PART I [Item 1. Business](index=5&type=section&id=Item%201.%20Business) First Financial Bancorp. is a regional bank holding company offering diverse banking services, emphasizing human capital and strategic growth in a regulated Midwest market [Company Overview](index=5&type=section&id=Company%20Overview) First Financial Bancorp. (FFBC) is a regional bank holding company operating through its Ohio state-chartered subsidiary, First Financial Bank, founded in 1863 - First Financial Bancorp. (**FFBC**) is a regional bank holding company operating through its Ohio state-chartered subsidiary, **First Financial Bank**, founded in **1863**[14](index=14&type=chunk)[15](index=15&type=chunk) [Banking Services](index=5&type=section&id=Banking%20Services) First Financial offers commercial, real estate, and consumer lending, deposit products, cash management, wealth management, and specialized foreign exchange services - First Financial offers commercial, real estate, and consumer lending, deposit products, cash management, and wealth management services[16](index=16&type=chunk) - Specialized lending includes equipment and lease financing through **First Equipment Finance** and **Summit**, and secured commercial financing for niche industries (insurance, investment advisors, CPAs, indirect auto finance, restaurant franchisees) via **Oak Street** and **First Franchise**[17](index=17&type=chunk)[19](index=19&type=chunk) - Foreign exchange hedging and advisory products are provided through **Bannockburn Global Forex**, focusing on small- and middle-market clients[25](index=25&type=chunk) [Human Capital](index=6&type=section&id=Human%20Capital) As of December 31, 2023, First Financial had approximately **2,165 employees**, emphasizing wellbeing, competitive compensation, engagement, and diversity initiatives - As of December 31, 2023, First Financial had approximately **2,165 employees** across Ohio, Indiana, Kentucky, and Illinois[28](index=28&type=chunk) - The company's "Wellbeing Program" saw **57%** of eligible employees qualify for benefits in 2023, supporting physical, financial, social, community, and purpose aspects[29](index=29&type=chunk) - First Financial provides a **5%** annual company-paid, fully-vested, and portable allocation to the **First Financial Pension Plan** for all eligible employees[30](index=30&type=chunk) - Employee engagement increased significantly in 2023, supported by surveys, training, town halls, and BRGs, with DEI prioritized through Board oversight and a dedicated council[31](index=31&type=chunk)[32](index=32&type=chunk) [Subsidiaries](index=7&type=section&id=Subsidiaries) A complete list of First Financial's subsidiaries is available in Exhibit 21 of the Form 10-K - A complete list of First Financial's subsidiaries is available in Exhibit 21 of the Form 10-K[33](index=33&type=chunk) [Business Combinations](index=7&type=section&id=Business%20Combinations) This section details the Summit Funding Group acquisition in December 2021, including total consideration and its components Summit Funding Group Acquisition (December 2021) | Metric | Value | | :----- | :---- | | Total Consideration | $127.1 million | | Cash Component | $113.5 million | | Common Stock Component | $10.0 million | | Earn-out Payment | $3.6 million | [Market and Competitive Information](index=7&type=section&id=Market%20and%20Competitive%20Information) First Financial operates a community banking model in the Midwest, facing intense competition from diverse financial institutions, necessitating adaptation in pricing, products, and technology - First Financial operates a community banking model in Indiana, Ohio, Kentucky, and Illinois, focusing on local markets and long-term client relationships[35](index=35&type=chunk)[38](index=38&type=chunk) - The company faces intense competition from diverse financial institutions, including large banks, credit unions, online lenders, and FinTechs, necessitating adaptation in pricing, products, and technology[40](index=40&type=chunk)[147](index=147&type=chunk)[148](index=148&type=chunk) [Supervision and Regulation](index=9&type=section&id=Supervision%20and%20Regulation) First Financial and its subsidiaries are extensively regulated by federal and state authorities, covering capital, permissible activities, credit loss allowances, interest rates, consumer protection, and anti-money laundering - First Financial and its subsidiaries are extensively regulated by federal and state authorities (Federal Reserve Board, FDIC, SEC, CFPB, ODFI) to protect consumers, depositors, and the banking system[41](index=41&type=chunk)[51](index=51&type=chunk)[170](index=170&type=chunk) - Regulations cover capital, permissible activities, credit loss allowances, interest rates, consumer protection, and anti-money laundering (Patriot Act)[41](index=41&type=chunk)[100](index=100&type=chunk) - As a financial holding company, First Financial is subject to specific rules regarding acquisitions and financial activities[42](index=42&type=chunk)[43](index=43&type=chunk) [Item 1A. Risk Factors](index=20&type=section&id=Item%201A.%20Risk%20Factors) First Financial faces diverse risks including economic sensitivity, credit quality, foreign exchange, operational and cybersecurity threats, liquidity, competition, and regulatory changes [Risks Related to Economic and Market Conditions](index=21&type=section&id=Risks%20Related%20to%20Economic%20and%20Market%20Conditions) Economic and political conditions, including inflation, recession, unemployment, and interest rate changes, significantly impact First Financial's deposit levels, loan demand, borrower repayment ability, and collateral values - Economic and political conditions, including inflation, recession, unemployment, and interest rate changes, significantly impact First Financial's deposit levels, loan demand, borrower repayment ability, and collateral values[104](index=104&type=chunk)[106](index=106&type=chunk) - A **100 basis point** increase in the target fed funds rate in 2023 led to a **$108.6 million** increase in net income for First Financial due to its asset-sensitive balance sheet[110](index=110&type=chunk) - The value of the loan portfolio, heavily secured by real estate, is vulnerable to market conditions and economic downturns, potentially increasing loan defaults and foreclosures[111](index=111&type=chunk)[112](index=112&type=chunk) [Risks Related to Our Business](index=22&type=section&id=Risks%20Related%20to%20Our%20Business) Lending is a primary business activity, and the credit quality of the portfolio significantly impacts earnings, requiring subjective judgments for estimating credit losses, which may be insufficient - Lending is a primary business activity, and the credit quality of the portfolio significantly impacts earnings, requiring subjective judgments for estimating credit losses[114](index=114&type=chunk)[115](index=115&type=chunk) - Inaccurate or incomplete client information, or unforeseen events like fraud, can increase default risk and negatively affect business[116](index=116&type=chunk)[117](index=117&type=chunk) - The allowance for credit losses, based on the **CECL model**, may be insufficient; in 2023, a **$43.1 million** provision expense was recorded due to loan growth, increased net charge-offs, and rising interest rates[118](index=118&type=chunk)[120](index=120&type=chunk) [Risks Related to Our Foreign Exchange Business](index=25&type=section&id=Risks%20Related%20to%20Our%20Foreign%20Exchange%20Business) Bannockburn Global Forex faces concentration, market, operational, credit, liquidity, regulatory, legal, and political risks due to reliance on large clients and currency fluctuations - **Bannockburn Global Forex** faces concentration risk from reliance on a few large clients, market risk from currency, interest rate, and commodity price fluctuations, and operational, credit, liquidity, regulatory, legal, and political risks[121](index=121&type=chunk)[126](index=126&type=chunk) [Risks Related to Our Business Infrastructure and Cybersecurity](index=25&type=section&id=Risks%20Related%20to%20Our%20Business%20Infrastructure%20and%20Cybersecurity) Heavy reliance on third-party vendors creates risks of service disruptions and data breaches, while evolving cybersecurity threats pose severe risks of reputational damage, litigation, and regulatory fines - Heavy reliance on third-party vendors for business infrastructure creates risks of service disruptions, data breaches, and financial losses[123](index=123&type=chunk)[124](index=124&type=chunk) - Cybersecurity threats are severe and evolving, with no system offering absolute protection against sophisticated attacks, human error, or misconduct[99](index=99&type=chunk)[128](index=128&type=chunk)[132](index=132&type=chunk) - Security breaches could result in reputational damage, litigation, regulatory fines, and operational disruptions[127](index=127&type=chunk)[129](index=129&type=chunk) [Risks Related to Liquidity and Funding](index=27&type=section&id=Risks%20Related%20to%20Liquidity%20and%20Funding) Liquidity is highly dependent on subsidiary dividends, subject to regulatory limits, and reliance on wholesale capital markets means turbulence or credit rating downgrades could restrict funding access and increase costs - Liquidity is highly dependent on subsidiary dividends, especially from the Bank, which are subject to regulatory limits[134](index=134&type=chunk) Bank's Available Dividends (as of December 31, 2023) | Metric | Amount | | :----- | :----- | | Available Dividends (without prior regulatory approval) | $248.7 million | - Reliance on wholesale capital markets and other borrowings means turbulence or credit rating downgrades could restrict funding access and increase costs[135](index=135&type=chunk)[141](index=141&type=chunk) - Client migration from bank deposits to alternative investments could lead to higher funding costs[137](index=137&type=chunk)[138](index=138&type=chunk) [Risks Related to Capital Markets Access](index=28&type=section&id=Risks%20Related%20to%20Capital%20Markets%20Access) Disruptions in capital market access due to declining confidence or credit rating downgrades could severely impact capital resources, liquidity, and business - Disruptions in capital market access due to declining confidence or credit rating downgrades could severely impact capital resources, liquidity, and business[141](index=141&type=chunk) Indebtedness (as of December 31, 2023) | Metric | Amount | | :----- | :----- | | Total Indebtedness | $1.3 billion | [Risks Related to Business Initiatives and Strategies](index=29&type=section&id=Risks%20Related%20to%20Business%20Initiatives%20and%20Strategies) Inaccurate projections for new business initiatives could lead to significant expenses without corresponding revenue growth - Inaccurate projections for new business initiatives (e.g., new branches, products) could lead to significant expenses without corresponding revenue growth[145](index=145&type=chunk) [Risks Related to Mortgage Loans](index=29&type=section&id=Risks%20Related%20to%20Mortgage%20Loans) Repurchase or indemnification obligations for mortgage loans due to breaches, fraud, or defaults pose risks to liquidity and financial performance - Repurchase or indemnification obligations for mortgage loans due to breaches, fraud, or defaults pose risks to liquidity and financial performance[146](index=146&type=chunk) [Risks Related to Competition](index=29&type=section&id=Risks%20Related%20to%20Competition) Intense