly deposits going forward and a little bit of pressure on the loan yield side, again, not pressure relative to what's rolling on, but just kind of keeping it consistent with where we're at, you're going to end up in the middle of that revenue range.

And then I hate to ask about the tax rate, but because it did change, is 24% kind of what you would best guess as we fill out models in the future? Could it drift higher to '25? Just any best guess of like tax rate into the end of this year and '27?

Yes. I mean it's drifting -- we're not all that upset it's drifting higher because it's drifting higher for the right reasons, which is we have better earnings. So yes, we tried to just clarify that as we earn more, that tax rate is going to be impacted as well. But that 24% -- that approximate 24% should be a good number for you guys to use.

If I could sneak in one last one. Did you give an update or can you on just the growth from the specialty national industry verticals, kind of where they stand now and maybe which ones are kind of having the most success in the current environment, both on growth and pricing?

Yes. I think they're all doing quite well. They're right where we would want them to be. I think in the opening comments, Lou suggested they're now making up about 27% of the C&I portfolio, which is up from where it was.

Again, they're well balanced. We're seeing success across all of those platforms. And as you would expect, since a number of them have been launched in the last couple of years, that growth isn't -- that growth should be expected as those sales forces come up to speed and we get our overall position in the market better, well known.

We also see benefits on the SBA side, of course, which doesn't really lead to balanced growth. but is supportive of the overall fee income-generating capability that we have. So I think we're generally pretty happy with all of those vertical performances, and we see that opportunity continuing in the future.

I don't know, Lou, if you have anything to add?

No, I would agree with Doug. I think the important thing to note is while the verticals are representing a larger percentage of our overall commercial book now. We remain disciplined. The growth is measured. We believe that our back office, our underwriting, our portfolio management in those areas is very sound, and we have experienced executives running those verticals. And so the pipelines going into the second half or going into the third quarter are a little above the second quarter. And so we would expect to continue to see that same growth.

And the next question comes from the line of David Bishop with Hovde Group.

I may have missed it, but update on share repurchase activity and remind me where we are in the authorization.

Yes. No, you didn't miss it. So the authorization still stands at the $50 million that we had approved, and we haven't become active in that yet. Again, I'd direct it back to our prepared comments where we talked about next on the list is to work through the sub debt that we have outstanding that continues to lose its capital treatment as we kind of get further out. And we believe that, that will return approximately 2 basis points in margin performance. So that's where we're focused on now.

Got it. And then a little bit of an increase in the substandard. It sounds like maybe in the nursing home category. Maybe just some color in terms of what drove that increase.

Yes. If you go to sort of the credit quality side, you will see some inflows on the some downgrades that were driving that about $146 million as disclosed on Slide 14. And again, we're still working through our new customers from our Penns Woods transaction.

And as they get more used to our credit standards and our expectations for documentation and other things, we tend to have a little bit more pressure on their credit grades. But we, again, continue to be happy with where our NPA performance has been overall charge-offs. Those aren't drifting upwards. So we continue to manage through that credit classified book from -- for the rest of the year.

And the next question comes from the line of Matthew Breese with Stephens.

I think I have what I need on the C&I growth outlook front. I guess what I was curious about, can you help me out with commercial real estate expectations, understanding payoffs can be volatile and it sounds like it's been a bit higher than expected. But just considering originations there, it sounds like you've turned them back on to a greater extent. What are your expectations on commercial real estate that category for the rest of the year?

This is Lou. It will be largely flat. We'll continue to see a little decline. We're rotating out of maybe what more traditionally we have done on the CRE. But we certainly have a focus. We've hired a number of new folks, and we'd like to mitigate that runoff, and we think we're making strides in that area. And so by the end of the year, we think we'll be in a position to where we won't see that continuous churn quarter-over-quarter.

We're looking at a number of different venues there, products and a different go-to-market strategy. So that business is sort of being retooled. And so we're very comfortable where it's at now. We -- one of the reasons why we like our positioning across the commercial and consumer bank is we have a lot of different levers. And so, we're able to continue our growth trajectory for the year, while we still see some runoff in that in the second half.

Got it. Okay. And then I'm sorry if I missed it, but what was the dollar amount tied to the national lines of business within C&I? What was that a year ago? And I'm curious if you've had any success kind of doing both sides of the balance sheet of national lines of the business, how are deposits going there?

Yes. So, we did point out that we had a $148 million increase in C&I loans, and you can assume that a very good portion of that comes from those national businesses. And yes, those tend to be pretty full relationships. So, we do have a commercial finance business, that one, you're going to have a little bit less cross-sell on that side.

But generally speaking, for things like franchise or sports or our sponsor group, you are seeing full relationships with deposits coming in and continued opportunities on the deposit side there. So again, pretty happy with the way those businesses are shaking out and very happy with the relationship -- the full relationships that we get on those specialty lines.

Got it. Okay. A couple more. Hope you don't mind. Do you have the period-end deposit costs? I know you kind of hinted at maybe higher cost on the come. But what were they at period end? And if you had to look at your crystal ball, should we be thinking about a couple of basis points a quarter in higher deposit costs? Is that the right way to kind of model it out?

It's really hard to project it, as you know, right? There's a lot of moving parts with the deposit book. We didn't -- I don't have off the top of my head what the period-end costs were. I'll tell you, though, as you continue to think about -- just think about the CD book.

So, with that being relatively short-term maturities, call it, 6 months, as those roll off, they were in a bit of a higher rate environment than the ones that are rolling on. But we still have -- sorry, they were at higher rates of ones that come on, but we're starting to lose that because now we've put a bunch of those on in the first quarter, those will be maturing. The rate has been pretty consistent quarter-over-quarter.

So I think you're more likely to lose sort of the opportunity for pricing for those kinds of wider pricing gaps and you're going to replace with a little bit more competitive in a slightly more competitive environment I think you saw pretty universally a lot of banks talk about more competitive deposit pricing. But we continue to think that it's going to be manageable.

And like I said, we're doing other things to continue to support the margin like thinking about the sub debt and other opportunities that we have in the event we would have a little bit more deposit cost pressure. I don't think it's going to be like dramatic.

Understood. Last one for me. Talk within fee income. Your trust and other financial services income picked up pretty strong this quarter, is up 9.6%. It just seems a little bit strong relative to market performance. And I was curious what happened there, if there's anything onetime, sustainability? Maybe talk about that line item a little bit.

Yes. We're really happy with how that business has been performing for us. I think on a long-term basis, we've got some very strong reps who work on our branches, supported by LTL. We also recently announced that we had hired a new wealth management leader. So, he continues to retool that business.

And then the other thing we benefit from, of course, is higher overall market valuations in the stock market. And then as we earn annual fees off of those, that book when it's bigger, we make more money there. So generally speaking, sort of pretty good performance across the board on all of those areas. And we continue to see some opportunity there. I think the next leg of the journey is going to be just how do we continue to fill out that business across all of our branches.

And the next question comes from the line of Emily Lee with KBW.

This is Emily stepping in for Tim Switzer. So, I was wondering, do you have any levers to maybe pull on the expense front if, say, loan growth doesn't come in as strong as expected? And maybe if you can talk about if you're planning on doing any other investments, maybe on the tech side, just puts and takes on the expense.

Yes. Like everybody, we have levers on the expense side that we can pull. There is a pretty decent chunk of variable compensation expense within there that if the loan growth didn't come through, there'd be some opportunity there. And then in general, there's always opportunities to sort of rebalance that.

So again, right now, we're not suggesting that we think that's going to be an issue with the loan growth guide that we gave. And then again, we always look for opportunities, having the opportunity to get a bit of a refund on some of our FDIC insurance premiums as an example. So, we'll continue to look for those items as well.

Great. And then you touched on SBA being supportive of fee income going forward, and you also mentioned trust. Are there any other fee income lines you want to point out that can maybe provide upside or downside to your expectations?

No. I mean those are the main ones. Obviously, as we get more consumers, we tend to see opportunities on the service charge side of the equation. So I mean, that's viable as well, but that's more a component of how many customers we have and sort of what level of activity they have out as they spend or think about kind of their banking relationship.

There's always some small gains that we have on our investments that are outside of what's managed in treasury. Again, we don't really know how those things are going to shake out. We don't really forecast them. We can't. So there's always a little bit of upside here and there, but I would say the vast majority is sort of on those businesses that we're trying to scale and grow like trust.

And the next question comes from the line of Manuel Navas with Piper Sandler.

In discussing your Columbus plans of 4 new branches this year, you said that there were further plans after that. Can you kind of just add some color on your plans for the market, if there's going to be more built out next year? And then any other regional focus areas as you look out towards 2027?

Yes. So we had always talked about having 5 Columbus branches that were going to be opened this year. We did update that to, say, 4 because one of our branches had some permitting issues that kind of dug construction out slightly longer. So that one we would expect to open in February. So that would get us to the 5 that we've always talked about.

We haven't really gotten into future plans. And quite honestly, 5 branches for a firm that hasn't been opening a lot of branches is a lot. So, we want to make sure that our strategies are successful, learn from the build of the 5 and then be able to apply that to any future growth that we'd have. But I would just comment that the Columbus market is an exceptionally strong market, and there is likely plenty of room to continue to think about opportunities within that market. But as of now, we haven't gone into any more details on what the future plans are.

And apologies if this was covered. You talked -- it seems like the capital deployment plans are first to handle the sub debt. But you're now a year past Penns Woods. What are you -- what would you consider deployment priorities after that? And where does M&A fit in?

Yes. So again, we really haven't changed our capital priorities, right? So, we -- key is supporting organic growth. So, we want to focus on that. And then we want to continue to maintain support for the dividend that we've already had, and everybody would expect to continue.

And then between the next 2 opportunities, M&A and other opportunities for share buybacks, I think we're realistic to say that, that environment is pretty volatile and it's hard to project. So, we've got a couple of levers there, and we'll pull them as related. But I'll let Lou comment on the M&A side of the equation.

Manuel, I would just say that from the M&A, we haven't really changed our perspective. We're always open for discussions and opportunities that fit our strategic plan, both from a geographical perspective and a strategy perspective. But we certainly are only going to enter into arrangements that are highly accretive, that have shareholder value and that we feel we can execute on.

I would just say that we have a very experienced team, senior leadership team as it relates to M&A. And we have updated our playbook. There were lessons learned in Penns Woods as well as that went and as we executed at a high level, we think there are always lessons learned. So, we're continuing to tool the organization to capitalize on opportunities as they come up.

Certainly, as you can tell, it helps fuel our future growth and gives us the opportunity to increase EPS and revenue. So we're -- but right now, we're focused as an organization on continuing to optimize our own financial performance, positive operating leverage, expense saves throughout the organization and driving core earnings and core growth, which is what last year after the acquisition, we told the market that we would do, and we're fulfilling that promise. So, we'll see how that goes.

Yes. And just to double-click on the M&A point, I would just say we're really excited. We mentioned it in the prepared comments that we have now reached a static payback in less than a year. So, we're 11 months outside of the close as of $6.30, and we are now at $9.88 tangible book value per share. We were $9.85 before we announced.

Lou also foreshadowed the fact that we would expect to get the crossover valuation probably by the end of the fourth quarter. So again, both those would been in a year or slightly over a year versus the 2.9-year payback period we stated upfront. So, we're very happy with the way that transaction went and feel good about our capabilities there.

Yes. I was going to bring that up, too. The payback is faster than expected. What are some of the lessons you've learned though? It's -- you brought that up, but I just kind of wanted to -- in light of that kind of successful book value return, what are some things you've learned from this transaction?

Yes. Maybe I'll start, and I'll let Lou back clean up on that one. I mean I think the first thing is being very disciplined in the target and the pricing of the transaction is pretty important, right? So, I think finding the right cultural fit and then being able to do the deal with reasonable levels of cost mean a lot.

And then I think it's all about how you move into these markets and appropriately remove costs from the old organization and then make sure that you're keeping connected with the customers of that organization and transitioning. So, there's always opportunities to do a better job there. And I think we have our fair share of learnings from that. But generally speaking, I think we liked the way the rest of the deal progressed. Lou?

Yes, I would just add, Manuel, my experience, I've been with a number of firms, and we've done a lot of M&A. And I think the one thing to keep top of mind when you're going into the deal is not to destroy value that you just paid for, right? So, we were very intentional. We spent a lot of time in the market with the employees. We spent a lot of time with the customers.

And so, I think that you've got to make sure that you can properly integrate when you are able to obtain the cost saves. And so, we were very laser-focused on maintaining value, and now we are well into the stage of how do we build on the marketplace that we just acquired. So how do we layer our products and services and personnel in so that we can provide future growth, both in the retail and commercial bank.

So, there was a lot of good work done. I think that one of the lessons learned was that in the new environment is speed and data and information and communication are going to be key. And so we're very happy with the way Penns Woods ended up.

And the next question comes from the line of Daniel Cardenas with Brean Capital.

So, most of my questions have been asked and answered. Just one question on reserve levels. So given the continued change in your loan portfolio to more commercial like in nature, how likely is it that we could see some buildup in reserve levels on a go-forward basis, especially given the charge-off history that's been fairly well behaved.

