Document

EX-99.1 2 onb_exhibit991er2q23.htm EX-99.1 Document

Exhibit 99.1

Old National's 2nd Quarter Results Supported by Strong Deposit Franchise, Ample Capital, Stable Credit and Expense Discipline

Evansville, Ind. (July 25, 2023)


Old National Bancorp (NASDAQ: ONB) reports 2Q23 net income applicable to common shares of $151.0 million, diluted EPS of $0.52; $156.3 million and $0.54 on an adjusted1 basis, respectively.

CEO COMMENTARY:




"The strength of Old National’s deposit franchise was evident once again with a nearly 4% quarterly increase in total deposits that bolstered our already strong liquidity position," said CEO Jim Ryan. "In addition, Old National continues to be well capitalized with disciplined expense management and strong credit metrics as we execute on our growth strategy and continue to serve our clients and communities with passion, strength and stability."

SECOND QUARTER HIGHLIGHTS2:


Net Income			•Net income applicable to common shares of $151.0 million; adjusted net income applicable to common shares1 of $156.3 million
			•Earnings per diluted common share ("EPS") of $0.52; adjusted EPS1 of $0.54

Net Interest Income/NIM			•Net interest income on a fully taxable equivalent basis1 of $388.0 million
			•Net interest margin on a fully taxable equivalent basis1 ("NIM") of 3.60%, down 9 basis points ("bps")

Operating Performance			•Pre-provision net revenue1 (“PPNR”) of $223.0 million; adjusted PPNR1 of $229.0 million
			•Noninterest expense of $246.6 million; adjusted noninterest expense1 of $240.6 million
			•Efficiency ratio1 of 51.2%; adjusted efficiency ratio1 of 49.4%

Deposits and Funding			•Period-end total deposits of $36.2 billion, up 3.8%; core deposits up 2.4%
			•Granular low-cost deposit franchise; total deposit costs of 115 bps and a cycle to date (2Q22-2Q23) total deposit beta of 23% (interest-bearing deposit beta of 33%)






Loans and Credit Quality			•End-of-period total loans3 of $32.5 billion, up 2.2%
			•Provision for credit losses4 ("provision") of $14.8 million
			•Net charge-offs of $10.1 million, or 13 bps of average loans; 6 bps excluding purchased credit deteriorated ("PCD") loans that had an allowance at acquisition
			•30+ day delinquencies of 0.12% and non-performing loans of 0.91% of total loans

Return Profile & Capital			•Return on average tangible common equity1 of 21.4%; adjusted return on average tangible common equity1 of 22.1%


Notable Items			•$3.4 million of Louisville expenses5
			•$2.4 million of merger-related charges
			•$0.2 million of property optimization charges

1 Non-GAAP financial measure that management believes is useful in evaluating the financial results of the Company – refer to the Non-GAAP reconciliations contained in this release 2 Comparisons are on a linked-quarter basis, unless otherwise noted 3 Includes loans held for sale

4 Includes the provision for unfunded commitments 5 Includes expenses related to the tragic April 10 event at our downtown Louisville location 6 Uninsured and uncollateralized deposits include the estimate of Old National Bank federally uninsured deposits for regulatory purposes, as adjusted for $1.5 billion of affiliate deposits and $4.2 billion of collateralized or otherwise insured deposits

LOUISVILLE UPDATE

Our Old National Bancorp ("Old National") family continues to recover and heal from the Louisville tragedy on April 10 that claimed the lives of five of our team members and impacted many others. More than three months later, our ONB family continues to do our best to love, care and support one another. Additionally, in June, our downtown Louisville team began serving clients at a new location: 400 West Market Street in the heart of downtown Louisville. Once again, Old National wants to say thank you to the countless individuals and organizations who have cared for and supported our family during this challenging time.

RESULTS OF OPERATIONS

Old National reported second quarter 2023 net income applicable to common shares of $151.0 million, or $0.52 per diluted common share.

Included in the second quarter were pre-tax charges of $3.4 million for Louisville expenses5, $2.4 million related to the February 15, 2022 merger with First Midwest Bancorp, Inc. ("First Midwest") and $0.2 million for property optimization. Excluding these transactions from the current quarter, adjusted net income was $156.3 million, or $0.54 per diluted common share.

DEPOSITS AND FUNDING

Growth in low-cost deposits including normal seasonal patterns in public funds.

•Period-end total deposits were $36.2 billion at June 30, 2023, up 3.8%; core deposits increased 2.4%.

◦Reflect continuing effective competition for new client relationships.

◦Include normal seasonal patterns in public funds.

•On average, total deposits for the second quarter were $35.1 billion, an increase of 0.6%.

•Granular low-cost deposit franchise; total deposit costs of 115 bps and a cycle to date total deposit beta of 23% (interest-bearing deposit beta of 33%).

•Deposits that were either insured or collateralized6 at June 30, 2023 were more than 70% of total deposits.

•A loan to deposit ratio of 90% at June 30, 2023, combined with existing funding sources provides strong liquidity.

LOANS

Broad-based disciplined commercial loan growth.

•Period-end total loans3 were $32.5 billion at June 30, 2023, up 2.2% from March 31, 2023.

•Total commercial loan production in the second quarter was $1.9 billion; period-end commercial pipeline totaled $3.1 billion, down from $5.4 billion at March 31, 2023.

•Average total loans in the second quarter were $32.3 billion, an increase of $985.0 million from the first quarter of 2023.

CREDIT QUALITY

Strong credit quality continues to be a hallmark of Old National.

•Provision4 expense in the second quarter of 2023 was $14.8 million, compared to $13.4 million in the first quarter of 2023, reflecting loan and unfunded commitment growth, as well as economic factors.

•Net charge-offs in the second quarter were $10.1 million, or 13 bps of average loans compared to net charge-offs of 21 bps of average loans in the first quarter of 2023.

◦Excluding PCD loans that had an allowance for credit losses established at acquisition, net charge-offs to average loans were 6 bps for the second quarter and 5 bps for the first quarter of 2023.

•30+ day delinquencies as a percentage of loans were 0.12% at the end of the second quarter of 2023, compared to 0.14% at the end of the first quarter of 2023.

•Non-performing loans as a percentage of total loans were 0.91% compared to 0.74% for the first quarter of 2023, up due primarily to migration of PCD loans.

•Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. As of June 30, 2023, the remaining discount on these acquired loans was $90 million.

•The allowance for credit losses, including the allowance for credit losses on unfunded commitments, stood at $337.6 million, or 1.04% of total loans at June 30, 2023, compared to $332.9 million, or 1.05% of total loans at March 31, 2023.

NET INTEREST INCOME AND MARGIN

Growth in net interest income; margin compression reflective of the rate environment.

•Net interest income on a fully taxable equivalent basis increased to $388.0 million in the second quarter of 2023 compared to $387.2 million in the first quarter of 2023, driven by loan growth, the higher rate environment and more days in the quarter, which were partly offset by higher funding costs and lower accretion income on loans.