competition from diverse financial institutions, including FinTechs and credit unions, could result in business loss, reduced margins, increased costs, and talent challenges - Intense competition from diverse financial institutions, including FinTechs and credit unions, could result in business loss, reduced margins, increased costs, and challenges in attracting/retaining talent[147](index=147&type=chunk)[149](index=149&type=chunk) [Risks Related to Customer Behavior](index=30&type=section&id=Risks%20Related%20to%20Customer%20Behavior) Shifts in customer behavior towards non-bank transactions or online-only deposits could reduce fee income, client deposits, and increase funding costs - Shifts in customer behavior towards non-bank transactions or online-only deposits could reduce fee income, client deposits, and increase funding costs[151](index=151&type=chunk)[152](index=152&type=chunk) [Risks Related to Wealth Management](index=30&type=section&id=Risks%20Related%20to%20Wealth%20Management) The wealth management business, with **$3.5 billion** in assets under management, is exposed to investment and market risks, where volatility can impact asset values and earnings - The wealth management business, with **$3.5 billion** in assets under management, is exposed to investment and market risks, where market volatility can impact asset values and earnings[153](index=153&type=chunk) Assets Under Management (as of December 31, 2023) | Metric | Amount | | :----- | :----- | | Assets Under Management | $3.5 billion | [Risks Related to Reputation](index=30&type=section&id=Risks%20Related%20to%20Reputation) Negative public opinion from misconduct, product failures, governance issues, or regulatory actions could harm reputation, leading to client loss, litigation, regulatory intervention, and stock price impact - Negative public opinion from misconduct, product failures, governance issues, or regulatory actions could harm reputation, leading to client loss, litigation, regulatory intervention, and stock price impact[154](index=154&type=chunk) [Risks Related to Dividends](index=30&type=section&id=Risks%20Related%20to%20Dividends) Common share dividends are discretionary and subject to Board approval, operating results, financial condition, and regulatory restrictions, with potential market price impact from reductions - Common share dividends are discretionary and subject to Board approval, operating results, financial condition, and regulatory restrictions on subsidiary dividends, with potential market price impact from reductions[155](index=155&type=chunk) [Risks Related to Goodwill Impairment](index=30&type=section&id=Risks%20Related%20to%20Goodwill%20Impairment) Significant declines in market capitalization relative to book value could indicate goodwill impairment, which relies on subjective judgments and estimates that can materially affect financial results - Significant or sustained declines in market capitalization relative to book value could indicate goodwill impairment, which relies on subjective judgments and estimates that can materially affect financial results[156](index=156&type=chunk)[157](index=157&type=chunk) [Risks Related to Credit Rating](index=31&type=section&id=Risks%20Related%20to%20Credit%20Rating) A credit rating downgrade could increase funding costs, limit access to liquidity and capital, and reduce investor confidence, negatively impacting growth, profitability, and financial condition - A credit rating downgrade could increase funding costs, limit access to liquidity and capital, and reduce investor confidence, negatively impacting growth, profitability, and financial condition[158](index=158&type=chunk) [Risks Related to Acquisitions](index=31&type=section&id=Risks%20Related%20to%20Acquisitions) Acquisitions and business expansions carry risks such as integration difficulties, unknown liabilities, asset quality issues, management distraction, loss of key personnel, and potential shareholder dilution, all subject to regulatory approval - Acquisitions and business expansions carry risks such as integration difficulties, unknown liabilities, asset quality issues, management distraction, loss of key personnel, and potential shareholder dilution, all subject to regulatory approval[159](index=159&type=chunk)[160](index=160&type=chunk)[161](index=161&type=chunk) [Risks Related to Accounting Policies and Standards](index=31&type=section&id=Risks%20Related%20to%20Accounting%20Policies%20and%20Standards) Financial reporting depends on critical accounting policies requiring subjective judgments; changes in GAAP or regulatory guidance can materially affect reported results and may necessitate restatements - Financial reporting depends on critical accounting policies requiring subjective judgments; changes in GAAP or regulatory guidance can materially affect reported results and may necessitate restatements[162](index=162&type=chunk)[163](index=163&type=chunk)[166](index=166&type=chunk) [Risks Related to Disclosure Controls](index=32&type=section&id=Risks%20Related%20to%20Disclosure%20Controls) Disclosure controls, despite being designed for reasonable assurance, have inherent limitations and may not prevent all errors or fraud due to human factors or circumvention - Disclosure controls, despite being designed for reasonable assurance, have inherent limitations and may not prevent all errors or fraud due to human factors or circumvention[167](index=167&type=chunk)[168](index=168&type=chunk) [Risks Related to Investment Securities](index=32&type=section&id=Risks%20Related%20to%20Investment%20Securities) Investment securities revenues are volatile, subject to interest rate and capital market risks, impacting financial condition and potentially requiring impairment charges - Investment securities revenues are volatile, subject to interest rate and capital market risks, impacting financial condition and potentially requiring impairment charges[169](index=169&type=chunk) [Risks Related to the Legal and Regulatory Environment](index=32&type=section&id=Risks%20Related%20to%20the%20Legal%20and%20Regulatory%20Environment) Extensive regulatory oversight can lead to restrictions, fines, and increased costs, impacting competitiveness and liquidity, with increasing scrutiny on ESG practices imposing additional risks - Extensive regulatory oversight can lead to restrictions, fines, and increased costs, impacting competitiveness and liquidity[170](index=170&type=chunk) - Increasing scrutiny on ESG practices from stakeholders and regulators may impose additional costs and risks[171](index=171&type=chunk)[172](index=172&type=chunk) [General Risk Factors](index=33&type=section&id=General%20Risk%20Factors) Systemic risks from other financial institutions, adapting to evolving technologies, fiscal and monetary policies, and changes in tax laws all impact the company's financial performance and market position - Systemic risks from weaknesses in other financial institutions can affect funding and lead to losses[173](index=173&type=chunk) - Adapting to evolving industry standards and new technologies (FinTech) is crucial for market share, potentially requiring significant capital investment[174](index=174&type=chunk) - Fiscal and monetary policies, especially Federal Reserve Board actions on interest rates, significantly impact net interest margin, asset values, and borrower default risk[175](index=175&type=chunk) Net Interest Margin and AOCI Changes (2023) | Metric | 2023 Value | 2022 Value | Change | | :----- | :--------- | :--------- | :----- | | Net Interest Margin (FTE) | 4.40% | 3.77% | +0.63% | | Earning Asset Yields | N/A | N/A | +206 bps | | Total Cost of Interest-Bearing Liabilities | N/A | N/A | +190 bps | | Accumulated Other Comprehensive Loss | $309.8 million | $358.7 million | -$48.9 million | - Changes in federal, state, and local tax laws can materially affect the company's financial performance and customer demand for loans and deposits[176](index=176&type=chunk) [Item 1B. Unresolved Staff Comments](index=34&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) First Financial Bancorp. reported no unresolved staff comments from the SEC - There are no unresolved staff comments[178](index=178&type=chunk) [Item 1C. Cybersecurity](index=34&type=section&id=Item%201C.%20Cybersecurity) First Financial's cybersecurity program, led by an experienced CISO, continuously enhances controls against threats, with Board oversight and an incident response plan, reporting no material incidents [Risk Management and Strategy](index=34&type=section&id=Risk%20Management%20and%20Strategy) First Financial's cybersecurity program, led by an experienced CISO, focuses on continuously enhancing controls against sophisticated threats, utilizing various tools and undergoing regular cyber diligence for critical vendors - First Financial's cybersecurity program, led by a CISO with over **20 years of experience**, focuses on continuously enhancing controls against sophisticated cyber threats[179](index=179&type=chunk)[180](index=180&type=chunk) - The CISO reports quarterly to the Cyber ERM Committee, ERMC, and Board Risk Committee, monitoring operational capability, risk assessments, program maturity, and audit results[180](index=180&type=chunk) - The company employs employee training, phishing simulators, incident response tabletops, cybersecurity insurance, and business continuity planning, with critical vendors undergoing regular cyber diligence[180](index=180&type=chunk)[181](index=181&type=chunk) - No cybersecurity incidents have materially affected the company's business, operations, or financial condition to date[182](index=182&type=chunk) [Governance](index=34&type=section&id=Governance) The Board of Directors, via the Board Risk Committee, oversees cybersecurity risk management, setting risk tolerance and ensuring adequate resources, with an incident response plan for severe cyber incidents - The Board of Directors, via the **Board Risk Committee**, oversees cybersecurity risk management, setting risk tolerance and ensuring adequate resources and awareness[183](index=183&type=chunk)[188](index=188&type=chunk) - The Board Risk Committee Chair possesses extensive cybersecurity experience and certifications (**CISSP, CRISC**)[184](index=184&type=chunk) - An incident response plan details escalation from information security to a crisis management team and the Board for severe cyber incidents[184](index=184&type=chunk) [Item 2. Properties](index=35&type=section&id=Item%202.%20Properties) As of December 31, 2023, First Financial operated 130 banking centers, mostly leased, across Ohio, Indiana, Kentucky, and Illinois, with its executive office in Cincinnati - As of December 31, 2023, First Financial operated **130 full-service banking centers** (**24 leased**) across Ohio (**57**), Indiana (**58**), Kentucky (**12**), and Illinois (**3**)[185](index=185&type=chunk) - The executive office is leased in Cincinnati, Ohio, and a Commercial Finance division operates from an Indiana location[185](index=185&type=chunk) [Item 3. Legal Proceedings](index=35&type=section&id=Item%203.