Yes. I mean, again, there's a lot that goes into those reserve calculations, not the least of which is sort of the outward look on the economy and sort of future levels of reserves are going to have a lot to do with sort of where those numbers come in, and that is a very difficult thing to forecast.

So right now, I would say things look pretty good. Things have been pretty stable. We've gotten through a number of shocks, right, whether it was tariffs early on or whether it was the conflicts overseas. So we continue to just sort of be patient and wait for all those things. But generally speaking, I think we feel pretty comfortable with our overall levels of reserves and pretty comfortable with the guidance that we provided on sort of net charge-offs for the year, but it is a very tricky thing to get too far out on.

And we do have a follow-up question coming from Brian Foran with Truist.

Just one last one on credit. Just the charge-offs required to get to the low to middle end of the range in the back half, I think, are kind of in the $10 million a quarter range. When you think about the step-up versus the $5 million a quarter recently, I'm just wondering, is it like you can't run rate $5 million a quarter forever, one loan could double that? Or is it something you're seeing like with the classifieds ticking up? Or how much of that is reversion to the mean general conservatism? And how much of that is line of sight on maybe some resolutions you have in the pipeline?

Yes. So I would say it's definitely a bit of both, but it's reversion to the mean mostly, right? We can't continue to run at those levels of charge-offs forever. We're still working through some credits.

We obviously know what our NPAs are right now, and we can see the resolution of some of those. And we just want to make sure that we're being very square with everybody around where the charge-offs could be in the back half of the year, but we also wanted to provide some guidance that we don't expect to see them at the top end of that range, but somewhere operating in the middle part to lower part of that, we think, is reasonable at this point.

And I'm showing no further questions at this time. I would like to hand it back to the CEO, Lou Torchio, for closing remarks.

Thank you. On behalf of the entire leadership team and the Board of Directors, thank you for joining our call this morning. I'm excited about our momentum in 2026 as we are well positioned to continue to optimize our financial performance and to capitalize on opportunities to drive profitable core growth. I look forward to speaking to you on our third quarter earnings call in the fall. Thank you.

Thank you. Ladies and gentlemen, this concludes today's conference call. Thank you all for joining. You may now disconnect.

Hello, and thank you for standing by. My name is Bella, and I will be your conference operator today. At this time, I would like to welcome everyone to Northwest Bancshares, Inc. Q1 2026 Earnings Call. [Operator Instructions]I would now like to turn the conference over to Michael Perry, Northwest Managing Director of Corporate Development Strategy and Investor Relations. You may begin.

Good morning, everyone, and thank you, operator. Welcome to Northwest Bancshares' First Quarter 2026 Earnings Call. Joining me today are Lou Torchio, President and CEO of Northwest Bancshares; Doug Schosser, our Chief Financial Officer; and T.K. Creal, our Chief Credit Officer. During this call, we will refer to information included in the supplemental first quarter 2026 earnings presentation, which is available on our Investor Relations website. If you'd like to read our forward-looking and other related disclosures, you can find them on Slide 2. Thank you. And now I'll hand it over to Lou.

Good morning, everyone. Thank you for joining us today to discuss our first quarter 2026 results. I'll let Doug take you through the specifics of our first quarter performance. But first, I want to reflect on the growing momentum and continuing transformation at Northwest and how our achievements in the first quarter have positioned us for continued growth in 2026. On Slide 4, you can see some of the financial highlights of the first quarter 2026. We delivered $51 million in net income for the first quarter, a record in the company's history, resulting in more than 16% year-over-year net income growth. Momentum in our C&I business continued with $191 million of average C&I loan growth in the first quarter, representing a 28% year-over-year growth.

We have continued to grow our nationwide business verticals in a disciplined manner. The first of these was launched in 2023, and collectively, they now represent approximately 23% of our commercial lending portfolio. These verticals are led by experienced and highly networked industry leaders, giving us a strong point of distinction in these specialty finance areas. We continue to focus on growing our SBA lending business, both locally and nationally in 2026, building on our momentum from earning a spot among the top 50 originators in the U.S. by volume in 2025.

We recorded a net interest margin of 370 basis points in the first quarter of 2026, benefiting from our deposit franchise, which is one of Northwest's core strength. We achieved our third consecutive quarter of lower deposit costs, one of the best-in-class among our peers. Our ongoing expense management discipline allowed us to achieve another quarter of improved performance with our efficiency ratio at 59.4% and our adjusted efficiency ratio of 57.8% for the quarter. And we have now fully recognized all the expense benefits from our recent acquisition. Our record net income in the first quarter of 2026 drove strong returns with an ROAA of 1.22% and ROTCE of 14.6%.

In addition, with all the recent headlines surrounding credit, I wanted to highlight that we saw our nonperforming assets and overall delinquencies decline this quarter, and we recorded a lower annualized net charge-off ratio of 16 basis points for the quarter, which is below the low end of our full year guidance. We achieved these results while continuing to invest in talent, technology and new financial centers to support our future growth. I'm pleased with our results, and I'm proud of the team for driving a strong core performance across the bank. As we've highlighted on previous calls, we continue to execute on our plans to transform the consumer bank. With the opening of our first new financial center since 2018 in the Indianapolis MSA last year, we debuted our new financial center design focused on customer hospitality. And we're continuing to build out our presence in our Columbus headquarters market with five new financial centers now under development and due to open later this year in key locations.

We expect to open the first of these by the time we have our next earnings call in July. And in the first quarter of 2026, we delivered on our commitment to our shareholders, returning more than half of our profits through a quarterly dividend of $0.20 per share. This is the 126th consecutive quarter in which the company has paid a cash dividend. Looking ahead for the rest of 2026, we continue to focus on delivering organic growth and strong financial performance, expanding our financial center network, serving our core customers and communities and delivering growth across our consumer and commercial lines of business. With that, I'll turn it over to Doug to review our first quarter results in more detail. Doug?

Thank you, Lou, and good morning, everyone. As Lou indicated, we're pleased with our financial performance in the first quarter. This is the product of the efforts of our entire team working tirelessly to deliver these results, and I am grateful to the team for their efforts. Now let's continue on Slide 5 of the earnings presentation, where I'll walk you through the highlights of NorthWest's financial performance for the first quarter. Our GAAP EPS for the quarter was $0.34 per share. And on an adjusted basis, our EPS was $0.35 per share, an improvement on the prior quarter of $0.31 per share and $0.33 per share, respectively, primarily driven by expense management discipline and a decrease in our overall provision for credit losses.

Net interest income grew $300,000 or 0.2% quarter-over-quarter with net interest margin improving to 370 basis points, benefiting from an increased securities portfolio yield and a decrease in our cost of deposits. On a year-over-year basis, net interest income improved 11.5% -- noninterest income decreased by $5.2 million quarter-over-quarter, driven by a higher BOLI benefit recorded in the fourth quarter of 2025. On a year-over-year basis, noninterest income improved 14.9%. Total revenue was $175.1 million for the first quarter, which represented a slight decline quarter-over-quarter due to a higher BOLI benefit recognized in the fourth quarter of 2025, but represented a 12.1% increase year-over-year.

However, I would also point out that we achieved significant positive operating leverage of 560 basis points quarter-over-quarter in the first quarter of 2026 as we maintained our focus on exercising tight expense discipline and saw the last of our Penns Woods acquisition expense savings materialize. This also translated into an improvement in our adjusted efficiency ratio of 57.8% which was a 170 basis point improvement quarter-over-quarter, all of which created an improvement in our pretax pre-provision net revenue in the first quarter of 2026, which increased to $71.7 million, a 1.5% increase from fourth quarter 2025 and a 9.3% increase year-over-year on an adjusted basis. Turning to Slide 6. I'll spend a moment covering our loan balances.

Average loans grew $102 million quarter-over-quarter, benefiting from organic loan growth in both our commercial and consumer businesses as we continue to experience runoff in our residential mortgage and legacy CRE portfolios. We achieved our second consecutive quarter of period-end loan growth in the first quarter with period-end loans increasing by $49 million to $13.1 billion, laying a strong foundation for continued growth in 2026. Our loan yield decreased to 5.62% or 3 basis points in the first quarter as we saw the impact of the December 2025 rate cut become fully priced into our loan portfolio. Our C&I loan growth continued with strong performance in several of our new verticals and in our other commercial loan portfolios. Average C&I loans increased $191 million or 7.8% quarter-over-quarter and $579 million or 28.2% year-over-year.

Our overall interest rate sensitivity position remains slightly asset sensitive with continued growth in floating rate commercial loans. However, we feel we are appropriately positioned for the current and expected interest rate environment in 2026 based on what we know now. Moving to Slide 7 and our deposit balances, which continue to be a source of strength and stability.

Our average total deposits grew by $276 million quarter-over-quarter, partially benefiting from continued focus on commercial growth and deepening consumer relationships. Our granular diversified deposit book has an average balance of more than $19,500 with customer deposits consisting of over 719,000 accounts with an average tenure of more than 12 years. Our cost of deposits decreased 5 basis points to 1.48%, a product of our proactive management of the overall portfolio. As an example, 43% of our CD portfolio matured in the first quarter of 2026 at a weighted average rate of 3.60%. New volumes came on at a weighted average rate of 3.12%, supporting an overall decline in deposit costs. On Slide 8, we show net interest margin increased 1 basis point to 370 basis points in the first quarter of 2026, with purchase accounting accretion net impact equating to 7 basis points. Turning to our securities portfolio on Slide 9.

New security purchases in the quarter were consistent with the current composition of the portfolio and continue to strengthen an already strong source of liquidity. Our portfolio yield continues to increase as new securities purchased came on at a higher yield than the runoff portfolio, resulting in a yield increase of 4 basis points to 3.15% in the quarter. 26% of this portfolio is in held to maturity to protect tangible common equity. Turning to Slide 10. Our noninterest income decreased $5.2 million quarter-over-quarter, driven by a decrease in bank-owned life insurance income due to a higher BOLI benefit in the fourth quarter of 2025. Noninterest income increased $4.2 million year-over-year, benefiting from an increase in service charges and fees and a gain on equity method investments. Regarding noninterest expense, as detailed on Slide 11, as previously referenced, the adjusted efficiency ratio was 57.8% in the first quarter of 2026, representing our third consecutive quarter of improvement, continuing the expense management focus over the last year.

Overall expense, excluding merger and restructuring expenses, was lower quarter-over-quarter due to the lower compensation and benefits expenses driven by the completion of and recognition of all the cost and benefits of the Penns Woods acquisition, combined with more normalized performance-based incentive compensation expenses. On a year-over-year basis, expenses in the first quarter of 2026 were higher, but the year ago quarter did not include the acquired Penns Woods operations. On Slide 12, you'll see our overall ACL coverage remained flat at 1.15% in the first quarter of 2026, driven by lower net charge-offs in the current period. Our quarterly annualized net charge-offs of 16 basis points were below the low end of our full year guidance. Our NPAs declined this quarter, while our classified loans did increase this quarter, we have no expectation that the increase would result in higher overall charge-offs. Turning to credit quality on Slide 13.

Our credit risk metrics remain within internal expectations given the impacts of loans that we acquired. Our total delinquency declined from 1.50% to 1.30% quarter-over-quarter, primarily as a result of the planned runoff in the CRE criticized portfolio. Our 90-day plus delinquency declined from 51 basis points to 34 basis points quarter-over-quarter and NPAs decreased by $16.5 million quarter-over-quarter to 70 basis points of average loans and is only slightly above the levels of Q1 2025, mostly due to the payoff of a long-term health care facility. Taking a deeper dive in the breakdown of our credit quality on Slide 14. In the first quarter of 2026, we did experience an increase in classified loans as a percentage of total loans and on an absolute basis, which was attributed partially to two C&I borrowers. As we've discussed on earlier calls, our strategy with respect to classified loans is to continue to work with our borrowers and preserve our market relationships.

In addition, as we highlighted in the earnings release, the Board of Directors reviewed our share repurchase program, and we now operate with a buyback authorization of up to $50 million. This action, when combined with the renewal of our shelf registration is simply some additional and appropriate capital management. Our capital priorities remain unchanged. And finally, on Slide 15, we are maintaining our previous outlook for the full year 2026. We continue to be confident about Northwest's business, and we're excited about the prospects for the year ahead. Now I'll turn the call over to the operator, who will open up the lines for a live Q&A session.

[Operator's Instructions]Your first question comes from the line of Daniel Tamayo with Raymond James.

Maybe starting on the balance sheet growth on the loan side. Just kind of walk us through the expectation, I guess, for the pay-down side. Maybe if you can talk a little bit about what was driving those in the first quarter and thoughts on kind of the pace of slowing of the paydowns going forward and how that balances against origination activity in the commercial book?

Yes, Danny, thanks for the question. So again, first quarter, we're continuing to, as you know, as we've talked about in prior calls, work through our criticized classified asset book. So there's always going to be a little bit of downward pressure as a result of payoffs there. Additionally, there was some additional payoffs in CRE. I would just point back to a few years ago, we stopped originating a lot of construction commercial construction loans, those are now slowly moving into the permanent market. So we continue to have a little bit there, and we're not necessarily back into that space in a significant way. So some of those dynamics are going to continue in the book.