•Net interest margin on a fully taxable equivalent basis decreased 9 bps to 3.60% compared to the first quarter of 2023.

•Accretion income on loans and borrowings was $6.6 million, or 6 bps of net interest margin, in the second quarter of 2023 compared to $7.9 million, or 8 bps of net interest margin, in the first quarter of 2023.

•Cost of total deposits was 1.15%, increasing 43 bps and the cost of total interest-bearing deposits increased 57 bps to 1.66% in the second quarter of 2023.

NONINTEREST INCOME

Higher bank fees, mortgage banking revenue and other income.

•Total noninterest income for the second quarter of 2023 was $81.6 million.

•Excluding realized debt securities gains/losses for both periods, adjusted noninterest income for the second quarter was up 8.8% compared to the first quarter of 2023, driven by higher service charges on deposit accounts, debit card and ATM fees, mortgage banking revenue, company-owned life insurance and other income.

NONINTEREST EXPENSE

Disciplined expense management.

•Noninterest expense for the second quarter of 2023 was $246.6 million and included $3.4 million of Louisville expenses5, $2.4 million of merger-related charges and $0.2 million for property optimization.

•Excluding these items, adjusted noninterest expense for the second quarter was $240.6 million, compared to $234.8 million for the first quarter of 2023; increase was driven by higher salary and employee benefits resulting from performance-driven incentive accruals.

•The efficiency ratio1 was 51.2%, while the adjusted efficiency ratio1 was 49.4% for the second quarter of 2023 compared to 52.8% and 48.8%, respectively, for the first quarter of 2023.

INCOME TAXES

•Income tax expense in the second quarter of 2023 was $47.4 million, resulting in an effective tax rate of 23.4% compared to 22.0% in the first quarter of 2023. On an adjusted fully taxable equivalent ("FTE") basis, the effective tax rate was 25.2% in the second quarter compared to 24.1% in the first quarter.

•Income tax expense included $3.1 million of tax credit benefit.

CAPITAL

Capital ratios remain strong.

•All regulatory capital ratios grew in the quarter with preliminary total risk-based capital up 18 bps to 12.14% and preliminary regulatory Tier 1 capital up 15 bps to 10.79%, driven by retained earnings, partly offset by loan growth and merger-related charges.

•Tangible common equity to tangible assets was 6.33% at the end of the second quarter compared to 6.37% in the first quarter of 2023.

CONFERENCE CALL AND WEBCAST

Old National will host a conference call and live webcast at 9:00 a.m. Central Time on Tuesday, July 25, 2023, to review second quarter financial results. The live audio webcast link and corresponding presentation slides will be available on the Company’s Investor Relations web page at oldnational.com and will be archived there for 12 months. To listen to the live conference call, dial U.S. (888) 300-3045 or International (646) 568-1027, Access code 5258325. A replay of the call will also be available from approximately noon Central Time on July 25, 2023 through August 8, 2023. To access the replay, dial U.S. (800) 770-2030 or International (647) 362-9199, Access code 5258325.

ABOUT OLD NATIONAL

Old National Bancorp (NASDAQ: ONB) is the holding company of Old National Bank, which is the sixth largest commercial bank headquartered in the Midwest. With approximately $48 billion of assets and $29 billion of assets under management, Old National ranks among the top 30 banking companies headquartered in the U.S. Tracing our roots to 1834, Old National Bank has focused on community banking by building long-term, highly valued partnerships with clients and in the communities it serves. In addition to providing extensive services in retail and commercial banking, Old National offers comprehensive wealth management, investment, and capital market services. For more information and financial data, please visit Investor Relations at oldnational.com.

USE OF NON-GAAP FINANCIAL MEASURES

The Company's accounting and reporting policies conform to U.S. generally accepted accounting principles ("GAAP") and general practices within the banking industry. As a supplement to GAAP, the Company provides non-GAAP performance results, which the Company believes are useful because they assist investors in assessing the Company's operating performance. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables at the end of this release.

The Company presents EPS, the efficiency ratio, return on average common equity, and return on average tangible common equity, all adjusted for certain notable items. These items include the current expected credit loss ("CECL") Day 1 non-PCD provision expense, Louisville expenses5, merger-related charges associated with completed acquisitions, gain on sale of health savings accounts, property optimization charges and gains/losses on sales of debt securities. Management believes excluding these items from EPS, the efficiency ratio, return on average common equity, and return on average tangible common equity may be useful in assessing the Company's underlying operational performance since these items do not pertain to its core business operations and their exclusion may facilitate better comparability between periods. Management believes that excluding merger-related charges and the CECL Day 1 non-PCD provision expense from these metrics may be useful to the Company, as well as analysts and investors, since these expenses can vary significantly based on the size, type, and structure of each acquisition. Additionally, management believes excluding these items from these metrics may enhance comparability for peer comparison purposes.

Income tax expense, provision for credit losses, and the certain notable items listed above are excluded from the calculation of pre-provision net revenues, adjusted due to the fluctuation in income before income tax and the level of provision for credit losses required. Management believes pre-provision net revenues, adjusted may be useful in assessing the Company's underlying operating performance and their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The Company presents adjusted noninterest expense, which excludes Louisville expenses5, merger-related charges and property optimization charges, as well as adjusted noninterest income, which excludes the gain on sale of health savings accounts and gains/losses on sales of debt securities. Management believes that excluding these items from noninterest expense and noninterest income may be useful in assessing the Company’s underlying operational performance as these items either do not pertain to its core business operations or their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The tax-equivalent adjustment to net interest income and net interest margin recognizes the income tax savings when comparing taxable and tax-exempt assets. Interest income and yields on tax-exempt securities and loans are presented using the current federal income tax rate of 21%. Management believes that it is standard practice in the banking industry to present net interest income and net interest margin on a fully tax-equivalent basis and that it may enhance comparability for peer comparison purposes.

In management's view, tangible common equity measures are capital adequacy metrics that may be meaningful to the Company, as well as analysts and investors, in assessing the Company's use of equity and in facilitating comparisons with peers. These non-GAAP measures are valuable indicators of a financial institution's capital strength since they eliminate intangible assets from stockholders' equity and retain the effect of accumulated other comprehensive loss in stockholders' equity.

Although intended to enhance investors' understanding of the Company's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. In addition, these non-GAAP financial measures may differ from those used by other financial institutions to assess their business and performance. See the previously provided tables and the following reconciliations in the "Non-GAAP Reconciliations" section for details on the calculation of these measures to the extent presented herein.