%20Legal%20Proceedings) First Financial is involved in various litigation, but believes potential damages are not material to its financial position or operations, with appropriate reserves established - First Financial is involved in various litigation, but believes potential damages are not likely to be material to its financial position or results of operations, with reserves established as appropriate[186](index=186&type=chunk) [Item 4. Mine Safety Disclosures](index=35&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that Mine Safety Disclosures are not applicable to First Financial Bancorp - Mine Safety Disclosures are not applicable to the company[187](index=187&type=chunk) [Supplemental Item - Executive Officers of the Registrant](index=36&type=section&id=Supplemental%20Item%20-%20Executive%20Officers%20of%20the%20Registrant) This section lists First Financial's executive officers as of February 21, 2024, including their positions, ages, and professional experience summaries - The section provides a list of executive officers as of February 21, 2024, including their positions, age, and business experience[189](index=189&type=chunk) Executive Officers of First Financial Bancorp (as of February 21, 2024) | Name | Position | Age | | :--- | :--- | :--- | | Archie M. Brown | President and Chief Executive Officer | 63 | | James M. Anderson | EVP, Chief Financial Officer and Chief Operating Officer | 52 | | Richard S. Dennen | EVP, Chief Corporate Banking Officer | 57 | | Karen B. Woods | EVP, General Counsel and Chief Administrative Officer | 55 | | William R. Harrod | EVP, Chief Credit Officer | 56 | | Amanda N. Neeley | EVP, Chief Consumer Banking and Strategy Officer | 43 | | Gregory A. Harris | President, Yellow Cardinal Advisory Group | 55 | PART II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) First Financial's common shares are listed on NASDAQ, with future dividends discretionary and a new stock repurchase plan authorized for up to 5,000,000 shares [Market Information, Holders, Dividends](index=38&type=section&id=Market%20Information%2C%20Holders%2C%20Dividends) First Financial's common shares are listed on NASDAQ under 'FFBC,' with approximately **3,660 shareholders** of record, and future cash dividends are discretionary - First Financial's common shares are listed on The NASDAQ Global Select Stock Market® under the symbol "**FFBC**"[201](index=201&type=chunk) - As of February 21, 2024, there were approximately **3,660 shareholders** of record[201](index=201&type=chunk) - Future cash dividends are discretionary and subject to various factors, including regulatory limitations[202](index=202&type=chunk) [Stock Performance Graph](index=38&type=section&id=Stock%20Performance%20Graph) The stock performance graph is incorporated by reference from the 2023 Annual Report to Shareholders - The stock performance graph is incorporated by reference from the 2023 Annual Report to Shareholders[203](index=203&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported - No unregistered sales of equity securities or use of proceeds were reported[203](index=203&type=chunk) [Issuer Purchases of Equity Securities](index=38&type=section&id=Issuer%20Purchases%20of%20Equity%20Securities) A new 2024 Stock Repurchase Plan authorizes the purchase of up to 5,000,000 common shares, with no shares purchased under the prior plan in Q4 2023 - A new **2024 Stock Repurchase Plan**, effective January 1, 2024, authorizes the purchase of up to **5,000,000 common shares**[203](index=203&type=chunk) - No shares were purchased under the 2022 Stock Repurchase Plan in the fourth quarter of 2023[203](index=203&type=chunk) [Item 6. Selected Financial Data](index=38&type=section&id=Item%206.%20Selected%20Financial%20Data) This item is reserved and contains no specific financial data - Item 6, Selected Financial Data, is reserved[204](index=204&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results Of Operations](index=38&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20Of%20Operations) Management's Discussion and Analysis of Financial Condition and Results of Operations is incorporated by reference from the 2023 Annual Report to Shareholders - Management's Discussion and Analysis of Financial Condition and Results of Operations is incorporated by reference from the 2023 Annual Report to Shareholders[204](index=204&type=chunk) [Item 7A. Quantitative and Qualitative Disclosure About Market Risk](index=38&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) Quantitative and Qualitative Disclosure About Market Risk is incorporated by reference from First Financial's 2023 Annual Report to Shareholders - Quantitative and Qualitative Disclosure About Market Risk is incorporated by reference from the 2023 Annual Report to Shareholders[205](index=205&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=39&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) Consolidated financial statements and independent auditor reports are incorporated by reference from the 2023 Annual Report to Shareholders - Consolidated financial statements and independent auditor reports are incorporated by reference from the 2023 Annual Report to Shareholders[206](index=206&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=39&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) First Financial Bancorp. reported no changes in or disagreements with accountants regarding accounting and financial disclosure - No changes in or disagreements with accountants on accounting and financial disclosure were reported[207](index=207&type=chunk) [Item 9A. Controls and Procedures](index=39&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded First Financial's disclosure controls were effective at a reasonable assurance level, with no material changes in internal control over financial reporting [Disclosure Controls and Procedures](index=39&type=section&id=Disclosure%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective at a reasonable assurance level, though control systems inherently provide only reasonable assurance - Management concluded that disclosure controls and procedures were effective at a reasonable assurance level as of the end of the reporting period[208](index=208&type=chunk) - Control systems provide only reasonable, not absolute, assurance against errors or fraud due to inherent limitations[207](index=207&type=chunk) [Changes in Internal Control over Financial Reporting](index=39&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) No material changes in internal control over financial reporting occurred during the reporting period - No material changes in internal control over financial reporting occurred during the reporting period[209](index=209&type=chunk) [Item 9B. Other Information](index=39&type=section&id=Item%209B.%20Other%20Information) No officers or directors adopted or terminated any Rule 10b5-1 trading arrangements during the fourth quarter of 2023 - No officers or directors adopted or terminated Rule 10b5-1 trading arrangements during the fourth quarter of 2023[210](index=210&type=chunk) [Item 9. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=39&type=section&id=Item%209.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable to First Financial Bancorp - Disclosure Regarding Foreign Jurisdictions that Prevent Inspections is not applicable[210](index=210&type=chunk) PART III [Item 10. Directors, Executive Officers and Corporate Governance](index=40&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the definitive Proxy Statement for the May 28, 2024 Annual Meeting - Information on directors, executive officers, and corporate governance is incorporated by reference from the definitive Proxy Statement for the May 28, 2024 Annual Meeting[212](index=212&type=chunk) [Item 11. Executive Compensation](index=40&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from First Financial's Proxy Statement - Executive compensation information is incorporated by reference from the company's Proxy Statement[213](index=213&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=40&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership and management is incorporated by reference from the Proxy Statement, with **2,400,802 securities** available for future issuance under the 2020 Stock Plan [Equity Compensation Plan Information](index=40&type=section&id=Equity%20Compensation%20Plan%20Information) As of December 31, 2023, no outstanding options, warrants, or rights existed, with **2,400,802 securities** available for future issuance under shareholder-approved equity compensation plans Equity Compensation Plan Information (as of December 31, 2023) | Plan Category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) | Weighted-average exercise price of outstanding options, warrants and rights (b) | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) (1) | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 0 | $0.00 | 2,400,802 | | Equity compensation plans not approved by security holders | N/A | N/A | N/A | - The **2,400,802 securities** available for future issuance are under the **First Financial Bancorp. 2020 Stock Plan**, approved by shareholders[216](index=216&type=chunk) [Item 13. Certain Relationships and Related Transactions](index=40&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions) Information on related party transactions and director independence is incorporated by reference from the 2023 Annual Report to Shareholders and the Proxy Statement - Information on related party transactions and director independence is incorporated by reference from the 2023 Annual Report to Shareholders and the Proxy Statement[217](index=217&type=chunk) [Item 14. Principal Accounting Fees and Services](index=40&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information regarding principal accounting fees and services is incorporated by reference from the company's Proxy Statement - Information on principal accounting fees and services is incorporated by reference from the company's Proxy Statement[218](index=218&type=chunk) PART IV [Item 15. Exhibits, Financial Statement Schedules](index=41&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all exhibits and financial statement schedules, including consolidated financial statements and auditor reports, incorporated by reference from the 2023 Annual Report or prior SEC filings - This section lists all exhibits and financial statement schedules, including consolidated financial statements and auditor reports, incorporated by reference from the 2023 Annual Report to Shareholders or prior SEC filings[220](index=220&type=chunk)[221](index=221&type=chunk) [Item 16. Form 10-K Summary](index=45&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item indicates that there is no Form 10-K Summary provided - Item 16, Form 10-K Summary, is not applicable[231](index=231&type=chunk) [Signatures](index=46&type=section&id=Signatures) The report is duly signed by First Financial Bancorp.'s President and CEO, CFO and COO, Principal Accounting Officer, and various directors as of February 22, 2024 - The report is signed by the President and CEO, CFO and COO, Principal Accounting Officer, and directors as of February 22, 2024[234](index=234&type=chunk)[235](index=235&type=chunk)

CINCINNATI, Jan. 30, 2024 /PRNewswire/ -- First Financial Bank (Nasdaq: FFBC) has entered into a new $2.4 billion, five-year Community Benefits Agreement (CBA) with the National Community Reinvestment Coalition (NCRC) and related partner organizations, establishing goals for lending and investments to low- and moderate-income (LMI) clients and census tracts. The new agreement follows the successful conclusion of First Financial's previous CBA, during which it achieved 192 percent of its $1.75 billion goal i ...