One of the reasons we are reiterating and keeping our guidance consistent is we do believe there's some opportunity around a slowing mortgage -- residential mortgage loan payoffs that can help. And we continue to see good pipelines in all of the commercial verticals and commercial businesses. So generally speaking, we're pretty comfortable with the forward look on low to mid-single-digit loan growth for the year.

Great. That's helpful. And maybe kind of related, you talked about -- and it was a good quarter from a credit perspective in terms of NPAs coming down and the net charge-off activity was lower. You touched on the increase in the criticized and classified. I think you made a comment that you're not expecting any higher net charge-offs from that. Maybe just comment on why that would be if there's anything specific about the inflows that gives you confidence they won't come through?

No. I mean, again, we're constantly reevaluating the internal ratings on our loan portfolio. In addition to that, obviously, if we thought that there was loss content, they would have to migrate into the lower levels of charge-offs. So we just, as we sit here today, don't see that as a high probability. And we continue to work with our borrowers kind of through the cycle so that we try to make sure we can preserve those market relationships and also help them work their credits out in a positive way, both for the borrower and for the bank. So there was nothing in that in that increase that gave us a lot of pause.

Your next question comes from the line of Jeff Rulis with D.A. Davidson.

I wanted to check in on -- I appreciate the outlook on the loan growth side. I think you covered that well, kind of a below to mid-single digit sounds optimistic to be on the high side of that. I guess the -- on the securities purchases in the quarter, added quite a bit there. And I guess, checking in on more of an earning asset sort of growth pace. Do you feel like you've still got appetite to where maybe earning asset growth outpaces loan growth? Are you still interested in building that side of the balance sheet?

No, you're seeing a couple of dynamics that are rolling through that book. So one of them is we did talk about last quarter growing the overall size of the book because we were a little bit low relative to peers, but that wasn't meaningful growth. We also are taking advantage of sort of what we think the rate market is going to do. So in the beginning of the quarter, when we thought rates were likely to go through a couple of cuts, we thought that we would go out and make some opportunistic purchases for paydowns that were known to be occurring in the second quarter. and later in the first quarter. So you'd see the book grow a little bit from that, but then we just aren't going to reinvest new cash flows when they come off. They've already been sort of reinvested. So it's just more of a little bit more precise tactical position that we're taking in treasury as opposed to anything where we are materially changing the composition of the balance sheet.

Got it. So maybe a little lumpier this quarter, but if you smooth out for the year, pretty balanced percentages.

Correct. We'll probably continue to take advantage of some prefunding if we see those cash flows and we see opportunities to get out in the market, but we're not anticipating growth in the overall percent of that portfolio as a percent of earning assets.

Okay. And staying on the line of kind of consistent loan growth where you're at and given the charge-off outlook that you've outlined, is all things being equal, the reserve level at 1.15%, is that kind of a -- the provision came in this quarter, but trying to think about -- do you think you manage reserves look roughly near that level? Is that the expectation?

Yes. I mean they came in a couple of hundred thousand. I mean they weren't a material change. And at the moment, we're pretty comfortable with the 1.15% coverage. So again, -- it's all about CECL models and economics that come out in the future. But assuming all of that is stable, you would see our reserves be a component, both obviously, of charge-offs and then loan growth. So to the extent that we have some loan growth, we would have some more reserving to do. But again, keeping that overall kind of 1.15%-ish is probably pretty likely.

Great. And one quick last one. You kind of touched on this with the capital discussion towards the end of the prepared remarks. With the buyback, I assume that's just a widening of tools to use. It didn't -- that's not an indication that the M&A outlook is any more dour or disappointed in opportunities there. I guess the question being, if you want to touch on M&A opportunities, if that any indication there?

Yes. Let me -- I'll answer the buyback and then Lou will take the M&A piece. So we had an authorization before. It was 2012. It was pretty stale. We thought it was good corporate practice and good governance to get out and ask the Board to reauthorize and then to share that with the Street. It really should be looked at just as another tool in the capital management toolbox, much like the shelf registration one. So no change in capital priorities as a result of that move. I'll turn it to Lou on the M&A side.

Sure. Yes. So as we sort of messaged in our commentary earlier on the call, what we're most pleased with is the core growth, really clean quarter. And our focus throughout '26 is going to be just that, continuing to execute post acquisitions, continuing to scale our businesses, continuing to improve our financial returns, ROA, ROTCE and as you might imagine, I would just say, anecdotally, given all the uncertainty in the marketplace, macro, oil war, interest rates, Fed share, it just seems that the -- certainly, the whisper around M&A has slowed. That would be my sort of anecdotal answer around that. Notwithstanding, we are laser-focused on core organic back-to-back quarter results. And so that's sort of where we'll be focused throughout '26.

Your next question comes from the line of Tim Switzer with KBW. Mr. Switzer, your line might be on mute.

My first question is on deposit competition. There's been some reports that certain markets have been a little bit more competitive than others recently, particularly as it now looks like the Fed isn't lowering rates until later this year, if at all. Could you guys maybe talk about what you're seeing in your markets, if any are more competitive than others or like if different deposit categories are a little bit more intense?

We continue to see a very strong competitive set for deposits. It's been that way for a while. We don't necessarily see that changing. And we have some other things that are happening around branch openings and other things for our deposits where certain markets will be priced differently than other markets when you're in a heavy acquisition campaign versus maintenance. But again, we're not seeing a lot of let-up in deposit competition, and we continue to operate sort of with that as our mindset.

Got you. Okay. And then can you help us think about the expense trajectory over the course of the year? It seems like pretty good progress on the expense saves this quarter. Like where do you think we'd be sitting kind of at the end of this year heading into 2027?

Again, we are -- as we said on the comments, we're really happy that we got all the expense saves pretty much behind us now on the Penns Woods acquisition. So I wouldn't expect there to be sort of any opportunities to reduce expenses as a result of that activity any longer. And now it will just be sort of a consistent path of managing the expense growth. Obviously, with stronger levels of performance, there's going to be some stronger potential costs around incentives and other things for our producers, et cetera. But again, we haven't changed our guide. So we're slightly below an annualized level on the low end of that guidance, but we've given ourselves some room on the expense side. And again, we're going to continue to manage the positive operating leverage. So we won't -- we'll continue to keep the expense growth in line with the revenue growth. So those would be sort of the expense trajectory comments.

Your next question comes from the line of Brian Foran with Truist.

I think you mentioned the national commercial verticals are now 23% of loans, and you had a helpful slide in your mid-quarter deck, giving some breakdown on balances, growth and people. Maybe two related questions. One, what's the appetite? Is there an upper limit or a range where you're comfortable letting that get to in terms of a percentage of the total loan book? And then two, as you look in the year ahead, is there anywhere you flag either adding to the existing teams or any appetite to add additional verticals?

Yes. I'll start and I'll turn it over to Lou as well. So first question is, is there an upper limit? No, not necessarily, there's not an upper limit. I think we continue to take very a very prudent credit stance across all of those verticals. They are newer. They have not gone through cycles. So we're mindful of that. But you wouldn't necessarily see us in any specific like the growth is capped now for X, Y or Z. We're also looking at, in general, a balanced kind of commercial opportunity. So we would like to see some of the CRE paydowns clearly slow a bit. We have a new leader in that group. We're optimistic that, that is a business. We're still like 130% Tier 1 capital on CRE. So there's room there. So again, I think there's opportunities across the commercial spectrum. We don't have to rely so heavily on any one. But when there's opportunities, for us in those verticals to make smart strategic adds, we're willing to do so. Lou, I don't know if you...

Yes. I would just add, I mean, from my perspective, those national verticals give us some differentiation amongst our peers. It allows the diversification of risk. We've gone out and we've been able to procure industry experts. We're scaling them prudently, and we're watching the vintages, as you might imagine. To Doug's point, I think that we'd like more complementary growth in our core, which is markets in the 4 states that we operate in, in lower middle market and even business banking. And so we are focused there. We would like to mitigate some of the CRE runoff with a focus there as well, mostly on light industrial away from construction multifamily. And so we really like our position right now.

We're seeing good growth. But we -- given the uncertainty in the economy, we certainly are maintaining hurdle rates from a yield perspective and certainly prudent underwriting. So we're -- we think it's -- we think those are complementary businesses. I don't think that we would ever be in a position where those were the primary drivers and overtake portfolio balances. So really couldn't be more pleased with what we've been able to do with those. And I know we've been messaging to you guys over the last few years. And so we're now -- from a pipeline standpoint, if you look at the year ago pipeline, we're in a much better position, and it's a large part as a result of scaling those verticals.

That's really helpful. On the commercial real estate, I appreciate the color. I think you mentioned things like construction lending slowing a few years ago, so that's now refinancing away. I guess is competition getting to a point where there's any just kind of pricing or structures you're seeing in the market where you're having to pass on deals? How big a factor is just kind of feeling like everyone's back in commercial real estate?

I mean there's certainly competition out there. I think we've been able to still find spaces where we can be relevant to our customers and still maintain good pricing and good structures. If we ever got to the point where we felt that was differently, we would probably have to kind of reevaluate whether we were doing the deals. But right now, we haven't had that be a binding constraint for us. But that is not to suggest that it's not extremely competitive out there. Everybody's got out there loan growth that's not dissimilar from ours. And I think you didn't see a lot of loan growth come in the first quarter. But no, we're not seeing structure give right now. There might be a little bit of give on pricing here and there. But again, for well-structured deals for the right customers, we get full relationships, that's just part of the game.

Your next question comes from the line of Navas Manuel.

The net charge-off performance was really strong. Is there potential for a lower guidance eventually? And the guidance was already below your long-term net charge-off rate. Could you kind of be looking at a maybe lower long-term rate?

So the long-term rates were kind of through the cycle to accommodate the common economic transitions and all of that. So no, I don't think we're changing the long-term projections because those were always designed to be through the cycle. We are really happy with the 16 basis points we had this quarter. It's way too early, I think, to pull back on the guide that we gave, which is why we didn't change it. We'll be checking in a couple more times this year every quarter. So if we get to that point, we'll certainly talk about it. But there's still a lot of things that can, as you know, go wrong with the loan portfolio. So I think keeping that guidance out there makes sense. Again, we had a pretty wide range. So right now, we're definitely thinking it's probably towards the lower side of the range, but we're not pulling out the range just yet.

Okay. Shifting over to the NIM near term. Can you talk about kind of the moving parts to it? Where do you kind of see loan yields from here? What's kind of new pricing coming at? And then can deposit costs decline more? I know you're bringing down CDs at maturity, but you had some nice declines in other account pricing. So I'm just kind of wondering, without a Fed rate cut, can funding costs keep coming down and kind of where could you see that push down. So if you could help out with those couple of questions in there.

Yes. So first, on the asset yield side, right, without a rate cut, we feel pretty good that we can kind of maintain that. There's always a -- there's a push and pull, right? So we had loans that were originated now that are coming to be paid off at a higher rate environment than we have today. So that's going to be a pressure. But what we're seeing right now is the loans that are coming on are still priced a few basis points better than the loans that are coming off on average. So there's a little bit of opportunity there, especially with rates being unchanged. Similarly, on the deposits, we've been originating deposits now in a lower rate environment. So and shorter-term CDs at that. So you are going to have less opportunity as it relates to as that book rolls.

There's still opportunity, but it's not going to be as big as it's been. So again, that's kind of why we said that we would expect to have pretty stable margin performance in the low 370s. Because you got all those dynamics and then you have competition as well. So there's not a lot that's going to drive the margin different from this point forward. We're working very hard to maintain that margin that we have right now, and it's just going to become sort of more of a grind, I would say. So you're not going to see big costs in it one way or the other. Does that answer your question? I think it addresses what you're looking for.

I think it does. I just want to kind of follow up. You do have some new branches opening. You talked about maybe pricing being a little different in different geographies. Do you have room -- you have planned or room in your NIM guide to kind of win market share in those new branches?

Yes. We do. Again, they're all going to be opening throughout the course of the year. So the good thing is what happens in them is still going to be a relatively small percentage of the total, and there is room in there to make that work. So we'll continue to focus on it. But you definitely see different pricing by market. And certainly, when you're opening five branches in one market, you're going to expect to see marketing that goes along with that as well as acquisition pricing on that portfolio.

I appreciate that. Can you speak to a little bit where you could have eventual fee synergies from the Penns Woods acquisition kind of places where perhaps as you get the C&I loan growth, you can shift to generating more fees from that customer base. Can you just speak to that trajectory on the fee side?

Yes, I'll have some comments and Lou might come in also on that. But we're certainly excited about the prospect for growing our wealth business. We've made some investments there. We've added a new Head of Wealth, and we still have opportunities around there, particularly when we make acquisitions like Penns Woods, you'd be going into markets that didn't have that kind of opportunity that weren't leveraging that opportunity. And as commercial continues to grow and we get the opportunity to make connections with our wealth team and our commercial lending teams as there are liquidity events that occur in the life of those business owners, we'd like to be there to provide the opportunity to manage those. So that's an opportunity for us. And when I say wealth, too, let's not confuse that with -- we know we're not going to compete against the big wealth shops, but we have a nice spectrum of opportunities from brokerage platforms all the way up to and including trust. So we've got the full gamut. We're excited about sort of those opportunities going forward. And then the last thing I would comment on the fee trajectory side is we have done a nice job with SBA and SBA continues to be an opportunity as well. You have some fee generation capacity over there that I think we still have some room to run. Lou if you have anything.