FORWARD-LOOKING STATEMENTS

This communication contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the SEC, in press releases, and in oral and written statements made by us or with our approval that are not statements of historical fact and constitute forward‐looking statements within the meaning of the Act. These statements include, but are not limited to, descriptions of Old National’s financial condition, results of operations, asset and credit quality trends, profitability and business plans or opportunities. Forward-looking statements can be identified by the use of the words "anticipate," "believe," "contemplate," "could," "estimate," "expect," "intend," "may," "outlook," "plan," "should," and "will," and other words of similar meaning. These forward-looking statements express management’s current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those in such statements. Factors that might cause such a difference include, but are not limited to: competition; government legislation, regulations and policies; the ability of Old National to execute its business plan; unanticipated changes in our liquidity position, including but not limited to changes in our access to sources of liquidity and capital to address our liquidity needs; changes in economic conditions and economic and business uncertainty which could materially impact credit quality trends and the ability to generate loans and gather deposits; inflation and governmental responses to inflation, including increasing interest rates; market, economic, operational, liquidity, credit, and interest rate risks associated with our business; our ability to successfully manage our credit risk and the sufficiency of our allowance for credit losses; uncertainty about the discontinued use of LIBOR and the transition to an alternative rate; the potential impact of future business combinations on our performance and financial condition, including our ability to successfully integrate the businesses and the success of revenue-generating and cost reduction initiatives; failure or circumvention of our internal controls; operational risks or risk management failures by us or critical third parties, including without limitation with respect to data processing, information systems, cybersecurity, technological changes, vendor issues, business interruption, and fraud risks; significant changes in accounting, tax or regulatory practices or requirements; new legal obligations or liabilities; disruptive technologies in payment systems and other services traditionally provided by banks; failure or disruption of our information systems; computer hacking and other cybersecurity threats; the effects of climate change on Old National and its customers, borrowers, or service providers; political and economic uncertainty and instability; the impacts of pandemics, epidemics and other infectious disease outbreaks; other matters discussed in this communication; and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2022 and other filings with the Securities and Exchange Commission. These forward-looking statements are made only as of the date of this communication and are not guarantees of future results, performance or outcomes, and Old National does not undertake an obligation to update these forward-looking statements to reflect events or conditions after the date of this communication.


CONTACTS:
Media: Kathy Schoettlin						Investors: Lynell Walton
(812) 465-7269						(812) 464-1366
Kathy.Schoettlin@oldnational.com						Lynell.Walton@oldnational.com



Financial Highlights (unaudited)
($ and shares in thousands, except per share data)

	Three Months Ended																	Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,					June 30,			June 30,
	2023			2023			2022			2022			2022					2023			2022
Income Statement
Net interest income	$	382,171		$	381,488		$	391,090		$	376,589		$	337,472				$	763,659		$	560,257
FTE adjustment1,4	5,825			5,666			5,378			4,950			4,314					11,491			8,086
Net interest income - tax equivalent basis4	387,996			387,154			396,468			381,539			341,786					775,150			568,343
Provision for credit losses2	14,787			13,437			11,408			15,490			9,165					28,224			117,901
Noninterest income	81,629			70,681			165,037			80,385			89,117					152,310			154,357
Noninterest expense2	246,584			250,711			282,675			262,444			277,475					497,295			493,064
Net income (loss) available to common shareholders	$	151,003		$	142,566		$	196,701		$	136,119		$	110,952				$	293,569		$	81,349
Per Common Share Data
Weighted average diluted shares	291,266			292,756			293,131			292,483			291,881					291,870			260,253
EPS, diluted	$	0.52		$	0.49		$	0.67		$	0.47		$	0.38				$	1.01		$	0.31
Cash dividends	0.14			0.14			0.14			0.14			0.14					0.28			0.28
Dividend payout ratio3	27		%	29		%	21		%	30		%	37		%			28		%	90		%
Book value	$	17.25		$	17.24		$	16.68		$	16.05		$	16.51				$	17.25		$	16.51
Stock price	13.94			14.42			17.98			16.47			14.79					13.94			14.79
Tangible book value4	10.03			9.98			9.42			8.75			9.23					10.03			9.23
Performance Ratios
ROAA	1.29		%	1.25		%	1.74		%	1.22		%	1.01		%			1.27		%	0.43		%
ROAE	12.0		%	11.6		%	16.8		%	11.1		%	9.1		%			11.8		%	3.6		%

ROATCE4	21.4		%	21.0		%	31.5		%	20.5		%	16.9		%			21.2		%	6.8		%
NIM (FTE)	3.60		%	3.69		%	3.85		%	3.71		%	3.33		%			3.65		%	3.13		%
Efficiency ratio4	51.2		%	52.8		%	49.1		%	55.3		%	62.7		%			52.0		%	66.6		%
Efficiency ratio (prior presentation)5	N/A			N/A			N/A			56.2		%	62.7		%	62.70	%	N/A			68.1		%
NCOs to average loans	0.13		%	0.21		%	0.05		%	0.10		%	0.02		%			0.17		%	0.04		%
ACL on loans to EOP loans	0.93		%	0.94		%	0.98		%	0.99		%	0.97		%			0.93		%	0.97		%
ACL6 to EOP loans	1.04		%	1.05		%	1.08		%	1.08		%	1.05		%			1.04		%	1.05		%
NPLs to EOP loans	0.91		%	0.74		%	0.81		%	0.81		%	0.78		%			0.91		%	0.78		%
Balance Sheet (EOP)
Total loans	$	32,432,473		$	31,822,374		$	31,123,641		$	30,528,933		$	29,553,648				$	32,432,473		$	29,553,648
Total assets	48,496,755			47,842,644			46,763,372			46,215,526			45,748,355					48,496,755			45,748,355
Total deposits	36,231,315			34,917,792			35,000,830			36,053,663			35,538,975					36,231,315			35,538,975
Total borrowed funds	6,034,008			6,740,454			5,586,314			4,264,750			4,384,411					6,034,008			4,384,411
Total shareholders' equity	5,292,095			5,277,426			5,128,595			4,943,383			5,078,783					5,292,095			5,078,783
Capital Ratios
Risk-based capital ratios (EOP):
Tier 1 common equity	10.14		%	9.98		%	10.03		%	9.88		%	9.90		%			10.14		%	9.90		%
Tier 1 capital	10.79		%	10.64		%	10.71		%	10.58		%	10.63		%			10.79		%	10.63		%
Total capital	12.14		%	11.96		%	12.02		%	11.84		%	12.03		%			12.14		%	12.03		%
Leverage ratio (average assets)	8.59		%	8.53		%	8.52		%	8.26		%	8.19		%			8.59		%	8.19		%
Equity to assets (averages)4	10.96		%	11.00		%	10.70		%	11.18		%	11.22		%			10.98		%	11.57		%
TCE to TA4	6.33		%	6.37		%	6.18		%	5.82		%	6.20		%			6.33		%	6.20		%
Nonfinancial Data
Full-time equivalent employees	4,021			4,023			3,967			4,008			4,196					4,021			4,196
Banking centers	256			256			263			263			266					256			266
1 Calculated using the federal statutory tax rate in effect of 21% for all periods.
2 Provision for unfunded commitments is included in the provision for credit losses. The reclassification of the provision for unfunded commitments out of other expense as a component of noninterest expense was made to amounts prior to December 31, 2022 to conform to the current period presentation.
3 Cash dividends per common share divided by net income per common share (basic).
4 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures. June 30, 2023 capital ratios are preliminary.
5 Presented as calculated prior to December 31, 2022, which included the provision for unfunded commitments in noninterest expense. Management believes that removing the provision for unfunded commitments from this metric enhances comparability for peer comparison purposes.
6 Includes the allowance for credit losses on loans and unfunded commitments.