[Part I - FINANCIAL INFORMATION](index=5&type=section&id=Part%20I%20-%20FINANCIAL%20INFORMATION) This section presents First Financial Bancorp's unaudited consolidated financial statements and management's analysis of its financial condition and operations [Financial Statements](index=5&type=section&id=Item%201%20-%20Financial%20Statements) This section presents First Financial Bancorp's unaudited consolidated financial statements, including balance sheets, income statements, and cash flows, for the periods ended September 30, 2023 Consolidated Balance Sheet Highlights (in thousands) | Metric | September 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Total Assets | $17,054,852 | $17,003,316 | | Net Loans and Leases | $10,501,618 | $10,165,994 | | Total Deposits | $12,915,553 | $12,701,177 | | Total Shareholders' Equity | $2,129,509 | $2,041,373 | Consolidated Income Statement Highlights (in thousands, except per share data) | Metric | Q3 2023 | Q3 2022 | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $155,455 | $137,892 | $474,005 | $361,247 | | Provision for Credit Losses | $11,673 | $8,284 | $32,877 | $1,683 | | Noninterest Income | $56,628 | $42,534 | $165,429 | $133,606 | | Net Income | $63,061 | $55,705 | $199,131 | $148,526 | | Diluted EPS | $0.66 | $0.59 | $2.09 | $1.57 | Consolidated Cash Flow Highlights - Nine Months Ended Sep 30 (in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $370,800 | $174,206 | | Net Cash used in Investing Activities | ($187,581) | ($411,251) | | Net Cash used in Financing Activities | ($170,385) | $212,567 | | Change in Cash and Due from Banks | $12,834 | ($24,478) | [Note 3: Investments](index=15&type=section&id=NOTE%203%3A%20INVESTMENTS) This note details the company's $3.3 billion investment portfolio, primarily AFS and HTM securities, with significant unrealized losses on AFS due to rising interest rates Investment Securities Summary as of September 30, 2023 (in thousands) | Category | Amortized Cost | Fair Value | | :--- | :--- | :--- | | Available-for-Sale (AFS) | $3,526,096 | $3,044,361 | | Held-to-Maturity (HTM) | $81,236 | $69,845 | - The AFS portfolio had gross unrealized losses of **$482.2 million** as of September 30, 2023, primarily due to market yield fluctuations, with **$468.3 million** on securities held for 12 months or more[39](index=39&type=chunk)[44](index=44&type=chunk) - Management does not intend to sell, nor is it likely to be required to sell, debt securities prior to value recovery, thus no allowance for credit losses (ACL) was recorded for AFS securities[40](index=40&type=chunk) [Note 4: Loans and Leases](index=18&type=section&id=NOTE%204%3A%20LOANS%20AND%20LEASES) This note provides a detailed breakdown of the company's $10.6 billion loan and lease portfolio by category, credit quality, and performance, noting a significant increase in nonperforming loans Loan Portfolio Composition (in thousands) | Loan Category | September 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Commercial & Industrial | $3,420,873 | $3,410,272 | | Commercial Real Estate | $3,992,654 | $4,052,759 | | Residential Real Estate | $1,293,470 | $1,092,265 | | Lease Financing | $399,973 | $236,124 | | Other | $1,540,829 | $1,699,925 | | **Total Loans & Leases** | **$10,646,819** | **$10,298,971** | - Nonaccrual loans increased substantially to **$74.9 million** as of September 30, 2023, compared to **$28.6 million** at December 31, 2022[66](index=66&type=chunk) - Effective January 1, 2023, the company adopted ASU 2022-02, eliminating Troubled Debt Restructurings (TDRs) and establishing a new standard for Financial Difficulty Modifications (FDMs)[60](index=60&type=chunk) [Note 5: Allowance for Credit Losses (ACL)](index=27&type=section&id=NOTE%205%3A%20ALLOWANCE%20FOR%20CREDIT%20LOSSES) This note explains the methodology for calculating the Allowance for Credit Losses (ACL) for both loans and unfunded commitments, noting an increase to $145.2 million due to various factors Allowance for Credit Losses - Loans & Leases (in thousands) | Period | Beginning Balance | Provision | Net Charge-offs | Ending Balance | | :--- | :--- | :--- | :--- | :--- | | **Q3 2023** | $148,646 | $12,907 | ($16,352) | $145,201 | | **YTD 2023** | $132,977 | $34,270 | ($22,046) | $145,201 | - The increase in the ACL for the nine months ended September 30, 2023, was attributed to slower prepayment speeds, changes in economic forecasts, and loan growth[93](index=93&type=chunk) - The ACL on unfunded commitments was **$17.0 million** as of September 30, 2023, a decrease from **$18.4 million** at December 31, 2022, with a provision recapture of **$1.4 million** in the first nine months of 2023[98](index=98&type=chunk) [Note 11: Derivatives](index=38&type=section&id=NOTE%2011%3A%20DERIVATIVES) The company utilizes various derivative instruments to manage risk and serve clients, with a total notional amount over $20 billion, including $600 million in new cash flow hedges in 2023 Notional Amount of Derivatives as of September 30, 2023 (in millions) | Derivative Type | Notional Amount | | :--- | :--- | | Interest Rate Client Derivatives | $2,218 | | Foreign Exchange Contracts | $7,522 | | Cash Flow Hedges (Collars/Floors) | $600 | - In 2023, the company entered into interest rate collars and floors with a notional value of **$600.0 million**, designated as cash flow hedges to mitigate interest rate risk on variable-rate commercial loan pools[144](index=144&type=chunk)[147](index=147&type=chunk) - The company also uses derivatives for mortgage banking, including Interest Rate Lock Commitments (IRLCs) with a notional amount of **$32.3 million** and forward commitments of **$31.3 million** as of September 30, 2023[153](index=153&type=chunk) [Management's Discussion and Analysis (MD&A)](index=52&type=section&id=Item%202%20-%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management provides its perspective on the company's financial condition and results for Q3 and the first nine months of 2023, covering net interest margin, asset quality, and capital ratios Key Performance Metrics | Metric | Q3 2023 | Q2 2023 | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Net Income (millions) | $63.1 | $65.7 | $199.1 | $148.5 | | Diluted EPS | $0.66 | $0.69 | $2.09 | $1.57 | | Return on Average Assets | 1.48% | 1.55% | 1.57% | 1.22% | | Net Interest Margin (FTE) | 4.33% | 4.48% | 4.45% | 3.53% | - The company is a **$17.1 billion** financial holding company operating through First Financial Bank, with **130** full-service banking centers as of September 30, 2023[208](index=208&type=chunk) - In Q1 2023, the company acquired the assets of Brady Ware Capital, LLC, an advisory firm, to expand its service offerings in mergers and acquisitions and business succession planning[212](index=212&type=chunk) [Net Interest Income](index=55&type=section&id=NET%20INTEREST%20INCOME) Net interest income decreased to $155.5 million in Q3 2023, with the net interest margin contracting by 15 basis points to 4.33% due to rising deposit costs - Linked-quarter net interest margin (FTE) decreased by **15 basis points** to **4.33%**, as the total cost of interest-bearing deposits rose **48 bps** to **2.44%**, outpacing the increase in interest income[226](index=226&type=chunk)[228](index=228&type=chunk) - Year-to-date net interest income increased by **$112.8 million (31.2%)** compared to the same period in 2022, driven by higher interest rates on loans and investments[231](index=231&type=chunk) - To mitigate interest rate risk, the company entered into interest rate collars and floors designated as cash flow hedges with a total notional value of **$600.0 million**[229](index=229&type=chunk)[230](index=230&type=chunk) [Asset Quality and Allowance for Credit Losses](index=62&type=section&id=ASSET%20QUALITY%20AND%20ALLOWANCE%20FOR%20CREDIT%20LOSSES) Asset quality metrics deteriorated in 2023, with nonaccrual loans significantly increasing to $74.9 million and elevated net charge-offs, leading to an increased ACL - Nonaccrual loans increased by **$46.3 million (161.8%)** from year-end 2022, driven by the downgrade of two large commercial real estate relationships and one large C&I relationship[261](index=261&type=chunk) - Net charge-offs in Q3 2023 were **$16.4 million (0.61% of average loans)**, elevated by a **$6.9 million** loss on a single C&I loan and **$6.1 million** in charge-offs from a **$32 million** loan sale[269](index=269&type=chunk) - The ACL as a percentage of nonaccrual loans decreased sharply to **193.8%** from **464.6%** at year-end 2022, as nonaccrual loan growth outpaced reserve increases[270](index=270&type=chunk) [Capital](index=67&type=section&id=CAPITAL) The company's capital ratios improved and remained well-capitalized as of September 30, 2023, with the Tier 1 capital to risk-weighted assets ratio increasing to 11.94% Consolidated Capital Ratios | Ratio | September 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Common Equity Tier 1 | 11.60% | 10.83% | | Tier 1 Capital | 11.94% | 11.17% | | Total Capital | 13.51% | 13.09% | | Leverage Ratio | 9.59% | 8.89% | - The company was categorized as "**well-capitalized**" under the regulatory framework for prompt corrective action[300](index=300&type=chunk) - No shares were repurchased in 2023 under the **5,000,000** share repurchase plan, which is set to expire in December 2023[303](index=303&type=chunk) [Market Risk](index=70&type=section&id=MARKET%20RISK) The company's primary market risks are interest rate and liquidity risk, maintaining an asset-sensitive position where net interest income is expected to benefit from rising interest rates Interest Rate Sensitivity Analysis (as of Sep 30, 2023) | Rate Shock | NII Change (Year 1) | EVE Change | | :--- | :--- | :--- | | +200 bps | +6.07% | +2.38% | | +100 bps | +3.72% | +1.14% | | -100 bps | -6.50% | -1.63% | - The company's interest rate risk models indicated an **asset-sensitive** position, which is expected