Yes, I would concur with both of those. Those were on my list. In addition to that, we're able to offer a more robust commercial offering in the market, obviously, just from a size standpoint and products and services around the commercial bank. And so layering those offerings into the marketplace also will be advantageous for us. Reminding everyone that the Penns Woods acquisition was a little lower risk for us. That's a marketplace we're in. We understand, we know and fit nicely into our footprint. So just reiterating our focus there on transition, execution. We spent a lot of time in the market, and we think that we can even do better. And so we'll continue to spend time in the market with all of our products and services. But I think wealth, I think SBA and I think the commercial offering. And then obviously, from a more commodity like product, we feel like our mortgage banking and home equity offerings are pretty robust as well. And so we really like the forward-looking opportunities from the lending side in the marketplace, notwithstanding they aren't Columbus.

To your earlier point, we think there is significant opportunity and scale in market here where we are headquartered, where all of our executives can also go to market in conjunction with the retail branch offering. And we've kind of been out in front of the branch openings with hiring personnel across the commercial bank, small business, wealth, mortgage. So we're well into -- we don't have the branches open, but we're well into the market to support the branches in the coming months.

I appreciate that. A quick small modeling question. the BOLI run rate has been kind of jumping around. Is this quarter the right run rate? Or is it -- should it kind of reset even lower? What's kind of the right fee run rate there?

It's a little tricky question to answer given what drives BOLI. I think you're closer to the normal run rate for now. But even within that number, what we have $400,000 of benefit. So not materially different from where you're at on the core level, but it does pop around a little bit.

Your next question comes from the line of Daniel Cardenas with Brean Capital.

Just most of my questions have been asked and answered. Just maybe if you could give me a little bit of additional color on the increase in the classifieds. If I wrote it down correctly, I think you said two C&I credits accounted for that jump. Maybe some color as to what industries were they in? And is that indicative of maybe some bigger trends.

Yes. I think if you go to Slide 14, we offered a little bit of color on that. Again, nothing -- no one vertical, no one area, no one concentration that would give us concern about a portfolio or a book, still somewhat isolated in their incidences. But again, from a rating standpoint, as new financials come in and other things, there's going to be migrations in and out. But again, there was nothing that gave us a significant level of concern around emerging losses in future periods as a result of some of those changes.

Next question comes from the line of Kyle Gierman with Hovde Group.

This is Kyle on for Dave Bishop. I saw you guys had a nice uptick in C&I loans this quarter. I was wondering what verticals contributed to the most of that and then the outlook for new segments into 2026?

Yes. We don't really get that granular on what drives our loan growth. So we'll kind of take a pass on a specific answer there, although you do continue to see good momentum across our national verticals, which we're really happy about. And I would say that we haven't talked about right now nor do we have any intentions so we'd be adding new verticals in at the moment. So nothing new sort of on that front on how we go to market.

Last question comes from the line of Matthew Breese with Stephens Inc.

I'm sorry if this is a repeat or I'm forcing you to repeat yourselves. But the message on commercial real estate growth for the remainder of the year, I heard you on prepays and paydowns. Is the expectation that we start to see some stabilization in that portfolio or even growth? Or should we expect continued, albeit more moderate declines from here?

Yes. I don't know that we lean into growth necessarily. I think we are definitely focused on stabilization. And again, we've got some new leadership in that space, definitely working through a lot of the prior pressure from construction loans that are refinancing to perm, et cetera, that are coming off the book. So we are really focused on getting that to be more stable. And then we'll look to -- in future periods, we might offer guidance when it would turn around. But again, we have room in that space. We are relatively low on an overall concentration from a CRE perspective. And we know that, that's certainly a product in our markets that makes sense. So let's focus on stabilization for now.

Got it. Okay. And then I was hoping you could tell us a little bit about the pipeline on C&I loans. What is the yield on that? How are spreads holding up? And I'd love to hear a little bit more about whether there are notable differences C&I-wise between kind of local end market C&I lending spread-wise versus the national verticals?

Yes. So again, without getting into tons of detail that we don't normally discuss, I would say that the overall sort of composition of the pipeline from a spread perspective would be consistent with that, which has been going on the book. So not seeing notably massive levels of change. Obviously, within one of our verticals, you have SBA. Clearly, the spreads there are going to be higher with the risk profile of those accounts. But we're pretty comfortable with the overall sort of opportunity to continue to drive a similar level of loan spreads and/or yields on the book, what's in the pipeline versus where we've been. But again, it's going to vary.

I would say the in-market deals, generally speaking, can get competitive because you've got different players. And by different players, you've got lots of smaller in-market banks that might know those customers or have relationships that would create some pricing pressure on them. So those are always going to be a little bit more tricky, but those national verticals, particularly with some of those credits, you're getting a much more market kind of perspective on rates and spreads.

And I would just add that not all verticals created equal. Some of them have a broader opportunity for relationship for deposits, for fees and some are more transactional asset based. And certainly, while the yields in market, as Doug alluded to, it's competitive in the 4 states that we're in, a lot of large banks, a lot of small banks. While those yields might be a little skinnier, keep in mind just for the intrinsic value of the firm, the cross-sell opportunities, we're focused on growing that book because of -- we understand the market, the relationship to customers, and we really think that it's important to integrate multiple products per customer. And so we'll continue to focus on that. So both important to our strategy, but we certainly are highly focused in market right now to make sure that we're capturing at least our share.

That concludes our Q&A session. I will now turn the call back over to Lou Torchio, CEO, for closing remarks.

Thank you. On behalf of the entire leadership team and the Board of Directors, thank you for joining our call this morning. I'm excited about our momentum in 2026 as we are well positioned to capitalize on opportunities to drive profitable core growth. I look forward to speaking to you on our second quarter earnings call in the summer.

Ladies and gentlemen, that concludes today's call. Thank you all for joining. You may now disconnect. Everyone, have a great day.

Thank you for standing by. My name is Carolyn, and I will be your conference operator today. At this time, I would like to welcome everyone to the Northwest Bancshares Fourth Quarter 2025 Earnings Call. [Operator Instructions]

I would now like to turn the call over to Michael Perry, Managing Director, Corporate Development and Strategy and Investor Relations. Please go ahead.

Good morning, everyone, and thank you, operator. Welcome to Northwest Bancshares Fourth Quarter 2025 Earnings Call. Joining me today are Lou Torchio, President and CEO of Northwest Bancshares; Doug Schosser, our Chief Financial Officer; and T.K. Creal, our Chief Credit Officer.

During this call, we will refer to information included in the supplemental fourth quarter and full year 2025 earnings presentation which is available on our Investor Relations website. If you'd like to read our forward-looking and other related disclosures, you can find them on Slide 2. Thank you.

And now I'll hand it over to Lou.

Good morning, everyone. Thank you for joining us today to discuss our fourth quarter and 2025 full year results. I'll let Doug take you through the specifics of our strong fourth quarter performance. I would like to take a step back and reflect on a transformational year for Northwest and how our achievements position us for continued growth in 2026.

On Slide 4, you can see some of the financial highlights of 2025. We closed on a significant acquisition, drove record revenue of $655 million for the full year and continue to expand the firm's net interest margin. Coupled with our demonstrated expense management discipline due to the closing and integration of our sizable acquisition, we drove double-digit EPS growth, all while investing in the talent, technology and new financial centers and products to support our future growth prospects.

One of the high points of the year was the acquisition and successful integration of Penns Woods, bringing us into the ranks of the Top 100 banks in the U.S. by assets. As well as adding 20 financial centers to our existing Pennsylvania footprint, we welcome new team members and thousands of new customers to Northwest. I'm proud of the team for its successful execution of a seamless integration at scale while maintaining our distinct Northwest culture and driving a strong core performance across the bank.

We continue to transform our consumer bank moving from branch consolidation to expansion, opening our first new financial center since 2018 in the Indianapolis, Indiana MSA featuring our new design focused on customer hospitality. We're building out our presence in our Columbus headquarters market with new financial centers now under development and due to open later this year in key locations across the city. We've already added several new team members with strong local and business community ties to focus on building momentum in advance of opening our doors. We remain focused on excellence as an outstanding full-service neighborhood bank providing a highly personalized service.

I'm proud to share that we have just been recognized by Newsweek for the third consecutive year, as 1 of America's best regional banks. We continue to strengthen and diversify our commercial banking business with C&I momentum of 26% year-over-year average loan growth. In 2025, we introduced a new franchise finance vertical, rounding out our nationwide business verticals, each with experienced and well-connected industry leaders giving us a strong point of distinction in the specialty finance area.

We also materially grew our SBA lending activity in 2025, earning the spot among the top 50 originators in the U.S. And at the year-end, we closed on a significant funding for our Columbus-based business as we grow our SBA business both locally and nationally.

Our bank is reliant on outstanding talent for its success. Over the past 18 months, we've made significant investments in executive and regional leadership, hiring accomplished executives across consumer and commercial banking, wealth management, legal and finance from numerous other respective financial institutions. We have a highly experienced leadership team in place that's equipped to drive ongoing transformation and growth across our business.

In 2025, we delivered on our commitment to our shareholders, returning more than half of our profits through a quarterly dividend of $0.20 per share. This is the 125th consecutive quarter in which the company has paid a cash dividend.

Looking ahead, I'm confident in our trajectory. For 2026, we are providing full year guidance for another record year. Doug will provide all the details on our outlook.

Finally, as we have previously discussed, we have also significantly reduced our level of classified assets. 2025 was a fast pace and productive year. We've laid the foundation for a year of organic growth in 2026 as we maintain our focus on optimizing our operations, expanding our financial center network and delivering growth across our consumer and commercial lines of business.

With that, I'll turn it over to Doug to review fourth quarter results and provide more detail on our 2026 outlook.

Thank you, Lou, and good morning, everyone. As Lou indicated, we are pleased with our financial performance. We delivered a strong fourth quarter, and we successfully completed all remaining merger conversion activities on time and on budget. This is the product of all the efforts of our entire team working tirelessly to deliver these results while also ensuring that our merger and conversion activities went smoothly. I am grateful to the team for their efforts.

Now let's continue on Page 5 of the earnings presentation, where I'll walk you through the highlights of Northwest financial results for the fourth quarter. As a reminder, we closed our merger on July 25. As such, this is our first full quarter of reporting of a combined entity. Given the overall size of this transaction, our fully completed conversion and opportunities as a combined organization, we don't intend to disaggregate results now or in the future.

Our GAAP EPS for the quarter was $0.31 per share, and on an adjusted basis, our EPS was $0.33 per share an improvement on the prior quarter of $0.29 per share and $0.04 per share, respectively, driven by record revenue, net interest margin improvement and expense management discipline. Net interest income grew $6.2 million or 4.6% quarter-over-quarter with net interest margin improving to 3.69%, benefiting from higher average loan yields increased average earning assets from the acquisition and purchase accounting accretion.

Noninterest income increased by $5.5 million or 17% quarter-over-quarter, driven by an increase in bank-owned life insurance income due to higher debt benefit recorded in the fourth quarter supporting a total revenue increase of $11.8 million quarter-over-quarter or 7%. We also saw improvement in our pretax pre-provision net revenue in the fourth quarter 2025 which increased to $66.4 million, a 92% increase from the third quarter 2025 on a GAAP basis and was $70.6 million, a 7% improvement from third quarter 2025 on an adjusted basis. Our adjusted efficiency ratio of 59.5% in the fourth quarter improved by 10 basis points quarter-over-quarter and 9 basis points year-over-year as we continue to exercise tight expense discipline.

Turning to Page 6, I'll spend a moment covering our loan balances. Average loans grew $414 million quarter-over-quarter, benefiting from a full quarter impact from the acquired balance sheet and organic loan growth. More importantly, end-of-period loans grew by $66 million in the fourth quarter, ending the year at $13 billion, laying a strong foundation for 2026 continued growth. Our loan yield increased to 5.65% in the fourth quarter of 2025, growing by 2 basis points quarter-over-quarter, and our average commercial loans increased $162 million or 7.1% quarter-over-quarter and $509 million or 26% year-over-year.

Moving to Page 7 and our deposit balances, which continue to be a source of strength and stability. Average total deposits grew by $475 million quarter-over-quarter, benefiting from the acquired balance sheet and organic growth. Our granular diversified deposit book as an average balance of $19,000 with customer deposits consisting of over 723,000 accounts with an average tenure of 12 years.

Customer nonbrokered average deposits increased $507 million quarter-over-quarter, while broker deposits decreased $32 million quarter-over-quarter. Our cost of deposits decreased 2 basis points to 1.53%, a product of our proactive management of the overall portfolio and benefit of late year rate cuts in 2025. 43% of our CD portfolio matures within the first quarter of 2026 at a weighted average rate of 3.6%, with new volumes at anticipated lower rates, this should drive an overall decline in CD costs. Although our overall interest rate sensitivity position remains fairly neutral, our balance sheet has become slightly more asset sensitive with the continued growth in floating rate commercial loans.