FTE - Fully taxable equivalent basis ROAA - Return on average assets ROAE - Return on average equity ROATCE - Return on average tangible common equity
NCOs - Net Charge-offs ALL - Allowance for loan losses ACL - Allowance for Credit Losses EOP - End of period actual balances NPLs - Non-performing Loans TCE - Tangible common equity TA - Tangible assets



Income Statement (unaudited)
($ and shares in thousands, except per share data)
	Three Months Ended										Six Months Ended
	June 30,		March 31,		December 31,		September 30,		June 30,		June 30,		June 30,
	2023		2023		2022		2022		2022		2023		2022
Interest income	$	544,902	$	495,649	$	457,821	$	406,518	$	354,358	$	1,040,551	$	589,863
Less: interest expense	162,731		114,161		66,731		29,929		16,886		276,892		29,606
Net interest income	382,171		381,488		391,090		376,589		337,472		763,659		560,257
Provision for credit losses1	14,787		13,437		11,408		15,490		9,165		28,224		117,901
Net interest income after provision for credit losses	367,384		368,051		379,682		361,099		328,307		735,435		442,356
Wealth and investment services fees	26,521		26,920		25,668		25,359		27,872		53,441		49,824
Service charges on deposit accounts	17,751		17,003		18,109		20,042		20,324		34,754		34,350
Debit card and ATM fees	10,653		9,982		10,798		10,608		11,222		20,635		18,821
Mortgage banking revenue	4,165		3,400		3,888		5,360		6,522		7,565		13,767
Capital markets income	6,173		6,939		5,377		8,906		7,261		13,112		11,703
Company-owned life insurance	4,698		3,186		3,108		3,361		4,571		7,884		8,095
Gain on sale of health savings accounts	—		—		90,673		—		—		—		—
Other income	11,651		8,467		7,589		6,921		11,430		20,118		17,540
Gains (losses) on sales of debt securities	17		(5,216)		(173)		(172)		(85)		(5,199)		257
Total noninterest income	81,629		70,681		165,037		80,385		89,117		152,310		154,357
Salaries and employee benefits	135,810		137,364		142,459		147,203		161,817		273,174		285,964
Occupancy	26,085		28,282		26,488		26,418		26,496		54,367		47,515
Equipment	7,721		7,389		7,591		7,328		7,550		15,110		12,718
Marketing	9,833		9,417		8,508		10,361		9,119		19,250		13,395
Technology	20,056		19,202		19,951		20,269		25,883		39,258		44,645
Communication	4,232		4,461		4,159		5,392		5,878		8,693		9,295
Professional fees	6,397		6,732		6,360		6,559		6,336		13,129		26,127
FDIC assessment	9,624		10,404		5,809		6,249		4,699		20,028		7,274
Amortization of intangibles	6,060		6,186		6,787		7,089		7,170		12,246		11,981
Amortization of tax credit investments	2,762		2,761		5,258		2,662		1,525		5,523		3,041
Property optimization	242		1,317		26,818		—		—		1,559		—
Other expense1	17,762		17,196		22,487		22,914		21,002		34,958		31,109
Total noninterest expense	246,584		250,711		282,675		262,444		277,475		497,295		493,064
Income (loss) before income taxes	202,429		188,021		262,044		179,040		139,949		390,450		103,649
Income tax expense (benefit)	47,393		41,421		61,309		38,887		24,964		88,814		16,250
Net income (loss)	$	155,036	$	146,600	$	200,735	$	140,153	$	114,985	$	301,636	$	87,399
Preferred dividends	(4,033)		(4,034)		(4,034)		(4,034)		(4,033)		(8,067)		(6,050)
Net income (loss) applicable to common shares	$	151,003	$	142,566	$	196,701	$	136,119	$	110,952	$	293,569	$	81,349

EPS, diluted	$	0.52	$	0.49	$	0.67	$	0.47	$	0.38	$	1.01	$	0.31
Weighted Average Common Shares Outstanding
Basic	290,559		291,088		291,012		290,961		290,862		290,822		259,108
Diluted	291,266		292,756		293,131		292,483		291,881		291,870		260,253
Common shares outstanding (EOP)	292,597		291,922		292,903		292,880		292,893		292,597		292,893

1 Provision for unfunded commitments is included in the provision for credit losses. The reclassification of the provision for unfunded commitments out of other expense as a component of noninterest expense was made to amounts prior to December 31, 2022 to conform to the current period presentation.



End of Period Balance Sheet (unaudited)
($ in thousands)
	June 30,		March 31,		December 31,		September 30,		June 30,
	2023		2023		2022		2022		2022
Assets
Cash and due from banks	$	473,023	$	386,879	$	453,432	$	466,846	$	455,620

Money market and other interest-earnings investments	724,863		727,056		274,980		334,765		342,344
Investments:
Treasury and government-sponsored agencies	2,309,285		2,236,413		2,195,175		2,186,551		2,461,173
Mortgage-backed securities	5,168,458		5,395,680		5,476,718		5,584,241		5,976,921
States and political subdivisions	1,760,725		1,785,072		1,827,164		1,829,561		1,839,333
Other securities	802,323		826,575		730,476		693,303		719,223
Total investments	10,040,791		10,243,740		10,229,533		10,293,656		10,996,650
Loans held for sale, at fair value	114,369		10,584		11,926		19,748		26,217

Loans:
Commercial	9,698,241		9,751,875		9,508,904		9,311,148		8,923,983
Commercial and agriculture real estate	13,450,209		12,908,380		12,457,070		12,227,888		11,796,503
Residential real estate	6,684,480		6,568,666		6,460,441		6,267,306		6,079,057
Consumer	2,599,543		2,593,453		2,697,226		2,722,591		2,754,105
Total loans	32,432,473		31,822,374		31,123,641		30,528,933		29,553,648
Allowance for credit losses on loans	(300,555)		(298,711)		(303,671)		(302,254)		(288,003)
Premises and equipment, net	564,299		566,758		557,307		588,021		586,031
Operating lease right-of-use assets	184,700		183,687		189,714		187,626		192,196
Goodwill and other intangible assets	2,112,875		2,118,935		2,125,121		2,135,792		2,131,815
Company-owned life insurance	771,753		770,471		768,552		767,089		769,595
Other assets	1,378,164		1,310,871		1,332,837		1,195,304		982,242
Total assets	$	48,496,755	$	47,842,644	$	46,763,372	$	46,215,526	$	45,748,355