to moderate as deposit costs increase[316](index=316&type=chunk) - Liquidity risk management has been enhanced through refining the contingency funding plan, securing additional borrowing capacity, and developing more detailed liquidity monitoring reports[319](index=319&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=75&type=section&id=Item%203%20-%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section incorporates by reference the Market Risk discussion from the MD&A, detailing the company's interest rate and liquidity risk management - The required disclosures for this item are incorporated by reference from the 'Market Risk' section within Item 2, Management's Discussion and Analysis[328](index=328&type=chunk) [Controls and Procedures](index=75&type=section&id=Item%204%20-%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were effective as of September 30, 2023, with no material changes to internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** at a reasonable assurance level as of the end of the reporting period[331](index=331&type=chunk) - There were no changes in the company's internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, these controls[332](index=332&type=chunk) [Part II - OTHER INFORMATION](index=76&type=section&id=Part%20II%20-%20OTHER%20INFORMATION) This part addresses other required disclosures, including legal proceedings, risk factors, and the use of proceeds from equity sales, noting no material changes from the 2022 Form 10-K [Legal Proceedings](index=76&type=section&id=Item%201%20-%20Legal%20Proceedings) The company states no material changes to the legal proceedings disclosed in its Annual Report on Form 10-K for the year ended December 31, 2022 - There have been no material changes to the legal proceedings previously disclosed in the company's 2022 Form 10-K[334](index=334&type=chunk) [Risk Factors](index=76&type=section&id=Item%201A%20-%20Risk%20Factors) The company reports no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2022 - No material changes have occurred regarding the risk factors disclosed in the company's 2022 Form 10-K[335](index=335&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=76&type=section&id=Item%202%20-%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company confirms no common stock repurchases during Q2 2023 under its 2022 Stock Repurchase Plan, which authorizes up to 5,000,000 shares - The company did not purchase any shares under its 2022 Stock Repurchase Plan during the quarter, which authorizes the repurchase of up to **5,000,000** shares and expires on December 31, 2023[336](index=336&type=chunk)

First Financial Bancorp (NASDAQ:FFBC) Q3 2023 Earnings Conference Call October 25, 2023 8:30 AM ET Company Participants Scott Crawley - Corporate Controller Archie Brown - President & Chief Executive Officer Jamie Anderson - Chief Financial Officer & Chief Operating Officer Bill Harrod - Chief Credit Officer Conference Call Participants Daniel Tamayo - Raymond James Terry McEvoy - Stephens Jon Arfstrom - RBC Capital Markets Christopher McGratty - KBW Operator Good morning and welcome to the First Financial ...

Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________________ to ____________________ Commission file number 001-34762 FIRST FINANCIAL BANCORP /OH/ (Exact name of registrant as specified in its charter) Ohio ...

PART I - FINANCIAL INFORMATION This section provides the unaudited consolidated financial information, including statements and management's discussion and analysis [Item 1 - Financial Statements](index=5&type=section&id=Item%201%20-%20Financial%20Statements) This section presents the unaudited consolidated financial statements and detailed notes for the quarter ended March 31, 2023 [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets%20-%20March%2031%2C%202023%20%28unaudited%29%20and%20December%2031%2C%202022) This section details the company's financial position, including assets, liabilities, and equity, as of March 31, 2023 Consolidated Balance Sheet Highlights (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | | :-------------------------------- | :------------- | :---------------- | | **Assets** | | | | Total assets | $16,933,884 | $17,003,316 | | Net loans and leases | $10,291,794 | $10,165,994 | | Investment securities available-for-sale | $3,384,949 | $3,409,648 | | Goodwill | $1,005,738 | $1,001,507 | | **Liabilities** | | | | Total liabilities | $14,812,388 | $14,961,943 | | Total deposits | $12,674,684 | $12,701,177 | | Total borrowed funds | $1,560,207 | $1,633,828 | | **Shareholders' Equity** | | | | Total shareholders' equity | $2,121,496 | $2,041,373 | | Accumulated other comprehensive income (loss) | $(328,059) | $(358,663) | [Consolidated Statements of Income](index=6&type=section&id=Consolidated%20Statements%20of%20Income%20-%20Three%20Months%20Ended%20March%2031%2C%202023%20and%202022%20%28unaudited%29) This section presents the company's financial performance, including revenues, expenses, and net income, for the quarter Consolidated Statements of Income Highlights (Three Months Ended March 31, Dollars in thousands, except per share data) | Item | 2023 | 2022 | | :----------------------------------- | :----- | :----- | | Total interest income | $208,581 | $113,829 | | Total interest expense | $49,263 | $7,484 | | Net interest income | $159,318 | $106,345 | | Provision for credit losses - loans and leases | $8,644 | $(5,589) | | Total noninterest income | $55,543 | $41,294 | | Total noninterest expenses | $116,693 | $102,805 | | Income before income taxes | $87,689 | $50,649 | | Net income | $70,403 | $41,301 | | Net earnings per common share - basic | $0.75 | $0.44 | | Net earnings per common share - diluted | $0.74 | $0.44 | [Consolidated Statements of Comprehensive Income (Loss)](index=8&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29%20-%20Three%20Months%20Ended%20March%2031%2C%202023%20and%202022%20%28unaudited%29) This section reports net income and other comprehensive income components, reflecting total changes in equity for the period Consolidated Statements of Comprehensive Income (Loss) Highlights (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :------------------------------------------ | :----- | :------- | | Net income | $70,403 | $41,301 | | Unrealized gain (loss) on debt securities | $30,485 | $(142,401) | | Other comprehensive income (loss) | $30,604 | $(142,044) | | Comprehensive income (loss) | $101,007 | $(100,743) | [Consolidated Statements of Changes in Shareholders' Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity%20-%20Three%20Months%20Ended%20March%2031%2C%202023%20and%202022%20%28unaudited%29) This section outlines changes in shareholders' equity, including net income, other comprehensive income, and dividends Changes in Shareholders' Equity (Three Months Ended March 31, Dollars in thousands) | Item | March 31, 2023 | March 31, 2022 | | :-------------------------------- | :------------- | :------------- | | Balance at January 1 | $2,041,373 | $2,258,942 | | Net income | $70,403 | $41,301 | | Other comprehensive income (loss) | $30,604 | $(142,044) | | Cash dividends declared | $(21,747) | $(21,596) | | Share-based compensation expense | $4,616 | $3,507 | | Balance at March 31 | $2,121,496 | $2,137,445 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20-%20Three%20Months%20Ended%20March%2031%2C%202023%20and%202022%20%28unaudited%29) This section details cash inflows and outflows from operating, investing, and financing activities for the period Consolidated Statements of Cash Flows Highlights (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :-------------------------------------- | :----- | :------- | | Net cash provided by operating activities | $172,206 | $143,815 | | Net cash used in investing activities | $(57,491) | $82,823 | | Net cash used in financing activities | $(122,381) | $(216,241) | | Change in cash and due from banks | $(7,666) | $10,397 | | Cash and due from banks at end of period | $199,835 | $230,428 | | Interest paid | $30,518 | $7,321 | | Income taxes paid, net of refunds | $324 | $170 | [Notes to Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20%28unaudited%29) This section provides detailed explanations and disclosures supporting the consolidated financial statements [NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=13&type=section&id=NOTE%201%3A%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines the key accounting principles and methods used in preparing the interim financial statements - The interim financial statements are prepared in accordance with Form 10-Q and Article 10 of Regulation S-X, and may not include all GAAP-required information. They should be read with the 2022 Form 10-K[25](index=25&type=chunk) - Management uses estimates, assumptions, and judgments in preparing financial statements, and actual results may differ materially[26](index=26&type=chunk) [NOTE 2: ACCOUNTING STANDARDS RECENTLY ADOPTED OR ISSUED](index=13&type=section&id=NOTE%202%3A%20ACCOUNTING%20STANDARDS%20RECENTLY%20ADOPTED%20OR%20ISSUED) This note discusses recently adopted or issued accounting standards and their impact on the financial statements - Adopted **ASU 2022-02 (Financial Instruments—Credit Losses)** in **2023**, eliminating TDR guidance and amending vintage disclosures. This resulted in amended disclosures but no material impact on operations[27](index=27&type=chunk) - SEC's SAB No. 121, regarding crypto asset safeguarding, was not impactful as the Company does not safeguard crypto assets[28](index=28&type=chunk) - FASB issued **ASU No. 2023-02 (Investments—Equity Method and Joint Ventures)** in **March 2023**, allowing proportional amortization for qualifying tax equity investments, effective for fiscal years beginning after December 15, 2023. The Company is evaluating its impact[29](index=29&type=chunk)[30](index=30&type=chunk) [NOTE 3: INVESTMENTS](index=14&type=section&id=NOTE%203%3A%20INVESTMENTS) This