Turning to net interest margin on Page 8. Net interest margin increased 4 basis points to 3.69% in the fourth quarter of 2025 with purchase accounting accretions net impact equating to 4 basis points.

Turning to our securities portfolio on Page 9. We purchased $363 million of securities during the quarter, consistent with our existing portfolio risk metrics. This did not meaningfully change the portfolio's weighted average life, which remains at 4.9 years. Our new purchases were consistent with the current composition of the portfolio as we continue to strengthen an already strong source of liquidity. Our portfolio yield continues to increase as new security purchases, come on at higher yields than the runoff portfolio. Yields increased 29 basis points to 3.11% in the quarter. 29% of the portfolio is held to maturity to protect tangible common equity.

Turning to Page 10. Our noninterest income increased $5.6 million quarter-over-quarter, driven by an increase in bank-owned life insurance income due to higher debt benefit income in the quarter. Noninterest income decreased $2.3 million year-over-year. However, the prior year quarter included a gain on sale of Visa B shares and a gain on low income housing tax credit investment that did not recur in 2025.

Turning to Page 11. The overall expense, excluding merger and restructuring expenses was higher quarter-over-quarter, and year-over-year as fourth quarter 2025 included a full quarter of the acquired Penns Woods operations. Compensation and benefits increased in the fourth quarter of 2025 was driven by a full quarter of employees from the Penns Woods acquisition, combined with increased performance-based incentive compensation based on our strong financial performance in 2025. Additionally, adjusted efficiency ratio was 59.5% in the fourth quarter 2025 continuing the improvement in expense management over the last year.

On Page 12, you'll see overall ACL coverage at 1.15% is down from the third quarter of 2025, driven by net charge-offs in the current period which on an annualized basis were 40 basis points, as was guided and are elevated as a result of $9.2 million charge-off of the student housing loan. This loan was originated more than 10 years ago, has been in workout for several years prior to it being fully resolved this quarter. As a reminder, we have no meaningful concentration in student housing in our portfolio today, our 2025 net charge-offs of 25 basis points we're at the bottom end of a full year guidance of 25 to 35 basis points.

Turning to credit quality on Page 13. Our credit risk metrics are within internal expectations given the impact of the loans we acquired from the acquisition. Our total delinquency increased from 1.10% to 1.50% quarter-over-quarter, primarily as a result of mortgage loans in the 31-day month at quarter end. Our 90-day plus delinquencies declined from 0.64% to 0.51% quarter-over-quarter and NPAs decreased by $21 million for the third quarter.

Taking a deeper dive into the breakdown of our credit quality on Page 14, fourth quarter 2025 continued to see a decline in classified loans as a percentage of total loans and on an absolute basis, which was caused primarily by improvements within the CRE portfolio. As we discussed on earlier calls, we remain focused on reducing our classified loan balances.

Turning to Page 15. We are providing our full year outlook for 2026. We expect to see loan growth in 2026 in the low to mid-single digits and deposit growth in the low single digits. We expect revenues to be in the range of $710 million to $730 million and net interest margin in the low 370s. We anticipate noninterest income in the range of $125 million to $130 million and noninterest expense to be in the $420 million to $430 million range. We anticipate net charge-offs of between 20 to 27 basis points. We anticipate the tax rate to remain flat to 2025 rate at approximately 23%.

As we continue to grow in 2026, we will manage the business and drive positive operating leverage. As a reminder, we said last quarter, we had not fully recognized all of the cost savings from the merger. We are on track and expected to achieve 100% of the cost savings in the first quarter of 2026, which is ahead of schedule. That is fully reflected in our outlook.

I will turn the call over to the operator who will open up the lines for a live Q&A session.

[Operator Instructions] Your first question comes from Jeff Rulis with D.A. Davidson.

Just to follow on, Doug, I appreciate the commentary on the expenses and the cost saves. I guess, looking at the full year guide, call it, the midpoint at $425 million for expenses, I guess that's $106 million a quarter, I guess, if you just average. But typical seasonality and then if is Q1 maybe a little -- you start off a little heavier on that end. If you could just comment on any trend line with the expenses, that would be great.

Yes, happy to, Jeff, and thanks for the question. So a couple of things -- so yes, you're right. Seasonally, you will typically see some increases in expenses in the first quarter for like FICA resets and some other things. But I still think our overall guide, you're right in the way you think about it, right, if I've got the low end of the guide at about $105 million a quarter. We also would see increases typically in the second quarter for merit increases. So I think you're right to say that the first quarter might be a little bit elevated, but I would expect overall it not to be at the same level as we were at the fourth quarter.

Got you. And it seemed like -- is some of the performance based in Q4, a little onetime? I know that you've got the full quarter of Penns Woods, but is there a little bit of nonrecurring kind of performance year-end stuff in that figure?

Yes. Yes. As you true up all your incentive plans and production plans and other things in the year-end, you've got a little bit of a lift in the fourth quarter as well, correct.

Appreciate it. And one last one, just on the margin, similar kind of question. If the low 30 to 370 range. One, does that include accretion, assuming it does? And then two, kind of the rate assumptions underlying the...

Yes. So it does include sort of normal contractual purchase accounting accretion. So there would be some slight variation to that when you've got early pay downs or payoffs. So it's one thing to note. The other thing is we do have included in our guidance, 3 rate cuts internally. Now 1 of them was in January. We received a rate cut that we weren't expecting in December. So that effectively offsets it. So we would be thinking there's going to be 2 more rate cuts between here and the end of the year.

However, we are pretty neutrally positioned, drifting slightly asset sensitive, as I said in my remarks, but generally neutral. So our NIM guidance really is contingent on those 2 rate cuts, we would stick to that if there were only 1 rate cut or no rate cuts.

Your next question comes from Tim Switzer with KBW.

First one, a quick follow-up on the NIM and the purchase accounting. Can you clarify the overall net purchase accounting impact to NII this quarter? Because I think the slide deck referenced 4 basis points, but also $4 million. And my math on those don't quite add up to that. And then I guess just to clarify, is that also a good run rate going forward?

Yes, I'm not sure on the math piece. But yes, the $4 million and the 4 basis points was effectively what we were kind of going back and recalculating all of that, too. Again, I would say, generally speaking, we had pretty positive movements across the balance sheet, right? We did have a rate cut in there. So you had improvements in loan yields small, but they were there in the margin, you had improvement or you had lower deposit costs, and you also had improvements on the security portfolio. And then you had that 4 basis points impact from purchase accounting. But again, all of those underlying metrics were driving up. Income wise, of course, having a rate reduction in there sort of changes the income dynamic a little bit on the loan portfolio?

I get you. Okay. But is 4 basis points a good run rate for purchase accounting, obviously, dependent on prepayments and things like that?

Yes, probably. I mean, we would have had -- as we went through the fourth quarter, of course, we closed our merger in July, right? So by the time we got through the end, the first 2 quarters are a little bit bumpy because you're still kind of catching up on everything. But the guidance would fully incorporate those contractual purchase accounting. So I think if you kind of go with the low 370s guidance that were provided, that would be inclusive both of normal performance as well as the impact of purchase accounting. Again, it does not assume materially different levels of repayments.

Okay. Got it. And then I was looking for an update. You mentioned on the call, but on your SBA business, you mentioned about recently closing funding. Could you maybe provide a little bit more details there? And then what are your growth expectations for this business going forward? And how much of that volume will you be retaining on the balance sheet versus looking to sell?

Yes. Lou will answer some of that, and I'll give you some of that. First of all, one of the things that we had the opportunity to do is balance sheet a bit more of that because we had some opportunistic fee income as the [ BOLI ] proceeds come through, and we had the opportunity to not have to take as many SBA gains. We certainly did that within the quarter because obviously, those are very nice yielding loans, and we'd like to have them on our balance sheet.

And I think as we've talked about before, we do national originations in the SBA business, but for our in-footprint clients, we tend to want to keep them on the balance sheet. And the other thing that we'll tend to do is we'll manage a reasonable amount of growth in fee income from the SBA business as well as balance sheeting a reasonable portion of that business. I don't think we want to get into the cycle where we're booking all the gains on that constant treadmill. So as we continue to build out the SBA vertical, we're going to do both. We're going to balance sheet, and we're going to sell for gains as we kind of migrate through the process. And then again, we are really excited about the build-out of that team and the fact that we've now reached the top 40 in SBA volume -- top 40 originators type volume.

Yes, Tim, this is Lou. Just a follow-up on Doug's comments and your question. We really like the flexibility that this provides for us for commercial loan growth, spread income on the balance sheet with the flexibility and the lever to generate fee income. We are just now in the early innings of scaling this business. We've invested a lot in people a lot in the underwriting and due diligence and portfolio management around this. And our strategy really is to capitalize on quality business nationally but also and maybe more importantly, to focus on driving customers and customer retention in the footprint in the 4 states we operate in.

So we're going to layer this product, and we're looking at some other SBA products into our retail franchise. As we noted, we thought it was important to note in the call that the deal we did right here in Columbus. And so yes, we're really, really happy with the business. We'll be -- like we are with all these businesses, we'll scale them prudently. We're not in a hurry to get this top 10, so yes, really pleased with this. And most importantly, I think I'd like to drive the message that we've built the infrastructure to do this in a prudent manner.

Yes. Got it. I mean the strategy makes a lot of sense to me. You touched on it, if I could add one quick follow-up. There's been some disruption in the SBA space with the rising credit losses over the last few years and then some of the SOP changes over the summer. Where are you finding the talent you're hiring from? And how are you going forward, making sure that you guys are, as you mentioned, prudently running the business?

Yes. No, great question because it's very important, right? So as you know, we've kind of remade the executive suite here over the last couple of years and [ JD Marta ], who we formerly was GE TD Bank, Lending Club, when he came to the firm, he had contacts that he was able to bring. So we know the management we're bringing in. We know the performance level and and we understand what their acumen is and they have a long history of success. I wouldn't certainly want to name firms, but I would tell you, like all businesses, we've gone to the best and the best of the industry and recruited from those franchise. So we're really comfortable and have experience with the team.

Your next question comes from Daniel Tamayo with Raymond James.

This is Tim [indiscernible] on for Dani. So just wanted to switch over maybe to the balance sheet. You had mentioned in the release you had targeted the securities portfolio increased in the quarter. Could you maybe share some details on maybe when the timing of when the securities were purchased during the quarter and then kind of describe maybe your appetite to grow the security book relative to the asset base going forward.

Yes. So we looked at the opportunity. So again, I think we were -- keep growing our securities book a little bit because we were slightly underweighted if you sort of compare us to sort of peer banks and other things. We did take advantage of that a little bit earlier in the quarter, but not all of it. So basically, mid to late October and then there was a bit more done in November -- mid- to late November. And we'll continue to look at advantages for how do we sort of support that portfolio going forward. It's a very nice store of liquidity for us.

And also, as we've got an outlook for declining rates, we'll also do things like try to prepurchase some of the securities that we see maturing within the quarter earlier in the quarter versus late to try to pick up a little bit of yield benefit there as well.

So really, I would just say it's generally prudently managing the investment portfolio and growing it slightly just to keep it sort of in line with peers. So I think we're targeting around 17% of loans or assets into that bucket.

Okay. Great. And then maybe just one follow-up. CRE down this quarter. You guys obviously have the capacity to grow the portfolio going forward here. But in that low to mid-single-digit guidance for loan growth in 2026, how should we be thinking about CRE as a contributor to the loan growth this year?

Yes. So you're right. We do have some opportunities there, given the percentage of capital that we have related to our CRE book. It takes a while to turn turn that flow around, but we're definitely in the CRE business, and we continue to look for opportunities to sort of support that particular in our market. So again, it's not one of the businesses that we're aggressively growing nationally. But in our footprint, when there's good developers and operators, and we have opportunities to sort of lended those, we would.

Again, we also have some nonperforming assets that we -- or some criticized and classified assets that we talked about that are some real estate developers, so you're also seeing a little bit of that. Pressure on that overall line item. And again, we hope that, that continues to abate as we get through next year. So again, we're looking forward to turning that CRE business around to get it to more flat to slight growth, and that's an opportunity that we have coming up in the next year or 2.

Your next question comes from [ Kyle Garman ] with [indiscernible].

Yes. So loan growth was strong this quarter. I was wondering if you could provide some color on what segments and geographic areas are leading the way and how the pipeline is looking ahead into the new year?

Yes. So the pipeline is looking very good. So we've had a nice improvement in the portfolio actually throughout last year, and it continues into the first quarter. And I think I would say it's a broad-based level of growth. So we continue to see kind of growth in our national verticals where we're going to focus a little bit more is sort of in our 4-state footprint and in some of our businesses that we think we can continue to attract talent and develop some growth opportunities in market. But again, I would say it's generally broad-based.