Liabilities and Equity
Noninterest-bearing demand deposits	$	10,532,838	$	10,995,083	$	11,930,798	$	12,400,077	$	12,388,379
Interest-bearing:
Checking and NOW accounts	7,654,202		7,903,520		8,340,955		8,963,014		8,473,510
Savings accounts	5,578,323		6,030,255		6,326,158		6,616,512		6,796,152
Money market accounts	7,200,288		5,867,239		5,389,139		5,602,729		5,373,318
Other time deposits	4,012,813		3,361,979		2,775,991		2,393,083		2,479,304
Total core deposits	34,978,464		34,158,076		34,763,041		35,975,415		35,510,663
Brokered deposits	1,252,851		759,716		237,789		78,248		28,312
Total deposits	36,231,315		34,917,792		35,000,830		36,053,663		35,538,975

Federal funds purchased and interbank borrowings	136,060		618,955		581,489		301,031		1,561
Securities sold under agreements to repurchase	311,447		393,018		432,804		438,053		476,173
Federal Home Loan Bank advances	4,771,183		4,981,612		3,829,018		2,804,617		3,283,963
Other borrowings	815,318		746,869		743,003		721,049		622,714
Total borrowed funds	6,034,008		6,740,454		5,586,314		4,264,750		4,384,411
Operating lease liabilities	206,178		205,249		211,964		207,725		215,188
Accrued expenses and other liabilities	733,159		701,723		835,669		746,005		530,998
Total liabilities	43,204,660		42,565,218		41,634,777		41,272,143		40,669,572
Preferred stock, common stock, surplus, and retained earnings	6,100,728		5,985,784		5,915,017		5,751,833		5,647,916
Accumulated other comprehensive income (loss), net of tax	(808,633)		(708,358)		(786,422)		(808,450)		(569,133)
Total shareholders' equity	5,292,095		5,277,426		5,128,595		4,943,383		5,078,783
Total liabilities and shareholders' equity	$	48,496,755	$	47,842,644	$	46,763,372	$	46,215,526	$	45,748,355



Average Balance Sheet and Interest Rates (unaudited)
($ in thousands)


	Three Months Ended						Three Months Ended						Three Months Ended
	June 30, 2023						March 31, 2023						June 30, 2022
	Average		Income1/		Yield/		Average		Income1/		Yield/		Average		Income1/		Yield/
Earning Assets:	Balance		Expense		Rate		Balance		Expense		Rate		Balance		Expense		Rate
Money market and other interest-earning investments	$	724,601	$	8,966	4.96	%	$	497,953	$	3,098	2.52	%	$	1,088,005	$	1,830	0.67	%
Investments:
Treasury and government-sponsored agencies	2,222,269		19,355		3.48	%	2,197,426		16,531		3.01	%	2,487,717		11,818		1.90	%
Mortgage-backed securities	5,301,084		34,291		2.59	%	5,429,200		35,090		2.59	%	6,008,470		33,534		2.23	%
States and political subdivisions	1,768,897		14,396		3.26	%	1,808,316		14,690		3.25	%	1,834,189		14,571		3.18	%
Other securities	824,482		9,995		4.85	%	738,139		8,604		4.66	%	723,279		5,467		3.02	%
Total investments	10,116,732		78,037		3.09	%	10,173,081		74,915		2.95	%	11,053,655		65,390		2.37	%
Loans:2
Commercial	9,862,728		163,721		6.64	%	9,457,089		147,620		6.24	%	8,692,646		95,743		4.36	%
Commercial and agriculture real estate	13,164,390		199,287		6.06	%	12,654,366		179,475		5.67	%	11,547,958		113,545		3.89	%
Residential real estate loans	6,643,254		60,717		3.66	%	6,523,074		58,099		3.56	%	5,905,151		51,686		3.50	%
Consumer	2,585,493		39,999		6.21	%	2,636,350		38,108		5.86	%	2,715,923		30,478		4.50	%
Total loans	32,255,865		463,724		5.75	%	31,270,879		423,302		5.42	%	28,861,678		291,452		4.01	%

Total earning assets	$	43,097,198	$	550,727	5.11	%	$	41,941,913	$	501,315	4.79	%	$	41,003,338	$	358,672	3.48	%

Less: Allowance for credit losses on loans	(301,311)						(304,393)						(282,943)

Non-earning Assets:
Cash and due from banks	$	418,972					$	437,872					$	277,283
Other assets	4,884,694						4,907,115						4,735,701

Total assets	$	48,099,553					$	46,982,507					$	45,733,379

Interest-Bearing Liabilities:
Checking and NOW accounts	$	7,881,863	$	24,358	1.24	%	$	7,988,579	$	19,359	0.98	%	$	8,445,683	$	1,786	0.08	%
Savings accounts	5,785,603		3,247		0.23	%	6,183,409		2,230		0.15	%	6,835,675		673		0.04	%
Money market accounts	6,084,963		35,358		2.33	%	5,641,288		20,010		1.44	%	5,317,300		1,027		0.08	%
Other time deposits	3,680,029		26,633		2.90	%	3,057,870		15,289		2.03	%	2,491,998		1,627		0.26	%
Total interest-bearing core deposits	23,432,458		89,596		1.53	%	22,871,146		56,888		1.01	%	23,090,656		5,113		0.09	%
Brokered deposits	948,397		11,378		4.81	%	500,530		5,705		4.62	%	7,447		74		0.00	%
Total interest-bearing deposits	24,380,855		100,974		1.66	%	23,371,676		62,593		1.09	%	23,098,103		5,187		0.09	%

Federal funds purchased and interbank borrowings	441,145		5,655		5.14	%	419,291		4,839		4.68	%	1,222		2		0.47	%
Securities sold under agreements to repurchase	340,178		900		1.06	%	412,819		779		0.77	%	466,885		85		0.07	%
Federal Home Loan Bank advances	5,283,728		45,088		3.42	%	4,273,343		37,996		3.61	%	3,053,423		6,925		0.91	%
Other borrowings	796,536		10,114		5.09	%	781,221		7,954		4.13	%	611,772		4,687		3.06	%
Total borrowed funds	6,861,587		61,757		3.61	%	5,886,674		51,568		3.55	%	4,133,302		11,699		1.14	%

Total interest-bearing liabilities	$	31,242,442	$	162,731	2.09	%	$	29,258,350	$	114,161	1.58	%	$	27,231,405	$	16,886	0.25	%

Noninterest-Bearing Liabilities and Shareholders' Equity
Demand deposits	$	10,741,646					$	11,526,267					$	12,714,946
Other liabilities	841,663						1,031,702						657,128
Shareholders' equity	5,273,802						5,166,188						5,129,900

Total liabilities and shareholders' equity	$	48,099,553					$	46,982,507					$	45,733,379

Net interest rate spread					3.02	%					3.21	%					3.23	%

Net interest margin (GAAP)					3.55	%					3.64	%					3.29	%

Net interest margin (FTE)3					3.60	%					3.69	%					3.33	%

FTE adjustment			$	5,825					$	5,666					$	4,314

1 Interest income is reflected on a FTE.
2 Includes loans held for sale.
3 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.