There are some other things that might translate into some good business opportunities into '26 like some of the tax changes that went through last term, including the expensing of equipment is good for our equipment finance business, the full expensing that you get on the tax benefit. So again, everywhere that there are some opportunities and we like the credit profile and we like the returns that we're getting on those loans. We've got people who are out there and ready to do the business.

Awesome, and maybe a follow-up on that. Could you touch on the payoff and prepayment trends you are seeing in the quarter?

Yes. I mean, again, we've been focusing on the criticized classified assets and continue to manage that down. So that was a pretty significant source of our pay downs. And then again, with interest rates falling, there's going to be other clients that are going to look to refinance existing loans. Obviously, we're try to participate in those credits as well, but there's always a bit of a give and take in a rate environment that's changing. So I would just say there was nothing in particular that we point out on the paydown side, just sort of normal business flows.

I will say on coming off of the year that we had focusing on the merger. Now we're kind of back to business and running the bank more completely without having that distraction. So that will also be helpful.

Your next question comes from Matthew Breese with Stephens Inc.

Just a few for me. The first thing quick, what was the exact amount of the BOLI [ death ] benefit? I was assuming about $6.5 million.

Yes. I think that is a pretty good assumption because it was about $6.5 million.

Okay. And then, Doug, you had talked a little bit about TV costs and upcoming maturities. I think you said 43% maturing in the first quarter. As you're seeing the CD book kind of reprice mature, what is the blended new cost of CDs, including some of the higher-cost promotional stuff? I'm just trying to get a sense for where CD costs could go near term?

Yes. I think we're seeing probably about a 10 basis point opportunity. Again, it's all going to be based on competitive pressures at the time, but you're seeing that kind of an opportunity that evolves -- we also have got -- so we're not -- we've got other savings products as well, and we're attracting new money at times, and we have some of those promotional rates, all of which is helpful. But I would say, if you're kind of thinking about that 10 to 15 basis point opportunity on kind of the reprice with the markets coming down, that's probably fair.

Got it. And then the rest of the book. Obviously, you have a lot of lower cost categories, just given the environment, we're hearing a lot more about competitive conditions the core deposit book, how much more room is there to lower costs?

Yes. I mean, again, you're right. I think we're seeing that as well, and we're very focused on sort of managing kind of both the overall size of the deposit book to support growth as well as the overall cost of the book. And obviously, no one knows kind of where the rate count -- rate hikes and cycles are going to go. But I would tell you that I think what we're seeing is you're just seeing a little bit of a longer period of time between change in rates at the Fed and then sort of the reaction sort of of the banks in general. So I think we're kind of following that trend. So I don't not concerned that there's not an opportunity there, but that opportunity might just lag rate reductions a little bit longer than it had in the past. So call it, 30, 45 days before you're going to see sort of those rate reductions.

Got it. Okay. And then just last one is on M&A. Following the last deal, curious your appetite to participate in the whole bank M&A and whether or not there's active or ongoing or an increase in conversations?

Yes. This is Lou. I'll take that. I think we've signaled in the past, and it remains true that we stay focused now on the successful accretion and driving organic growth in '26 as a result of our acquisition. Certainly, we're open to conversations nothing imminent for us. We're really focused on making sure we execute the '26 plan and that we get the results that are correlated with the acquisition. We think it's going to be very additive. We like our jump-off point and we want to string together several quarters of strong results before we would entertain anything like that.

Again, notwithstanding given the regulatory environment and maybe some opportunistic deals as we get further along in this year and look into '27. We'll keep our options open. However, our goal is to find something that fits culturally that drives earnings and value for our shareholders and that fits into our geographic footprint. So we're not interested really in going out of market at this point.

[Operator Instructions] Our next question comes from Manuel Navas with Piper Sandler.

Can we swing back to the NIM for a moment. Could you just talk about the guide is pretty strong. I'm just wondering what are the drivers and progression of the NIM across the year? I hear you on the CD book repricing being a little bit more neutral. Security yields are benefiting and loan yields are benefiting. Just kind of where does that kind of set the path across the year?

Yes. I mean we're not giving into kind of all that guide, but I think it's safe to assume that we would have a slightly improving margin as you get some of the benefit of those rate cuts, which I think most people are projecting those to be later in the year, right? So that 370 mid or low 370s is pretty consistent with where we were at 369 for the quarter. And I think we're working to hold on to that. The trade-off, obviously, is we also want to have asset growth. So to the extent that there's competition out there, we're not going to price ourselves out of that competition, but we're not anticipating a significant downward pressure either.

So I think we're going to work to maintain that low 370s margin. And again, to the extent that it's going to have any sort of slope to it, it's going to be a little bit later in the year because you would expect to have some slightly lower funding costs that would benefit us.

I appreciate that. Another progression question. The net charge-off range is pretty solid. Kind of what are some assumptions in that progression? Or can you not get into that a bit?

I mean, yes, I think that we have -- so obviously, in the fourth quarter, and we talked about the guide last quarter, right, that $13 million that was largely focused on we had one significant credit that we knew we were working out, and we thought that there was going to be some loss concern. So now I think we're back into a much more normalized flow. So again, there may be a small peak or valley in 1 quarter given a credit or 2 that happens, and we're at a relatively overall low level. So you can get little spikes. But we're not anticipating it to be anything super material. So hopefully, we'll have that be a pretty steady charge-off rate throughout the year. And I guess the last guide is -- a guide for this year, also heartened back. We've kind of said our long-term guide always that $25 million to $35 million we're still anticipating being at the lower end of that kind of overall guidance.

That's great commentary. Switching back to loan growth for a moment. Can you talk about the mix spoke a little bit to CRE having some headwinds but some building potential there. But can you just talk about the different segments and where you see the most growth? I'm guessing C&I has the biggest drivers, but just kind of speak across the loan book for this year with that low single-digit to mid-single-digit guide?

Yes, you'll probably get a little bit of feedback both from Lou and I on this topic. I think we see some opportunities kind of across the book. So whether it be an indirect or even to the extent that we can start to think about the mortgage portfolio, how we slow some of that runoff, when we look at certainly what's going on in CRE and then when we see our national vertical. So we like the way we're positioned to do business across all of them, and we'll be looking to kind of just support that overall asset growth that we're targeting that low to mid-single-digit level.

So again, I don't know that we would say it's going to continue to be solely focused just on commercial, but certainly, we continue to have opportunity to grow commercial. And again, we've kind of talked about our overall mix. We're not targeting any specific thing. I think we're about 45% commercial, 55% consumer. We like that. We like it anywhere kind of in that 50%, 55%, plus or minus on either side. So think we like the shape of -- we look the way things are shaping up and having an inverted yield curve also is nice. So we have the opportunity to kind of blend out a little bit on longer end of that curve and pick up some yield that way as well. But Lou?

Yes, Manuel. I would concur with I would concur with Doug, right? So we're getting to the point of equilibrium where we're getting a lot of balance in the book. If you remember, a couple of years ago, we were heavy consumer with a large focus in mortgage and long on the curve as we continue to work that down, remix the sheet we're nearing a 50-50. And we kind of like that both from an interest rate risk and a credit risk standpoint. We are very diversified for a firm our size in that I think that helps with the risk profile. We're not particularly overweighted in any one business. We have a lot of different levers. We think that this year, consumer, both mortgage, home equity, are indirect will be strong.

And so driving -- I think we're driving growth in our budget across all those sectors. We really like the position we're in. We like the flexibility that we have. And I think it's -- we're unique in that we do have these commercial national verticals. As Doug pointed out, we have a renewed emphasis on in-market business banking, lower middle market. We have what's recognized in the 4 states is a very, very strong consumer franchise. So -- we like the diversification, and we like the ability to be able to pivot and we are focused on growth in '26 organically on the heels of a pretty significant acquisition that would also drive top line revenue.

There are no further questions at this time. I'll now turn the call back over to Lou Torchio, President and Chief Executive Officer, for closing remarks.

Thank you. On behalf of the entire leadership team and the Board of Directors, thank you for joining our call this morning. I'm exciting at our prospects in 2026 as we build out our consumer franchise in Columbus, Ohio, deepened relationships in our existing core markets and continue to build market share in our commercial lines of business. I look forward to speaking to you on our first quarter call in the spring.

Ladies and gentlemen, that concludes today's call. Thank you all for joining. You may now disconnect.

Hello, and thank you for standing by. My name is Bella, and I will be your conference operator today. At this time, I would like to welcome everyone to Northwest Bancshares, Inc., Q3 2025 Earnings Call.

[Operator Instructions]

I would now like to turn the conference over to Michael Perry, Managing Director, Corporate Development and Strategy and Investor Relations. You may begin.

Good morning, everyone, and thank you, operator. Welcome to Northwest Bancshares Third Quarter 2025 Earnings Call. Joining me today are Lou Torchio, President and CEO of Northwest Bancshares; Doug Schosser, our Chief Financial Officer; and T.K. Creal, our Chief Credit Officer.

During this call, we will refer to information included in the supplemental third quarter earnings presentation, which is available on our Investor Relations website. If you'd like to read our forward-looking and other related disclosures, you can find them on Slide 2. Thank you. And now I'll hand it over to Lou.

Thank you, Michael, and good morning, everyone. Thank you for joining us today to discuss our third quarter results. It was a busy and productive third quarter, and I'm pleased with our results and the team's performance. At the end of July, we closed the Penns Woods merger, the largest transaction in our company's history and completed customer and data conversion, and financial center rebranding. This is Northwest's first quarter as a combined entity with about 2/3 of a full quarter of combined company results.

Deal synergies are as expected and the various financial impacts of the merger, including cost savings are all on target or better than expected. I would like to thank and congratulate our team on the successful execution and integration of this merger. In early August, in celebration of that achievement and joining the ranks of the nation's 100 largest bank holding companies, we rang the NASDAQ opening bell in New York City.

During the third quarter, we continued to make strategic additions to our leadership team. We welcomed a new Chief Legal Officer, Treasurer and the Head of Wealth Management, a new role to lead our expanding wealth management team. We now have more than 150 financial centers across Pennsylvania, New York, Ohio and Indiana. And yesterday, we had an official groundbreaking ceremony for our first de novo financial center in the Columbus market, and we're joined by the Mayor of New Albany and the Chair of its Chamber of Commerce. This is the first of 3 new financial centers we'll be opening in the Columbus market next summer. We're already building out our Columbus de novo teams to support local deposit gathering, customer acquisition and developing business relationships for a fast ramp-up when we open our doors.

Our newest de novo financial center in Fishers, Indiana, which we opened in June, is performing well and on target. And as we look out over the next 12 to 18 months, we expect to open additional new financial centers in key locations in the high-growth Columbus and Indianapolis markets.

I'll now walk through some of the highlights of the third quarter, directing everyone to Slide 4. I'm pleased with the performance of our first quarter as a combined company with the team staying focused on executing our strategy and delivering on our commitment to sustainable, responsible and profitable growth. The merger enhanced our balance sheet scale. At quarter's end, we had $16.4 billion in total assets, $13.7 billion in deposits and $12.9 billion in loans.

We delivered more than 25% year-over-year average commercial C&I growth with strong progress on our continuing strategic rebalancing of the portfolio. We're in the third year of our commercial banking transformation, and we're seeing the benefits of that focus and investment with progress in our specialty verticals, commercial deposits and continued growth in SBA lending. Northwest was recently named as a top 50 SBA lender nationally by volume. We delivered $168 million in revenue for the third quarter, a record in the company's history, resulting in more than 20% year-over-year revenue growth.

Net interest margin improved 9 basis points quarter-over-quarter to 3.65%, benefiting from higher average loan yields and purchase accounting accretion.

Our EPS on a GAAP basis was up $0.08 or 15% for the 9 months ended September 30, 2025, and our adjusted EPS increased $0.16 or 21% for the same period.

Turning to credit, which we know is currently a topic of significant interest across the industry. For the record, we have no direct exposure or known indirect exposure to any of the companies with high-profile credit issues that have recently been referenced in the media coverage on regional banking. The headline is that we continue to manage risk tightly, and our credit costs continue to be in line with our expectations.

We're happy with our progress in reducing the level of our criticized and classified loans that we highlighted last quarter. Prior to accounting for acquired loans, which resulted in an increase of $9 million to classified loans of the combined company, legacy Northwest classified loans decreased by $74 million this quarter, and we've seen further improvement post quarter end as we continue to manage our loan book in a focused and methodical manner.

And finally, as we have for the previous 123 quarters, the Board of Directors has declared a quarterly dividend of $0.20 per share to shareholders of record as of November 6, 2025. Based on the market value of the company's common stock as of September 30, 2025, this represents an annualized dividend yield of approximately 6.5%.

This quarter's results are the product of an extremely talented team's hard work. I want to thank our entire Northwest team for their continued dedication to our company's success. Looking forward to the final quarter of 2025, we continue to focus on managing the factors within our control, serving our core customers and communities, building on our strong financial foundations and maintaining tight cost controls and risk management discipline.

Now I'll hand it over to Doug Schosser, our Chief Financial Officer. Doug?

Thank you, Lou, and good morning, everyone. As Lou indicated, we are pleased with our financial performance. This is the product of the efforts of our entire team working tirelessly to deliver these results while also ensuring that our merger and conversion activities went smoothly for our new customers and associates.