Average Balance Sheet and Interest Rates (unaudited)
($ in thousands)


		Six Months Ended						Six Months Ended
		June 30, 2023						June 30, 2022
		Average		Income1/		Yield/		Average		Income1/		Yield/
Earning Assets:		Balance		Expense		Rate		Balance		Expense		Rate
Money market and other interest-earning investments		$	611,903	$	12,064	3.98	%	$	1,211,518	$	2,138	0.36	%
Investments:
Treasury and government-sponsored agencies		2,209,916		35,886		3.25	%	2,342,401		20,038		1.71	%
Mortgage-backed securities		5,364,788		69,381		2.59	%	5,441,902		57,910		2.13	%
States and political subdivisions		1,788,498		29,086		3.25	%	1,786,684		28,208		3.16	%
Other securities		781,549		18,599		4.76	%	664,741		9,611		2.89	%
Total investments		$	10,144,751	$	152,952	3.02	%	$	10,235,728	$	115,767	2.26	%
Loans:2
Commercial		9,661,029		311,341		6.45	%	7,301,008		151,026		4.11	%
Commercial and agriculture real estate		12,910,787		378,762		5.87	%	10,156,292		190,952		3.74	%
Residential real estate loans		6,582,982		118,817		3.61	%	4,953,222		85,673		3.46	%
Consumer		2,611,295		78,106		6.03	%	2,411,976		52,393		4.38	%
Total loans		31,766,093		887,026		5.59	%	24,822,498		480,044		3.86	%

Total earning assets		$	42,522,747	$	1,052,042	4.95	%	$	36,269,744	$	597,949	3.29	%

Less: Allowance for credit losses on loans		(302,844)						(225,876)

Non-earning Assets:
Cash and due from banks		$	428,370					$	273,083
Other assets		4,895,843						4,111,637

Total assets		$	47,544,116					$	40,428,588

Interest-Bearing Liabilities:
Checking and NOW accounts		$	7,934,927	$	43,717	1.11	%	$	7,619,757	$	2,381	0.06	%
Savings accounts		5,983,407		5,477		0.18	%	6,073,081		1,262		0.04	%
Money market accounts		5,864,351		55,368		1.90	%	4,552,241		1,719		0.08	%
Other time deposits		3,370,668		41,922		2.51	%	2,120,638		2,945		0.28	%
Total interest-bearing core deposits		23,153,353		146,484		1.28	%	20,365,717		8,307		0.08	%
Brokered deposits		725,701		17,083		4.75	%	3,744		74		3.99	%
Total interest-bearing deposits		23,879,054		163,567		1.38	%	20,369,461		8,381		0.08	%

Federal funds purchased and interbank borrowings		430,278		10,494		4.92	%	1,168		2		0.25	%
Securities sold under agreements to repurchase		376,298		1,679		0.90	%	458,459		181		0.08	%
Federal Home Loan Bank advances		4,781,326		83,084		3.50	%	2,822,984		12,888		0.92	%
Other borrowings		788,921		18,068		4.62	%	522,599		8,154		3.12	%
Total borrowed funds		6,376,823		113,325		3.58	%	3,805,210		21,225		1.12	%

Total interest-bearing liabilities		30,255,877		276,892		1.85	%	24,174,671		29,606		0.25	%

Noninterest-Bearing Liabilities and Shareholders' Equity
Demand deposits		$	11,131,789					$	11,014,359
Other liabilities		936,158						562,882
Shareholders' equity		5,220,292						4,676,676

Total liabilities and shareholders' equity		$	47,544,116					$	40,428,588

Net interest rate spread						3.10	%					3.04	%

Net interest margin (GAAP)	0.00%					3.59	%					3.09	%

Net interest margin (FTE)3						3.65	%					3.13	%

FTE adjustment				$	11,491					$	8,086

1 Interest income is reflected on a FTE.
2 Includes loans held for sale.
3 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.



Asset Quality (EOP) (unaudited)
($ in thousands)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2023			2023			2022			2022			2022			2023			2022
Allowance for credit losses:
Beginning allowance for credit losses on loans	$	298,711		$	303,671		$	302,254		$	288,003		$	280,507		$	303,671		$	107,341
Allowance established for acquired PCD loans	—			—			—			10,558			—			—			78,531
Provision for credit losses on loans	11,936			11,469			5,389			11,288			9,254			23,405			106,663
Gross charge-offs	(14,331)			(18,180)			(7,081)			(11,440)			(4,096)			(32,511)			(8,760)
Gross recoveries	4,239			1,751			3,109			3,845			2,338			5,990			4,228
NCOs	(10,092)			(16,429)			(3,972)			(7,595)			(1,758)			(26,521)			(4,532)
Ending allowance for credit losses on loans	$	300,555		$	298,711		$	303,671		$	302,254		$	288,003		$	300,555		$	288,003
Beginning allowance for credit losses on unfunded commitments	$	34,156		$	32,188		$	26,169		$	21,966		$	22,046		$	32,188		$	10,879
Provision (release) for credit losses on unfunded commitments	2,851			1,968			6,019			4,203			(80)			4,819			11,087
Ending allowance for credit losses on unfunded commitments	$	37,007		$	34,156		$	32,188		$	26,169		$	21,966		$	37,007		$	21,966
Allowance for credit losses	$	337,562		$	332,867		$	335,859		$	328,423		$	309,969		$	337,562		$	309,969
Provision for credit losses on loans	$	11,936		$	11,469		$	5,389		$	11,288		$	9,254		$	23,405		$	106,663
Provision (release) for credit losses on unfunded commitments1	2,851			1,968			6,019			4,203			(80)			4,819			11,087
Provision for credit losses1	$	14,787		$	13,437		$	11,408		$	15,491		$	9,174		$	28,224		$	117,750
NCOs / average loans2	0.13		%	0.21		%	0.05		%	0.10		%	0.02		%	0.17		%	0.04		%
Average loans2	$	32,251,242		$	31,267,836		$	30,732,473		$	29,890,008		$	28,847,003		$	31,762,256		$	24,808,593
EOP loans2	32,432,473			31,822,374			31,123,641			30,528,933			29,553,648			32,432,473			29,553,648
ACL on loans / EOP loans2	0.93		%	0.94		%	0.98		%	0.99		%	0.97		%	0.93		%	0.97		%
ACL / EOP loans2	1.04		%	1.05		%	1.08		%	1.08		%	1.05		%	1.04		%	1.05		%
Underperforming Assets:
Loans 90 days and over (still accruing)	$	303		$	1,231		$	2,650		$	767		$	882		$	303		$	882
NPLs:
Nonaccrual loans3,4	295,509			234,337			238,178			233,659			214,924			295,509			214,924
TDRs still accruing4	N/A			N/A			15,313			13,674			15,665			N/A			15,665
Total NPLs	295,509			234,337			253,491			247,333			230,589			295,509			230,589
Foreclosed assets	9,824			10,817			10,845			11,967			12,618			9,824			12,618
Total underperforming assets	$	305,636		$	246,385		$	266,986		$	260,067		$	244,089		$	305,636		$	244,089
Classified and Criticized Assets:
Nonaccrual loans3	$	295,509		$	234,337		$	238,178		$	233,659		$	214,924		$	295,509		$	214,924
Substandard loans (still accruing)	524,709			570,229			504,657			476,724			490,566			524,709			490,566
Loans 90 days and over (still accruing)	303			1,231			2,650			767			882			303			882
Total classified loans - "problem loans"	820,521			805,797			745,485			711,150			706,372			820,521			706,372
Other classified assets	40,942			26,441			24,735			24,773			25,004			40,942			25,004
Criticized loans - "special mention loans"	614,547			593,307			636,069			549,994			452,835			614,547			452,835
Total classified and criticized assets	$	1,476,010		$	1,425,545		$	1,406,289		$	1,285,917		$	1,184,211		$	1,476,010		$	1,184,211
Loans 30-89 days past due	$	39,748		$	42,071		$	55,522		$	65,632		$	48,889		$	39,748		$	48,889
NPLs / EOP loans2	0.91		%	0.74		%	0.81		%	0.81		%	0.78		%	0.91		%	0.78		%
ACL to NPLs	114		%	142		%	132		%	133		%	134		%	114		%	134		%
Under-performing assets/EOP loans2	0.94		%	0.77		%	0.86		%	0.85		%	0.83		%	0.94		%	0.83		%