Now let's continue on Page 5 of the earnings presentation, where I'll walk you through the highlights of Northwest's financial results for the third quarter of 2025. As a reminder, we closed our merger on July 25. So this quarter includes approximately 2 months benefit from the merger. The fourth quarter will be our first full quarter of reporting as a combined entity. Given the overall size of this transaction, our fully completed conversion and opportunities as a combined organization, we don't intend to disaggregate results unless doing so would aid in the explanation in this first combined quarter of reporting.

Our GAAP EPS for the quarter was $0.02 per share, which reflects the merger and restructuring charges related to the merger. On an adjusted basis, our EPS was $0.29 per share for the third quarter. Net interest income grew $16.5 million or 14% quarter-over-quarter with the net interest margin improving to 3.65%, benefiting from higher average loan yields, increased average earning assets and the benefit from purchase accounting accretion.

Noninterest income increased by $1.3 million or 4% quarter-over-quarter, driven primarily from an increase in service charges. These items combined drove total revenue to a record of $168.1 million in the quarter, a $17.7 million increase quarter-over-quarter. Additionally, we saw an increase in our adjusted pretax pre-provision net revenue, which came in at almost $66 million, an 11.5% increase quarter-over-quarter and a 36% improvement from third quarter 2024. And finally, our adjusted efficiency ratio of 59.6% in third quarter '25 improved by 80 basis points quarter-over-quarter and 520 basis points year-over-year.

Turning to Page 6, I'll spend a moment covering the highlights of our Merger. We successfully completed all remaining merger conversion activities in third quarter 2025. All acquired branches are operating under the Northwest Bank name. All associates have been onboarded and the strong cultural fit is as we anticipated. All customers are converted and are being served under the Northwest brand. Deal synergies are on target and our capital position remains strong. Tangible common equity to tangible assets of 8.6% at quarter end is better than originally projected.

This is a good time to cover a few other points that are important. First, I'd like to cover our liquidity position that is very strong. We have readily available incremental sources of liquidity that would cover approximately 250% of the company's uninsured deposits, net of collateralized and intercompany deposits at quarter end. As for capital, we have disclosed our current preliminary CET1 ratio at 12.3%, which is only about 60 basis points lower than the level recorded in second quarter 2025 and significantly in excess of the levels required to be considered well capitalized for regulatory purposes.

Turning to Page 7 and the Purchase Accounting Impacts. Loan mark accretion was $2.7 million in the third quarter of 2025 and based on projected contractual cash flows is expected to be $1.9 million in the fourth quarter of 2025. We provided some additional information covering contractual accretion for 2026 and 2027. Actual results will vary with customer activity. Day 1 non-PCD and unfunded provision expense was $20.7 million, and our core deposit intangibles or CDI, were $48 million with $1.6 million of CDI amortization in the third quarter of 2025. The preliminary goodwill created was $61.2 million.

On Page 8, we cover Loan Balances. Average loan balances grew $1.32 billion quarter-over-quarter, benefited from the acquired loan balances. Loan yields increased to 5.63% in third quarter 2025, growing by 8 basis points quarter-over-quarter. We have provided information by loan category throughout our investor presentation. I will also note that the increase in CRE balances did not meaningfully change our overall regulatory CRE concentration.

On Page 9, we cover Deposit Balances. Deposit balances similarly benefited from the acquired balance sheet as average total deposits grew by $1.14 billion quarter-over-quarter, while broker deposits decreased $2.2 million quarter-over-quarter. Cost of deposits remained flat at 1.55%, benefiting from proactive management of the overall portfolio and still near best-in-class relative to our peers. We saw growth of deposit balances in most categories while maintaining reasonable deposit costs, and we are pleased with our progress here. We also saw no appreciable change in our deposit mix other than small increases in demand deposits, offset by minor reductions in borrowings.

Moving to Slide 10 and our Net Interest Margin. Net interest income increased 13.8% quarter-over-quarter or $17 million, inclusive of the benefit from purchase accounting accretion, with NIM expanding 9 basis points to 3.65% in third quarter 2025. Purchase accounting accretion net impact equated to 6 basis points of our margin expansion. This continues our track record of growing both net interest income and improving our net interest margin by focusing on our loan pricing and our funding cost as the rate environment has been more favorable in 2025. Securities portfolio yields continue to increase as we reinvest cash flows at higher yields than the current portfolio. This is clearly a bright spot for our bank and will further improve many of our key profitability and return metrics.

Slide 11 provides some details on our Earning Asset & Funding Mix. You will notice a few changes from last quarter. We've seen a modest shift in our earning asset mix as the acquired loans drove changes in our fixed and periodic repricing categories, while our funding mix was largely unchanged. You'll also note our time deposits have a very short duration, allowing us to continue to benefit from future repricing opportunities in a falling rate environment and lower interest expense. We hold a granular diversified deposit book with an average balance of over $18,000. Customer deposits consist of over 728,000 accounts with an average tenure of 12 years. The similar average customer balance and tenure pre and post-merger illustrates the similar high quality and granularity of the acquired deposit book.

On Slide 12, our securities portfolio continues to be a strong source of liquidity for us. The yield on our securities portfolio continues to increase as we continue to reinvest cash flows at higher yields in the runoff portfolio, yields increased 10 basis points to 2.82% in the quarter.

Slide 13 contains details on our noninterest income, which increased $1.3 million from last quarter, driven by an increase in service charges and fees benefiting from a larger customer base resulting from our acquisition and other operating income, primarily from a gain on equity method investments. Noninterest income increased 15.7% or $4.4 million year-over-year, driven by a $3 million increase in other operating income and continued growth across other fee income categories.

Slide 14 details our noninterest expense. We incurred approximately $133 million of expenses on a GAAP basis, which included about $31 million of merger-related costs this quarter. Core expenses of $102 million are up $11 million from quarter 2 levels, resulting from higher levels of compensation and other expenses from the newly acquired employees and facilities.

Additionally, core expenses also increased in the third quarter as we incurred additional expenses related to accruals for performance-based compensation. Our adjusted efficiency ratio of 59.6% after excluding those merger and restructuring expenses is an improvement from the 64.8% in the prior year period. This reflects our continued focus on managing expenses without an impact on our core operations or sacrificing customer service while still investing in talent to support future growth. On the next few slides, we'll cover credit quality.

On Slide 15, you can see our overall allowance coverage ratio has increased to 1.22%, up slightly from second quarter of 2025 with provision expense of $11.2 million, net of day 1 non-PCD impacts versus $11.5 million in the second quarter of 2025 due to individual assessments within the commercial portfolio. Our annualized net charge-offs of 29 basis points for the quarter are in line with expectations and guidance. We believe our coverage is appropriate, prudent and in keeping with our rigorous credit risk management approach.

On Slide 16, you will note that our 30-day plus loan delinquencies increased slightly from 1% to 1.10%, mostly from acquired loans within the consumer book. This increase does contain some more administrative consumer delinquencies as customers need to manage certain changes in online bill pay and other electronic payment methods resulting from impacts from the conversion. We expect this trend to decline over time. NPAs increased by $26.3 million, approximately $17 million of which is attributed to the acquired loans. Our NPAs as a percentage of loans outstanding plus OREO has increased to 100 basis points. We provide some additional details on the drivers of this change on that slide.

Turning to Page 17. We've included some additional information on changes within the classified loans reported this quarter. The third quarter 2025 increase in our classified loans is a result of the acquired loan book, but overall classified loans declined as a percentage of total loans. Northwest legacy classified loan book decreased $74 million quarter-over-quarter, resulting primarily from payoffs. Net charge-offs remained within guidance at 7 basis points or $9.2 million for the quarter or 29 basis points annualized.

We included our commercial loan distribution and CRE concentration information on a slide in the appendix. As Lou alluded to earlier, we have no direct exposure or known indirect exposure to Tricolor, First Brands or Cantor Group. Regulatory CRE concentration is approximately 156% of target Tier 1 plus ACL, up slightly from the prior quarter at 152%.

On Slide 18, we have provided an updated perspective on our outlook. We continue to be confident about Northwest business and would expect to maintain our net interest margin at the third quarter 2025 levels of the mid-360s. Future NIM will be a bit more volatile as prepayments of the acquired loans will accelerate purchase accounting accretion, making it difficult to forecast. We are effectively reaffirming the rest of our previous fourth quarter 2025 guidance, including noninterest income expected to be $32 million to $33 million, noninterest expense expected to be in the range of $102 million to $104 million, tax rate expected to remain flat at the 2024 tax rate. And finally, net charge-offs to average loans expected to end the year at the low end of the 25 to 35 basis point range, which could mean net charge-offs up to $13 million in the fourth quarter of 2025.

As a reminder, we said last quarter, we will not have fully realized all the cost savings from the merger in the fourth quarter of 2025, but expect to achieve 100% of the savings by second quarter 2026. We will provide full year 2026 guidance during our fourth quarter 2025 earnings release call in January 2026.

Now I'll turn the call over to the operator, who will open the lines for a live Q&A session.

[Operator Instructions] Your first question comes from the line of Daniel Tamayo with Raymond James.

Maybe we start on the loan growth side. I don't know if I heard any commentary on loan growth expectations. But as you address that, just curious if you could talk about the new de novo branches that you're adding in Indianapolis and Columbus and how that kind of fits into the loan growth guidance?

Okay. I'll start, and then I'll let Lou comment on the new branches and expansion. So this quarter, we would have had a big impact from the acquisition, and we didn't disaggregate all of that movement. But I would say for next quarter, we are looking, again, to hold the balance sheet stable. To the extent there's opportunities to create some balance sheet growth on the loan side, of course, we'll take advantage of that, but the overall environment has been pretty good, our pipelines look pretty good. But again, closings in any given quarter are a little bit hard to predict. So certainly looking to continue to grow the franchise, and we'll look to that in the fourth quarter as well.

Daniel, it's Lou. Thanks for calling in. On the de novo strategy, we're already out in the market. We've hired commercial real estate business bankers. We're recruiting for the wealth team, and we'll start the deposit gathering sometime in '26 in anticipation of the new launches. We did break ground yesterday at the -- in the high-growth suburb of New Albany, Ohio. As you know, we opened suburban Indianapolis last quarter and so yes, we would -- we look to plan to grow in-market that it will be -- and use our national verticals that we created to be complementary. And again, in January, we'll give '26 guidance on loan growth, but we feel really comfortable with all the different levers that we have and where our pipelines currently are, including our commercial pipeline.

That's helpful. I guess just to dig in a little bit more. I know you're not giving guidance in '26 yet, but you're thinking it was -- legacy growth was pretty flat in the third quarter, and you're saying flat again in the fourth quarter. I'm assuming you're hoping to grow in '26. I mean, is that a fair statement? Is it -- should we be looking for something in the low to mid-single-digit range? Or do you think you can do a little bit better than that?

Yes. I mean I definitely think we're going to -- when we provide that guidance, you would expect to see a loan growth number that would look pretty comparable to GDP growth. So I think that's fair kind of thinking right now. I think the other thing to keep in mind is we are working through the criticized classified assets that's obviously going to have an impact on our ability to show growth as well. So as those refinance off the book, of course, that creates a little bit of a tailwind to actually showing growth in the portfolio. So I would just mention that as well. Again, as we talked about last quarter and we kind of continue the conversation this quarter, we're hoping to see a good amount of movement on that portfolio. In our opening comments, we talked about, that was $75 million of change this quarter alone.

And then maybe just touching on the expenses here, the number was better than I was looking for in the third quarter and guidance looks pretty good for the fourth quarter. Again, you talked about continued cost savings coming through the beginning of next year. How should we think about expense numbers going forward? If that run rate is still -- what is it -- is it stabilis, you think, off of the fourth quarter number into 2026? Or because you've got the hirings or the de novo branches opening that you'll be growing expenses at a decent clip next year?

So I think that's a good way to think about it. Again, we'll get into more details when we do guidance for '26. But I think the way Lou and I think about it right now is we really want to focus on continuing to manage positive operating leverage. So -- and we want to continue to invest for growth. So the de novos being a good example of that. So I think next year, we need to take a look at where our revenue growth is going to be, and then we want to continue to invest to grow.

So we would definitely hold some level of ability to think about our expenses in that way, but we're certainly not talking about a significant increase from here. And then we will have the benefit of those costs on the Penns Woods side starting to become a little bit more rationalized as we get into the third quarter, again, so we've got some opportunities there as well. But I think the way you're thinking about it around does it make sense to kind of hold them at these levels? Yes, but we'll obviously try to do better than that.

Your next question comes from the line of Brian Foran with Truist Securities.

Just on the tangible common equity ratio and CET1 coming in better than expected post the acquisition, could you just give us your updated thoughts on kind of the levels you think you would target over time? And as you look to next year, how you're thinking about trade-offs between buybacks, potential acquisitions, maybe just running with a little bit of excess, just how we should think about managing that capital position in the next 12 to 18 months?

Yes, sure. I mean, clearly, we're at -- we're well in excess of regulatory minimums for capital, and we like that position. I think that just helps support safe and sound banking franchise. The other thing I would say is it also -- as we want to be able to take advantage of any opportunities in the market, we would hold that capital level there. We've never gotten into capital level targets per se, but I think we're significantly comfortable with the capital levels that we carry now.

And as we find opportunities to deploy that capital because obviously, that would -- your returns on tangible common equity would be benefited if you had a little bit less capital, similar returns, we obviously think about that. But I wouldn't say that you're looking at a massive change in the capital position for the company, just kind of normal operating. But we like having a strong capital base certainly to operate from.

And then on the margin commentary, I definitely heard you on the -- I think the word used was volatile, but the difficulty managing or forecasting purchase accounting accretion, outside of the quarter-to-quarter moves and paydowns in the PAA book, does it feel like the second half of this year is kind of a good run rate? Or should we build in a little bit of haircut as PAA and rate cuts and all that factors through?

Yes. No, I think we said that there was about 6 basis points impact from the purchase accounting side, so that would take our core margin, if you will, to like a 359 bps level. So when I sort of guided to that mid-360s bps, that was conceptually thinking about that 359 bps. We feel pretty good about that and being able to maintain that. You'll get a couple of basis points here or there depending on a quarter-over-quarter, if you had more paydowns and purchase accounting acceleration in one quarter versus another, that was the fees of the volatility I was thinking about. But I think we're pretty well positioned as it relates to kind of rates and are comfortable that we can keep that 360 bps core, like right around 360 bps and then we have some -- a little bit of movement from purchase accounting here or there. Does that help?

That's great. Maybe one last one just on the credit slide. Just kind of comparing to last quarter, it seems like the nursing home book had some nice payoffs as you alluded to the fourth quarter, potentially seeing additional payoffs of classified loans. Is it still concentrated there? Is it spreading a little bit? And related to that, when you talk about up to $13 million of charge-offs, is that just a mathematical statement? Or are you kind of saying, look, we've got maybe a couple of larger resolutions we're working through and fourth quarter might be a little higher than 3Q?

It was a bit of both, right? I think what we wanted to clarify is when we came out in the second quarter, we said expect a couple of quarters in the $11 million to $13 million range and that we were expecting to have total charge-offs at around that low end of our guidance or 25 basis points of loans. In order to kind of be clear about what that could mean in the fourth quarter is that could mean $13 million, and we'd still hit all of that guidance. So we just didn't want anybody to sort of say, "Oh, $9 million and then $9 million."

We wanted to say, "Yes, well, as we work through this book, we may have some elevated charge-offs for a period of time, but not elevated to the extent that we felt like we were going to be above or even within that sort of 25 bps to 35 bps range that we said." We said we'd be at the lower end of that range for around 25 bps. So it's more doing the math. I think there is a little bit of work to do on credit classified loans as we work some of them out. So we would expect that there'll be some impact there, but we feel pretty good that we're reserved for all of that. But again, when you hit a charge-off versus reserves, we just wanted to be clear.

Your next question comes from the line of Tim Switzer with KBW.

First question I have is a follow-up on the credit in terms of the consumer portfolio. I'd love to get an idea of like what trends you guys are seeing there? And then maybe even outside of the loan book, what you're seeing across your deposit accounts in terms of like activity and behavior just because there's been some noise around the health of the consumer, particularly at like the lower end of the credit spectrum, which I don't think you get that much exposure to, but if you could update us on that, too, please?

Sure. So first of all, on the consumer side, I think we referenced it in our comments that we have a little bit of elevated delinquencies as we brought on the Penns Woods customers and the acquired loans. However, some of that is definitely administrative in nature. So if you think about going through a conversion, be able to reestablish their payment channels through new online portals and other things. So you do tend to see a little bit of incremental activity there. We continue to see that sort of work its way through the system. So we don't see that as being a negative trend on the overall consumer book, just more a process of some administrative things that are going on with the customer base. So that would be one thing.

I'd also say that we continue to be very comfortable with our consumer exposure beyond that. Our auto loan book is very high credit quality; super prime book, very low delinquencies on that book, and we have not seen a meaningful change in those delinquency rates between the second and third quarter. And then the only other thing I might comment on is I don't think we're seeing any significant impact from any of the government showdown -- slowdown activities, and we wouldn't have expected to see it this early either but generally speaking, I think we're seeing the consumers be very similar in the third quarter as they were in the second quarter sort of across the book.

And the other question I have is, I know you guys just closed Penns Woods, but how do you think about scaling up the bank from here? Is there a target size for the bank where you hit optimal efficiency or returns over the next 5 years or so? And you have a management team with a lot of experience at larger banks. So how would you like to get there through organic growth, de novo or M&A?

Yes. Tim, this is Lou. I'll take that. So as you know, at this point, we're looking at really maximizing the integration and the efficiency and then the accretion of the Penns Woods merger, which being the largest in franchise history is really important on the execution side. It's going extremely well. As you noted, we have -- we now have an executive management team that we're really comfortable with being able to go out to the market and do M&A.

Notwithstanding an M&A strategy, I would say that's just -- it's complementary. We are focused on improving our financial returns, our metrics at the core organic bank. And I think that the de novo branching opportunity, while meaningful for us in higher-growth markets that we currently don't have a large presence in, i.e., Columbus, Ohio and Indianapolis, Indiana, will continue to be a focus of ours, but we will have to do complementary, whether it be look at acquiring a branch deal, opportunistically M&A in order to scale that.

So I think that we're focused on, as we've stated in the past, a dual strategy, run the bank organically, continue to create efficiencies. We think there's some upside there and then look for M&A that's in and around our market that either fits us strategically, geographically that can add value to the franchise and then to the shareholder.

Our next question comes from the line of David Bishop with Hovde Group.

I appreciate the details on Slide 11 regarding the funding mix. Just curious in terms of the short duration nature of the CD, maybe what you're seeing in terms of weighted average cost rolling off over the next year and what you sort of put on rate these days?

Yes. I don't know that I have that number right at my fingertips. So what I would say, though, over 90% of that CD portfolio will mature before the middle of next year. So that does give us quite a bit of flexibility around what the new rates would go on as the overall interest rate environment sort of goes down theoretically with these rate cuts. So we like the way that book is positioned right now. We don't have a ton of really long exposures there. So we should be able to take advantage of sort of the rate curve wherever it is and still be fairly priced for our customers.

And then in terms of the funding of expected loan growth, securities runoff expectations here in cash flows. Is that going to be securities funding that? Do you think deposit funding could cover the funding? Just curious how you're thinking about sort of the balance sheet ebbs and flows on sort of cash and securities.

Yes. I mean I think we would -- we have the ability to fund as much loan growth as we want. We have pretty low positions overall in brokered CDs. And in fact, we've been able to pay down a lot of that. So we've got plenty of funding capacity. Certainly, opening up some of these branches, we have to have that result in deposit growth. And we continue to focus on our ability to continue to help our customers on the commercial side with deposits. So we feel good about the opportunity to grow deposits organically. It's always super competitive, though, but we have other sources of funding, including the securities portfolio if we would need it. So I don't -- we don't have any real concerns or constraints in that place that we see right now.

Looks like the security is about 13% of assets. Do you think it holds around this level or maybe builds or fall slightly. Just curious how you see that trending over time?

Yes. We can provide a little bit more color on that. We don't really have a target that we've ever talked about publicly. But depending on what opportunities exist and how we want to manage our interest rate position and liquidity position, we'll make those determinations.

Your next question comes from the line of Matthew Breese with Stephens Inc.

Doug, do you happen to have the most recent kind of spot rate of deposits either at quarter end or more recently? And then maybe I was hoping for some color or expectations for deposit betas over the next, call it, 12 to 18 months.

Yes. So we gave total cost of deposits at that 1.55% level, and they've been very stable. We actually were able to bring on some -- a good set of deposit mix from the acquisition, which helped. So again, I don't think we're seeing any upward pressure there. I think you're seeing -- money market promotional rates would be obviously higher than that, they might be in the 4s. But again, we're able to sort of manage that mix. And again, we operate in some really good markets that have a bit less competitive intensity than a lot of other markets. But again, we have to respond to market rates just like everybody else does. What was the second part of your question?

Just expectations for deposit betas, particularly given the low overall cost of deposits here?

Yes. We feel -- I think our overall deposit beta has been in the mid-20s through this rate cycle, and we don't see it. We still have room when we kind of think about our opportunities as -- because we have a generally fixed or periodic repricing on the asset side, we are able to benefit as rates go down and sort of hold those margins pretty comparable with the amount of funding that we have available on the deposit side that does pay rate like CDs, money market rates, et cetera. So we feel pretty neutral position right now for the next series of rate cuts.

And then you had also mentioned that pipelines were good or pretty good -- could you just better quantify for us what that looks like? And maybe within the pipeline, what are you seeing in terms of pockets of strength or areas that might grow a little bit more than other?

Yes. I mean I would say our pipeline commentary, we have nice developed pipelines in all of the national verticals that we support, and those continue to be strong. And again, that is an ability to pull from businesses sort of all around the country in those specialty areas that we have. Those would be sports finance, franchise finance, our equipment financing business, and a couple of others.

We also feel pretty good about where our commercial real estate exposure is. There's obviously room there. So we would look to all of those businesses to drive some decent support. I think if you looked at our pipelines, you'll probably see a little bit more pipeline growth or support in the national verticals versus the end market, but that ebbs and flows over time. But I think that pipeline has been pretty consistent for the last couple of quarters.

And then just on that last point, the specialized verticals, particularly the national one sports equipment finance. What is the total within C&I that you kind of consider in the national or specialty verticals? And how much of that or how much of those are participations versus kind of stand-alone relationships?

Yes. So those would be in the 20% range of the C&I book. And I would say generally not significant amounts of participations within that side. That would be more in our corporate finance book where we would have those, which is not one of the newer verticals that we built.

And I would just add that we're very prescriptive and very measured in how we're growing those businesses. I would, in general terms, describe them as complementary. We're scaling them. They're scaling nicely. The performance -- the credit performance is very good. As Doug mentioned, limited participation activity. What we're looking to do is notwithstanding the equipment finance group, we're looking to also gather deposits and fees in those businesses. We have hired experts that have long-standing reputations in those industries, and they include sponsor, restaurant, finance, SBA lending group, equipment and sports. So we're watching those closely. We're scaling them appropriately within our credit risk tolerances, and they're performing wonderfully to date.

Just last one, if I could sneak it in. On the pipeline, what are you seeing for overall blended loan yields? There have been others, perhaps your peers that are discussing a little bit of spread compression and I'm curious if you're seeing that as well.

Yes. I mean I would say overall rates coming on the book are in the 7s, low 7s. Certainly, it's competitive out there. As everyone is expecting rate reductions, obviously, we're pricing a lot of that on forward curve, so you would expect to see those yields get -- come under a little bit of pressure as well as you get into future environments that would have lower rates, but they're certainly not bad.

Your last question comes from the line of Daniel Cardenas, Janney Montgomery Scott.

So just a couple of quick questions here. On the expansion efforts, the de novo expansion efforts, do you have the talent already identified to run those new offices? Or is that kind of a search in progress right now?

Yes, Daniel, I would say that it is a search in progress. It's a little early. We have gone out to the market here in Columbus with tangent business partners. We're currently evaluating wealth talent, small business talent. We've hired in the commercial space, middle market, CRE. And then as I stated, in '26, when the calendar turns, we'll be out with some deposit gathering campaigns so that we can fully load the branches and when we open the doors hit the ground running. But as far as we have a few people internally identified that will lead the early retail efforts. And then, of course, it's a little early to go to the marketplace and hire the other staff that are needed for the branch development.

And then last question for me is just in terms of the Penns Woods transaction, can you provide any color as to, what the runoff on the loan and deposit portfolios is looking like? Is it in line with expectations, not as great as you thought? Or any color would be helpful.

Yes. No, it's definitely in line with our expectations. I would say maybe it's slightly better, but certainly not materially different from where we thought it would be. Again, I think new market, we have different credit standards than where the original franchise would have been. So that's going to take a little bit of time to work its way through the market, but we have not seen significant spikes that have concerned us at all. So I would say it's sort of steady as she goes, and we're comfortable with what we've seen come through thus far.

Yes. In addition to Doug's comments, we have been very focused on integration and execution. We spent a lot of time in the marketplace, our senior leadership. Culturally, it has developed exactly like we thought. We are -- as I think we pointed out both in the release and verbally, achieving the cost saves that we expect. We expect also to get to the marketplace with an improved product set, SBA lending, Penns Woods didn't have some other products and services, trust and wealth. So we're pleased with the upside that the future we think from the Penns Woods acquisition will bring from a value standpoint.

That concludes our Q&A session. I will now turn the call back over to Lou Torchio for closing remarks.

Thank you. On behalf of the entire leadership team and the Board of Directors, thank you for joining our call this morning. With strong and stable financial foundations, tight cost controls and risk management discipline that we've described, additional scale from a larger balance sheet, we are well prepared to capitalize on the opportunities for driving sustainable, responsible and profitable growth. I look forward to updating you on the progress on our fourth quarter earnings call early next year. Have a good day.

Ladies and gentlemen, thank you all for joining, and you may now disconnect. Everyone, have a great day.