Under-performing assets/EOP assets	0.63		%	0.51		%	0.57		%	0.56		%	0.53		%	0.63		%	0.53		%
30+ day delinquencies/EOP loans2	0.12		%	0.14		%	0.19		%	0.22		%	0.17		%	0.12		%	0.17		%
1 Excludes $0.2 million of expense to establish an allowance on held-to-maturity securities during the first quarter of 2022. Provision for unfunded commitments is included in the provision for credit losses. The reclassification of the provision for unfunded commitments out of other expense as a component of noninterest expense was made to amounts prior to December 31, 2022 to conform to the current period presentation.
2 Excludes loans held for sale.
3 Includes non-accruing TDRs totaling $24.0 million at December 31, 2022, $23.8 million at September 30, 2022, and $24.3 million at June 30, 2022.
4 As a result of accounting guidance adopted in 2023, the TDR classification is no longer applicable subsequent to December 31, 2022.
PCD - Purchased credit deteriorated TDR - Troubled debt restructuring



Non-GAAP Measures (unaudited)
($ and shares in thousands, except per share data)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2023			2023			2022			2022			2022			2023			2022
Earnings Per Share:
Net income applicable to common shares	$	151,003		$	142,566		$	196,701		$	136,119		$	110,952		$	293,569		$	81,349
Adjustments:
Louisville expenses	3,361			—			—			—			—			3,361			—
Tax effect1	(392)			—			—			—			—			(392)			—
Louisville expenses, net	2,969			—			—			—			—			2,969			—
Merger-related charges2	2,372			14,558			20,314			22,743			36,585			16,930			88,884
Tax effect1	(277)			(3,172)			(5,160)			(8,529)			(13,057)			(3,449)			(22,591)
Merger-related charges, net	2,095			11,386			15,154			14,214			23,528			13,481			66,293
Debt Securities (gains) losses	(17)			5,216			173			172			85			5,199			(257)
Tax effect1	2			(1,137)			(44)			(65)			(30)			(1,135)			32
Debt securities (gains) losses, net	(15)			4,079			129			107			55			4,064			(225)
Property optimization charges	242			1,317			26,818			—			—			1,559			—
Tax effect1	(28)			(287)			(6,812)			—			—			(315)			—
Property optimization charges, net	214			1,030			20,006			—			—			1,244			—
Gain on sale of health savings accounts	—			—			(90,673)			—			—			—			—
Tax effect1	—			—			23,031			—			—			—			—
Gain on sale of health savings accounts, net	—			—			(67,642)			—			—			—			—
Day 1 non-PCD	—			—			—			—			—			—			96,270
Tax effect1	—			—			—			—			—			—			(17,550)
Day 1 non-PCD, net	—			—			—			—			—			—			78,720
Total adjustments, net	5,263			16,495			(32,353)			14,321			23,583			21,758			144,788
Net income applicable to common shares, adjusted	$	156,266		$	159,061		$	164,348		$	150,440		$	134,535		$	315,327		$	226,137
Weighted average diluted common shares outstanding	291,266			292,756			293,131			292,483			291,881			291,870			260,253
EPS, diluted	$	0.52		$	0.49		$	0.67		$	0.47		$	0.38		$	1.01		$	0.31
Adjusted EPS, diluted	$	0.54		$	0.54		$	0.56		$	0.51		$	0.46		$	1.08		$	0.87
NIM:
Net interest income	$	382,171		$	381,488		$	391,090		$	376,589		$	337,472		$	763,659		$	560,257
Add: FTE adjustment3	5,825			5,666			5,378			4,950			4,314			11,491			8,086
Net interest income (FTE)	$	387,996		$	387,154		$	396,468		$	381,539		$	341,786		$	775,150		$	568,343
Average earning assets	$	43,097,198		$	41,941,913		$	41,206,695		$	41,180,026		$	41,003,338		$	42,522,747		$	36,269,744
NIM (GAAP)	3.55		%	3.64		%	3.80		%	3.66		%	3.29		%	3.59		%	3.09		%
NIM (FTE)	3.60		%	3.69		%	3.85		%	3.71		%	3.33		%	3.65		%	3.13		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2023			2023			2022			2022			2022			2023			2022
PPNR:
Net interest income (FTE)3	$	387,996		$	387,154		$	396,468		$	381,539		$	341,786		$	775,150		$	568,343
Add: Noninterest income	81,629			70,681			165,037			80,385			89,117			152,310			154,357
Total revenue (FTE)	469,625			457,835			561,505			461,924			430,903			927,460			722,700
Less: Noninterest expense	(246,584)			(250,711)			(282,675)			(262,444)			(277,475)			(497,295)			(493,064)
PPNR	$	223,041		$	207,124		$	278,830		$	199,480		$	153,428		$	430,165		$	229,636
Adjustments:
Gain on sale of health savings accounts	$	—		$	—		$	(90,673)		$	—		$	—		$	—		$	—
Debt securities (gains) losses	(17)			5,216			173			172			85			5,199			(257)
Noninterest income adjustments	(17)			5,216			(90,500)			172			85			5,199			(257)
Adjusted noninterest income	81,612			75,897			74,537			80,557			89,202			157,509			154,100
Adjusted revenue	$	469,608		$	463,051		$	471,005		$	462,096		$	430,988		$	932,659		$	722,443
Adjustments:
Louisville expenses	$	3,361		$	—		$	—		$	—		$	—		$	3,361		$	—
Merger-related charges4	2,372			14,558			20,314			22,743			36,585			16,930			77,871
Property optimization charges	242			1,317			26,818			—			—			1,559			—
Noninterest expense adjustments	5,975			15,875			47,132			22,743			36,585			21,850			77,871
Adjusted total noninterest expense	(240,609)			(234,836)			(235,543)			(239,701)			(240,890)			(475,445)			(415,193)
Adjusted PPNR	$	228,999		$	228,215		$	235,462		$	222,395		$	190,098		$	457,214		$	307,250
Efficiency Ratio:
Noninterest expense	$	246,584		$	250,711		$	282,675		$	262,444		$	277,475		$	497,295		$	493,064
Less: Amortization of intangibles	(6,060)			(6,186)			(6,787)			(7,089)			(7,170)			(12,246)			(11,981)
Noninterest expense, excl. amortization of intangibles	240,524			244,525			275,888			255,355			270,305			485,049			481,083
Less: Amortization of tax credit investments	(2,762)			(2,761)			(5,258)			(2,662)			(1,525)			(5,523)			(3,041)
Less: Noninterest expense adjustments	(5,975)			(15,875)			(47,132)			(22,743)			(36,585)			(21,850)			(77,871)
Adjusted noninterest expense	$	231,787		$	225,889		$	223,498		$	229,950		$	232,195		$	457,676		$	400,171
Total revenue (FTE)3	$	469,625		$	457,835		$	561,505		$	461,924		$	430,903		$	927,460		$	722,700
Less: Debt securities (gains) losses	(17)			5,216			173			172			85			5,199			(257)
Total revenue excl. debt securities (gains) losses	469,608			463,051			561,678			462,096			430,988			932,659			722,443
Less: Gain on sale of health savings accounts	—			—			(90,673)			—			—			—			—
Total adjusted revenue	$	469,608		$	463,051		$	471,005		$	462,096		$	430,988		$	932,659		$	722,443
Efficiency Ratio	51.2		%	52.8		%	49.1		%	55.3		%	62.7		%	52.0		%	66.6		%
Efficiency Ratio (prior presentation)5	N/A			N/A			N/A			56.2		%	62.7		%	N/A			68.1		%
Adjusted Efficiency Ratio	49.4		%	48.8		%	47.5		%	49.8		%	53.9		%	49.1		%	55.4		%
Adjusted Efficiency Ratio (prior presentation)5	N/A			N/A			N/A			50.7		%	53.9		%	N/A			55.4		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	Three Months Ended											Six Months Ended
	June 30,			March 31,		December 31,		September 30,		June 30,		June 30,			June 30,
	2023			2023		2022		2022		2022		2023			2022
ROAE and ROATCE:
Net income (loss) applicable to common shares	$	151,003		$	142,566	$	196,701	$	136,119	$	110,952	$	293,569		$	81,349
Amortization of intangibles	6,060			6,186		6,787		7,089		7,170		12,246			11,981
Tax effect1	(1,515)			(1,547)		(1,697)		(1,772)		(1,793)		(3,062)			(2,670)
Amortization of intangibles, net	4,545			4,639		5,090		5,317		5,377		9,184			9,311
Net income (loss) applicable to common shares, excluding intangible amortization	155,548			147,205		201,791		141,436		116,329		302,753			90,660
Total adjustments, net (see pg.11)	5,263			16,495		(32,353)		14,321		23,583		21,758			144,788
Adjusted tangible net income applicable to common shares	$	160,811		$	163,700	$	169,438	$	155,757	$	139,912	$	324,511		$	235,448
Average shareholders' equity	$	5,273,802		$	5,166,188	$	4,936,582	$	5,134,153	$	5,129,900	$	5,220,292		$	4,676,676
Less: Average preferred equity	(243,719)			(243,719)		(243,719)		(243,719)		(243,719)		(243,719)			(180,814)
Average shareholders' common equity	$	5,030,083		$	4,922,469	$	4,692,863	$	4,890,434	$	4,886,181	$	4,976,573		$	4,495,862
Average goodwill and other intangible assets	(2,115,894)			(2,122,157)		(2,132,480)		(2,129,858)		(2,136,964)		(2,119,008)			(1,845,422)
Average tangible shareholder's common equity	$	2,914,189		$	2,800,312	$	2,560,383	$	2,760,576	$	2,749,217	$	2,857,565		$	2,650,440
ROAE	12.0		%	11.6%		16.8%		11.1%		9.1%		11.8		%	3.6		%
ROAE, adjusted	12.4		%	12.9%		14.0%		12.3%		11.0%		12.7		%	10.1		%
ROATCE	21.4		%	21.0%		31.5%		20.5%		16.9%		21.2		%	6.8		%
ROATCE, adjusted	22.1		%	23.4%		26.5%		22.6%		20.4%		22.7		%	17.8		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	As of
	June 30,			March 31,			December 31,			September 30,			June 30,
	2023			2023			2022			2022			2022
Tangible Common Equity:
Shareholders' equity	$	5,292,095		$	5,277,426		$	5,128,595		$	4,943,383		$	5,078,783
Less: Preferred equity	(243,719)			(243,719)			(243,719)			(243,719)			(243,719)
Shareholders' common equity	$	5,048,376		$	5,033,707		$	4,884,876		$	4,699,664		$	4,835,064
Less: Goodwill and other intangible assets	(2,112,875)			(2,118,935)			(2,125,121)			(2,135,792)			(2,131,815)
Tangible shareholders' common equity	$	2,935,501		$	2,914,772		$	2,759,755		$	2,563,872		$	2,703,249

Total assets	$	48,496,755		$	47,842,644		$	46,763,372		$	46,215,526		$	45,748,355
Less: Goodwill and other intangible assets	(2,112,875)			(2,118,935)			(2,125,121)			(2,135,792)			(2,131,815)
Tangible assets	$	46,383,880		$	45,723,709		$	44,638,251		$	44,079,734		$	43,616,540

Risk-weighted assets6	$	37,414,177		$	36,801,707		$	35,950,900		$	34,741,765		$	33,662,205

Tangible common equity to tangible assets	6.33		%	6.37		%	6.18		%	5.82		%	6.20		%
Tangible common equity to risk-weighted assets6	7.85		%	7.92		%	7.68		%	7.38		%	8.03		%


Tangible Common Equity:
Common shares outstanding	292,597			291,922			292,903			292,880			292,893
Tangible common book value	$	10.03		$	9.98		$	9.42		$	8.75		$	9.23







1 Tax-effect calculations use management's estimate of the full year FTE tax rates (federal + state). 2 Includes $11.0 million of provision for unfunded commitments for the six months ended June 30, 2022. 3 Calculated using the federal statutory tax rate in effect of 21% for all periods. 4 Excludes $11.0 million of provision for unfunded commitments that is included in provision for credit losses for the six months ended June 30, 2022. 5 Presented as calculated prior to December 31, 2022, which included the provision for unfunded commitments in noninterest expense. Management believes that removing the provision for unfunded commitments from this metric enhances comparability for peer comparison purposes. 6 June 30, 2023 figures are preliminary.