note provides details on the company's investment securities, including fair values and unrealized gains or losses - No sales of Available-for-Sale (AFS) securities occurred in **Q1 2023**; **$5.0 million** in sales with insignificant gains/losses in **Q1 2022**[31](index=31&type=chunk) Investment Securities Summary (Dollars in thousands) | Category | March 31, 2023 (Fair Value) | December 31, 2022 (Fair Value) | | :----------------------------------- | :-------------------------- | :--------------------------- | | Held-to-maturity (HTM) | $75,762 | $76,485 | | Available-for-sale (AFS) | $3,384,949 | $3,409,648 | | Total | $3,460,711 | $3,486,133 | | AFS Unrealized Loss (Total) | $(380,988) | $(418,604) | | HTM Unrealized Loss (Total) | $(7,480) | $(7,641) | - As of **March 31, 2023**, **856 out of 1,072** investment securities were in an unrealized loss position, primarily due to fluctuations in market yields. No credit loss reserves were recorded for AFS or HTM securities[34](index=34&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk)[38](index=38&type=chunk) [NOTE 4: LOANS AND LEASES](index=17&type=section&id=NOTE%204%3A%20LOANS%20AND%20LEASES) This note details the company's loan and lease portfolio, including credit quality and nonperforming assets - First Financial offers diverse commercial (C&I, CRE, construction, lease financing) and consumer (residential, home equity, installment, credit card) loan and lease products, primarily concentrated in **Ohio, Indiana, Kentucky, and Illinois**, with specialized lending platforms extending nationwide[41](index=41&type=chunk)[42](index=42&type=chunk) - Credit quality for commercial loans is monitored using credit grades (Pass, Special Mention, Substandard, Doubtful), while consumer loan credit quality is primarily based on repayment performance, with nonperforming status generally assigned for payments **90+ days past due**[43](index=43&type=chunk)[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk)[48](index=48&type=chunk) Loan Portfolio by Risk Attribute and Origination Date (March 31, 2023, Dollars in thousands) | Loan Category | Total Loans | YTD Gross Chargeoffs | | :-------------------------- | :---------- | :------------------- | | Commercial & industrial | $3,449,289 | $730 | | Lease financing | $273,898 | $13 | | Construction real estate | $525,906 | $0 | | Commercial real estate - investor | $3,102,445 | $0 | | Commercial real estate - owner | $954,182 | $66 | | Residential real estate | $1,145,069 | $0 | | Home equity | $724,672 | $91 | | Installment | $204,372 | $1,524 | | Credit card | $53,552 | $217 | | **Grand Total** | **$10,433,385** | **$2,641** | - Effective **January 1, 2023**, the Company adopted **ASU 2022-02**, eliminating Troubled Debt Restructuring (TDR) accounting and introducing Financial Difficulty Modifications (FDMs), which are excluded from nonperforming loan calculations. FDMs as of **March 31, 2023**, totaled **$904 thousand**, primarily residential real estate, with no subsequent defaults[56](index=56&type=chunk)[57](index=57&type=chunk)[59](index=59&type=chunk)[60](index=60&type=chunk) Nonperforming Loans (Dollars in thousands) | Category | March 31, 2023 (Nonaccrual) | December 31, 2022 (Nonaccrual) | | :------------------------ | :-------------------------- | :--------------------------- | | Commercial & industrial | $13,971 | $8,242 | | Lease financing | $175 | $178 | | Commercial real estate | $5,362 | $5,786 | | Residential real estate | $11,129 | $10,691 | | Home equity | $3,399 | $3,123 | | Installment | $544 | $603 | | Total nonaccrual loans | $34,580 | $28,623 | | Nonaccrual TDRs (Dec 31, 2022) | N/A | $10,000 | [NOTE 5: ALLOWANCE FOR CREDIT LOSSES](index=26&type=section&id=NOTE%205%3A%20ALLOWANCE%20FOR%20CREDIT%20LOSSES) This note explains the methodology and changes in the allowance for credit losses on loans and unfunded commitments - The Allowance for Credit Losses (ACL) is a valuation account for expected credit losses, increased by provision expense and decreased by net charge-offs. It is estimated using historical data, current conditions, and reasonable forecasts, adjusted by a Qualitative Framework[70](index=70&type=chunk)[71](index=71&type=chunk) - ACL is measured collectively by portfolio segment (C&I, Lease financing, Construction real estate, Commercial real estate, Residential real estate, Home equity, Installment, Credit card), with models adjusted for specific economic variables like treasury term spread, market volatility, rental vacancy rates, housing price index, and consumer confidence[72](index=72&type=chunk)[73](index=73&type=chunk)[74](index=74&type=chunk)[75](index=75&type=chunk)[76](index=76&type=chunk)[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk)[81](index=81&type=chunk)[82](index=82&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk)[85](index=85&type=chunk)[86](index=86&type=chunk) Allowance for Credit Losses by Loan Category (Three Months Ended March 31, 2023, Dollars in thousands) | Loan Category | Beginning Balance | Provision for Credit Losses | Net Charge-offs | Ending Allowance | | :-------------------- | :---------------- | :-------------------------- | :-------------- | :--------------- | | Commercial & industrial | $42,313 | $4,213 | $(621) | $45,905 | | Lease financing | $3,571 | $391 | $(12) | $3,950 | | Construction real estate | $13,527 | $119 | $0 | $13,646 | | Commercial real estate | $41,106 | $(1,258) | $2,172 | $42,020 | | Residential real estate | $12,684 | $2,786 | $66 | $15,536 | | Home equity | $12,447 | $944 | $(11) | $13,380 | | Installment | $4,945 | $1,218 | $(1,470) | $4,693 | | Credit card | $2,384 | $231 | $(154) | $2,461 | | **Total** | **$132,977** | **$8,644** | **$(30)** | **$141,591** | - The ACL on unfunded commitments increased to **$20.2 million** at **March 31, 2023**, from **$18.4 million** at **December 31, 2022**, with a provision expense of **$1.8 million** for **Q1 2023**, reflecting a slowing of commercial prepayments and longer duration for the portfolio[92](index=92&type=chunk) [NOTE 6: GOODWILL AND OTHER INTANGIBLE ASSETS](index=29&type=section&id=NOTE%206%3A%20GOODWILL%20AND%20OTHER%20INTANGIBLE%20ASSETS) This note details changes in goodwill from business combinations and the amortization of other intangible assets - Goodwill increased by **$4.2 million** in **Q1 2023** due to the acquisition of Brady Ware Capital, an advisory firm specializing in M&A, expanding First Financial's advisory business. This acquisition is subject to refinement until **January 2024**[94](index=94&type=chunk) Goodwill Carrying Amount (Dollars in thousands) | Period | Balance at Beginning of Period | Goodwill from Business Combinations | Balance at End of Period | | :-------------------------- | :----------------------------- | :---------------------------------- | :--------------------- | | Three months ended Mar 31, 2023 | $1,001,507 | $4,231 | $1,005,738 | | Three months ended Mar 31, 2022 | $1,000,749 | $(790) | $999,959 | - Other intangible assets include core deposit intangibles (weighted average remaining life of **5.0 years**), customer lists from Summit and Bannockburn acquisitions (amortized over **12 and 11 years**, respectively), and mortgage servicing rights (MSRs). Amortization expense for other intangibles was **$3.3 million** in **Q1 2023** (**$0.7 million** for MSRs)[97](index=97&type=chunk)[98](index=98&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk)[101](index=101&type=chunk) [NOTE 7: LEASES - LESSEE](index=30&type=section&id=NOTE%207%3A%20LEASES%20-%20LESSEE) This note describes the company's operating leases as a lessee, including right-of-use assets and lease liabilities - Most of the Company's leases are operating leases for real estate (branches, ATMs, office space), recognized on the balance sheet as Right-of-Use (ROU) assets and corresponding lease liabilities[103](index=103&type=chunk)[104](index=104&type=chunk) Operating Lease Financials (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | | :-------------------------------- | :------------- | :---------------- | | ROU asset | $53,200 | $54,300 | | Lease liability | $63,200 | $64,500 | | Weighted-average remaining lease term | 13.0 years | 13.1 years | | Weighted-average discount rate | 3.30 % | 3.29 % | | Total operating lease cost (Q1 2023) | $2,672 | $2,641 (Q1 2022) | - Future minimum commitments for operating leases total **$79.991 million**, with **$5.746 million** due in the remaining **nine months of 2023**[108](index=108&type=chunk) [NOTE 8: OPERATING LEASES - LESSOR](index=31&type=section&id=NOTE%208%3A%20OPERATING%20LEASES%20-%20LESSOR) This note provides information on the company's operating leases as a lessor, including lease income and assets - First Financial provides financing for equipment through operating leases, which are carried at cost less accumulated depreciation. Operating leases (lessor) were **$154.0 million** at **March 31, 2023**, up from **$91.7 million** at **December 31, 2022**[109](index=109&type=chunk) Operating Lease (Lessor) Financials (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | | :-------------------------------- | :------------- | :---------------- | | Operating leases (net) | $154,000 | $91,700 | | Lease income (Q1 2023) | $10,200 | $4,700 (Q1 2022) | | Depreciation expense (Q1 2023) | $7,900 | $3,900 (Q1 2022) | | Total operating lease payments receivable | $98,817 | N/A | - No impairment losses were recognized on operating lease assets for the **three months ended March 31, 2023 or 2022**[110](index=110&type=chunk) [NOTE 9: BORROWINGS](index=32&type=section&id=NOTE%209%3A%20BORROWINGS) This note details the company's short-term and long-term borrowings, including FHLB advances and subordinated notes Short-term Borrowings (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | | :------------------------ | :------------- | :---------------- | | FHLB short-term borrowings | $1,089,400 | $1,130,000 | | Other short-term borrowings | $128,160 | $157,156 | | Total short-term borrowings | $1,217,560 | $1,287,156 | - The Company had no federal funds purchased or repurchase agreements at **March 31, 2023 or December 31, 2022**. A **$40.0 million** short-term credit facility with an unaffiliated bank, maturing in **December 2023**, had no outstanding balance at either period end[114](index=114&type=chunk)[115](index=115&type=chunk) Long-term Debt (Dollars in thousands) | Item | March 31, 2023 (Amount) | March 31, 2023 (Average Rate) | December 31, 2022 (Amount) | December 31, 2022 (Average Rate) | | :------------------------------------------------- | :---------------------- | :---------------------------- | :------------------------- | :----------------------------- | | Subordinated notes (net) | $311,918 | 5.52 % | $311,707 | 5.48 % | | Notes issued for property and equipment acquisition | $28,277 | 4.42 % | $32,492 | 4.44 % | | Capital lease liability | $1,677 | 3.83 % | $1,698 | 3.82 % | | Capital loan with municipality | $775 | 0.00 % | $775 | 0.00 % | | **Total long-term debt** | **$342,647** | **5.44 %** | **$346,672** | **5.40 %** | [NOTE 10: ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)](index=33&type=section&id=NOTE%2010%3A%20ACCUMULATED%20OTHER%20COMPREHENSIVE%20INCOME%20%28LOSS%29) This note presents changes in accumulated other comprehensive income, including unrealized gains/losses on securities Changes in Accumulated Other Comprehensive Income (Loss) (Three Months Ended March 31, Dollars in thousands) | Item | March 31, 2023 | March 31, 2022 | | :------------------------------------------ | :------------- | :------------- | | Beginning balance | $(358,663) | $(433) | | Net activity (unrealized gain/loss on debt securities, retirement obligation, foreign currency translation) | $30,604 | $(142,044) | | Ending balance | $(328,059) | $(142,477) | Reclassifications from AOCI into Income (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :------------------------------------------ | :----- | :----- | | Realized gain (loss) on securities AFS | $519 | $(3) | | Defined benefit pension plan (net) | $(150) | $(325) | | Total reclassifications (before tax) | $369 | $(328) | [NOTE 11: DERIVATIVES](index=35&type=section&id=NOTE%2011%3A%20DERIVATIVES) This note describes the company's use of derivative instruments for risk management and client needs, and their fair values - First Financial uses derivative instruments (interest rate caps, floors, swaps, foreign exchange contracts) for client needs and to manage interest and currency rate risk, not for speculative purposes[123](index=123&type=chunk) Derivative Notional Amounts and Fair Values (Dollars in thousands) | Derivative Type | March 31, 2023 (Notional) | March 31, 2023 (Fair Value) | December 31, 2022 (Notional) | December 31, 2022 (Fair Value) | | :-------------------------------- | :-------------------------- | :-------------------------- | :--------------------------- | :--------------------------- | | Client interest rate derivatives | $2,248,403 | $10,458 (Gain) / $(114,269) (Loss) | $2,206,351 | $5,057 (Gain) / $(147,759) (Loss) | | Foreign exchange contracts | $7,927,466 (Customer) / $7,881,266 (Counterparty) | $99,348 (Gain) / $(77,863) (Loss) | $7,734,395 (Customer) / $7,681,006 (Counterparty) | $111,078 (Gain) / $(93,804) (Loss) | | Credit derivatives | $386,800 | Insignificant | $379,300 | Insignificant | | Mortgage derivatives (IRLCs) | $32,000 | $500 | $12,000 | $4,300 | - Derivative collateral owed by the Company to counterparty banks was **$102.1 million** at **March 31, 2023**, with **$26.1 million** restricted in cash and **$128.2 million** in short-term borrowings[131](index=131&type=chunk) [NOTE 12: COMMITMENTS AND CONTINGENCIES](index=37&type=section&id=NOTE%2012%3A%20COMMITMENTS%20AND%20CONTINGENCIES) This note outlines the company's loan commitments, letters of credit, and potential legal and tax credit obligations - First Financial had **$4.6 billion** in loan commitments outstanding at **March 31, 2023**, up from **$4.4 billion** at **December 31, 2022**, with the majority being variable interest rate commitments[137](index=137&type=chunk) Unfunded Commitments by Loan Type (Dollars in thousands) | Loan Type | March 31, 2023 | December 31, 2022 | | :-------------------------- | :------------- | :---------------- | | Commercial & industrial | $1,868,883 | $1,833,977 | | Construction real estate | $704,719 | $689,015 | | Home equity | $929,440 | $903,459 | | Credit card | $218,579 | $225,864 | | **Total Unfunded Commitment** | **$3,968,309** | **$3,904,732** | - Letters of credit totaled **$32.2 million** at **March 31, 2023**, and risk participation agreements for interest rate swaps had a notional amount of **$386.8 million**[139](index=139&type=chunk)[140](index=140&type=chunk) - Investments in affordable housing and other tax credit projects totaled **$168.674 million** at **March 31, 2023**, with unfunded commitments of **$94.319 million**[143](index=143&type=chunk) - No reserves were related to litigation matters as of **March 31, 2023 or December 31, 2022**, and no legal settlement expenses were accrued or paid in **Q1 2023**[147](index=147&type=chunk)[148](index=148&type=chunk) [NOTE 13: INCOME TAXES](index=39&type=section&id=NOTE%2013%3A%20INCOME%20TAXES) This note details income tax expense, effective tax rates, and unrecognized tax benefits for the reporting period Income Tax Expense and Effective Tax Rate (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :------------------------ | :----- | :----- | | Income tax expense | $17,286 | $9,348 | | Effective tax rate | 19.7 % | 18.5 % | - The increase in the effective tax rate for **Q1 2023** was primarily due to higher full-year forecasted income for **2023** compared to **2022**[149](index=149&type=chunk) - First Financial had **$1.9 million** of unrecognized tax benefits at **March 31, 2023 and December 31, 2022**, related to state income tax exposures, with no interest or penalties recorded[150](index=150&type=chunk) [NOTE 14: EMPLOYEE BENEFIT PLANS](index=40&type=section&id=NOTE%2014%3A%20EMPLOYEE%20BENEFIT%20PLANS) This note provides information on the company's defined benefit pension plan, including net periodic benefit cost - First Financial sponsors a non-contributory defined benefit pension plan, with assets primarily invested in fixed income and publicly traded equity mutual funds. No cash contributions were made to the plan in **Q1 2023 or 2022**, and none are expected for the remainder of **2023**[152](index=152&type=chunk)[153](index=153&type=chunk) Net Periodic Benefit Cost (Income) (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :-------------------------- | :----- | :----- | | Service cost | $2,350 | $2,425 | | Interest cost | $1,075 | $625 | | Expected return on assets | $(2,700) | $(2,750) | | Net actuarial loss | $150 | $400 | | Net periodic benefit cost (income) | $875 | $625 | [NOTE 15: REVENUE RECOGNITION](index=40&type=section&id=NOTE%2015%3A%20REVENUE%20RECOGNITION) This note describes the company's revenue recognition policies, particularly for noninterest income sources - Most of the Company's revenues are outside the scope of **ASU 2014-09 (Revenue from Contracts with Customers)**, including income from loans, leases, securities, derivatives, and foreign exchange. Revenues within scope are presented as Noninterest income[155](index=155&type=chunk) - Noninterest income sources include service charges on deposit accounts (transaction-based, account maintenance, overdraft fees), trust and wealth management fees (asset-based, transactional services, brokerage revenue), bankcard income (interchange fees), and other recurring revenues (transaction fees, safe deposit, insurance commissions, merchant referral income, OREO sales)[156](index=156&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) Gross Interchange Income (Three Months Ended March 31, Dollars in thousands) | Item | 2023 | 2022 | | :-------------------- | :----- | :----- | | Gross interchange income | $7,200 | $6,900 | | Related expenses | $3,600 | $3,600 | [NOTE 16: EARNINGS PER COMMON SHARE](index=41&type=section&id=NOTE%2016%3A%20EARNINGS%20PER%20COMMON%20SHARE) This note details the computation of basic and diluted earnings per common share for the reporting period Earnings Per Common Share Computation (Three Months Ended March 31, Dollars in thousands, except per share data) | Item | 2023 | 2022 | | :------------------------------------------ | :---------- | :---------- | | Net income available to common shareholders | $70,403 | $41,301 | | Weighted average shares outstanding - basic | 93,732,532 | 93,383,932 | | Effect of dilutive securities | 1,227,626 | 879,993 | | Adjusted weighted average shares - diluted | 94,960,158 | 94,263,925 | | Basic EPS | $0.75 | $0.44 | | Diluted EPS | $0.74 | $0.44 | - No antidilutive stock options existed at **March 31, 2023 or March 31, 2022**[163](index=163&type=chunk) [NOTE 17: FAIR VALUE DISCLOSURES](index=42&type=section&id=NOTE%2017%3A%20FAIR%20VALUE%20DISCLOSURES) This note provides fair value measurements for financial instruments, categorized by a three-level hierarchy - First Financial uses a fair value hierarchy (**Level 1, 2, 3**) to prioritize valuation inputs, with **Level 1** for quoted prices in active markets, **Level 2** for observable inputs other than quoted prices, and **Level 3** for unobservable inputs[165](index=165&type=chunk) Financial Instruments Not Measured at Fair Value (March 31, 2023, Dollars in thousands) | Item | Carrying Value | Estimated Fair Value (Total) | Level 1 | Level 2 | Level 3 | | :-------------------------------- | :------------- | :--------------------------- | :------ | :------ | :-------- | | **Financial assets** | | | | | | | Cash and short-term investments | $505,300 | $505,300 | $505,300 | $0 | $0 | | Investment securities held-to-maturity | $83,070 | $75,762 | $0 | $75,762 | $0 | | Loans and leases | $10,291,794 | $9,923,707 | $0 | $0 | $9,923,707 | | **Financial liabilities** | | | | | | | Deposits | $12,674,684 | $12,644,951 | $0 | $12,644,951 | $0 | | Short-term borrowings | $1,217,560 | $1,217,560 | $1,217,560 | $0 | $0 | | Long-term debt | $342,647 | $344,131 | $0 | $344,131 | $0 | Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (March 31, 2023, Dollars in thousands) | Item | Level 1 | Level 2 | Level 3 | Total | | :-------------------------------- | :------ | :---------- | :-------- | :---------- | | **Assets** | | | | | | Investment securities available-for-sale | $33,421 | $3,316,713 | $34,815 | $3,384,949 | | Loans held for sale | $0 | $9,280 | $0 | $9,280 | | Interest rate derivative contracts | $0 | $124,765 | $0 | $124,765 | | Foreign exchange derivative contracts | $0 | $177,211 | $0 | $177,211 | | **Liabilities** | | | | | | Interest rate derivative contracts | $0 | $124,795 | $0 | $124,795 | | Foreign exchange derivative contracts | $0 | $177,211 | $0 | $177,211 | - The Company elected the fair value option for residential mortgage loans held for sale to offset changes in fair values with derivative financial instruments, reporting a gain of **$0.5 million** for **Q1 2023**[182](index=182&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk) [Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations](index=47&type=section&id=Item%202%20-%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on financial condition and results of operations for the quarter ended March 31, 2023 [EXECUTIVE SUMMARY](index=47&type=section&id=EXECUTIVE%20SUMMARY) This section provides a high-level overview of First Financial Bancorp.'s business, operations, and key services - First Financial Bancorp. is a **$16.9 billion** financial holding company operating through First Financial Bank, with **130 banking centers** as of **March 31, 2023**[188](index=188&type=chunk) - The Company provides banking and financial services through **six lines of business**: Commercial, Retail Banking, Mortgage Banking, Wealth Management, Investment Commercial Real Estate, and Commercial Finance[188](index=188&type=chunk) - Wealth Management, operating as Yellow Cardinal Advisory Group, had **$3.3 billion** in assets under management as of **March 31, 2023**[188](index=188&type=chunk) [MARKET STRATEGY](index=47&type=section&id=MARKET%20STRATEGY) This section outlines the company's local market focus, specialized lending, and future growth and acquisition plans - First Financial focuses on a local market strategy to provide superior service and build long-term client relationships in **Ohio, Indiana, Kentucky, and Illinois**[190](index=190&type=chunk) - The Company also has specialized lending platforms extending beyond its geographic footprint for franchise owners, financial services clients, and equipment lease financing[190](index=190&type=chunk) - Future growth and capital investment will concentrate within current markets, with evaluation of additional metropolitan market opportunities and strategic acquisitions for product line extensions or industry verticals[191](index=191&type=chunk) [BUSINESS COMBINATIONS](index=47&type=section&id=BUSINESS%20COMBINATIONS) This section details recent acquisitions, including the purchase of Brady Ware Capital and its impact on goodwill - On **January 3, 2023**, First Financial acquired the assets of Brady Ware Capital, an M&A advisory firm, for approximately **$4.3 million**, consisting of **$3.4 million** in cash and a **$0.9 million** earn-out[192](index=192&type=chunk)[193](index=193&type=chunk) - The acquisition resulted in **$4.2 million** in goodwill, reflecting growth potential and expansion of the Bank's advisory business[194](index=194&type=chunk) [NON-GAAP FINANCIAL MEASURES](index=48&type=section&id=NON-GAAP%20FINANCIAL%20MEASURES) This section explains the use of non-GAAP financial measures for performance insight and peer comparisons - First Financial uses **tax equivalent net interest income, return on average tangible shareholder's equity, and tangible common equity ratio** to provide additional insight and facilitate peer comparisons[195](index=195&type=chunk)[196](index=196&type=chunk)[197](index=197&type=chunk) Non-GAAP Financial Measures (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | March 31, 2022 | | :------------------------------------------ | :------------- | :---------------- | :------------- | | Net interest income - tax equivalent | $160,742 | $159,449 | $107,812 | | Net interest margin (FTE) | 4.55 % | 4.47 % | 3.16 % | | Return on average tangible shareholders' equity | 29.02 % | 29.93 % | 14.93 % | | Ending tangible shareholders' equity as % of ending tangible assets | 6.47 % | 5.95 % | 6.95 % | | Tangible book value per share | $10.76 | $9.97 | $10.97 | [OVERVIEW OF OPERATIONS](index=50&type=section&id=OVERVIEW%20OF%20OPERATIONS) This section provides a summary of key financial performance metrics for the company's overall operations Key Financial Performance (Dollars in thousands, except per share data) | Item | March 31, 2023 | December 31, 2022 | March 31, 2022 | | :----------------------------------- | :------------- | :---------------- | :------------- | | Net income | $70,403 | $69,086 | $41,301 | | Net income per common share-diluted | $0.74 | $0.73 | $0.44 | | Return on average assets | 1.69 % | 1.63 % | 1.03 % | | Return on average shareholders' equity | 13.71 % | 13.64 % | 7.53 % | | Total assets (end of period) | $16,933,884 | $17,003,316 | N/A | | Loans and leases (end of period) | $10,433,385 | $10,298,971 | N/A | | Deposits (end of period) | $12,674,684 | $12,701,177 | N/A | | Shareholders' equity (end of period) | $2,121,496 | $2,041,373 | N/A | [NET INTEREST INCOME](index=51&type=section&id=NET%20INTEREST%20INCOME) This section analyzes changes in net interest income and net interest margin, driven by interest rate movements Net Interest Income (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | March 31, 2022 | | :-------------------- | :------------- | :---------------- | :------------- | | Net interest income | $159,318 | $157,896 | $106,345 | | Net interest margin (FTE) | 4.55 % | 4.47 % | 3.16 % | | Total interest income | $208,581 | $189,914 | $113,829 | | Total interest expense | $49,263 | $32,018 | $7,484 | - Linked quarter (**Q1 2023 vs. Q4 2022**): Net interest income increased by **$1.4 million (0.9%)**, and net interest margin (FTE) rose by **8 bps to 4.55%**, driven by interest income growth outpacing interest expense due to an asset-sensitive balance sheet repricing faster in a rising rate environment[206](index=206&type=chunk) - Year-to-date (**Q1 2023 vs. Q1 2022**): Net interest income increased by **$53.0 million (49.8%)**, and net interest margin (FTE) increased by **139 bps to 4.55%**, primarily due to higher interest rates[209](index=209&type=chunk) - Interest income increased **$18.7 million (9.8%)** linked quarter, mainly from a **62 bps** increase in loan yields. Interest expense increased **$17.2 million (53.9%)** linked quarter, due to higher rates and increased time deposits[207](index=207&type=chunk)[208](index=208&type=chunk) [RATE/VOLUME ANALYSIS](index=53&type=section&id=RATE%2FVOLUME%20ANALYSIS) This section analyzes the impact of changes in interest rates and volume on net interest income for the period Net Interest Income Variance (Dollars in thousands) | Item | Linked Quarter (Rate) | Linked Quarter (Volume) | Linked Quarter (Total) | Comparable Quarter (Rate) | Comparable Quarter (Volume) | Comparable Quarter (Total) | | :-------------------------- | :-------------------- | :---------------------- | :--------------------- | :------------------------ | :-------------------------- | :------------------------- | | Total earning assets | $19,358 | $(691) | $18,667 | $82,694 | $12,058 | $94,752 | | Total interest-bearing liabilities | $17,372 | $(127) | $17,245 | $32,583 | $9,196 | $41,779 | | Net interest income | $1,986 | $(564) | $1,422 | $50,111 | $2,862 | $52,973 | [NONINTEREST INCOME](index=53&type=section&id=NONINTEREST%20INCOME) This section details the components and changes in noninterest income, including foreign exchange and leasing Noninterest Income (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | March 31, 2022 | | :------------------------------------------ | :------------- | :---------------- | :------------- | | Total noninterest income | $55,543 | $56,035 | $41,294 | | Foreign exchange income | $16,898 | $19,592 | $10,151 | | Leasing business income | $13,664 | $11,124 | $6,076 | | Trust and wealth management fees | $6,334 | $5,648 | $6,060 | | Net gain from sales of loans | $2,335 | $2,206 | $3,872 | | Service charges on deposit accounts | $6,514 | $6,406 | $7,729 | - Linked quarter (**Q1 2023 vs. Q4 2022**): Noninterest income slightly decreased by **$0.5 million (0.9%)**, mainly due to declines in foreign exchange income and client derivative fees, partially offset by increases in leasing business income and trust and wealth management fees[214](index=214&type=chunk) - Year-to-date (**Q1 2023 vs. Q1 2022**): Noninterest income increased by **$14.2 million (34.5%)**, driven by higher leasing business income (up **$7.6 million or 124.9%**), foreign exchange income (up **$6.7 million or 66.5%**), and other noninterest income, partially offset by lower gains on loan sales and service charges on deposits[215](index=215&type=chunk)[216](index=216&type=chunk) [NONINTEREST EXPENSE](index=54&type=section&id=NONINTEREST%20EXPENSE) This section outlines the components and changes in noninterest expenses, such as salaries and leasing costs Noninterest Expenses (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | March 31, 2022 | | :-------------------------- | :------------- | :---------------- | :------------- | | Total noninterest expenses | $116,693 | $124,442 | $102,805 | | Salaries and employee benefits | $72,254 | $73,621 | $63,947 | | Leasing business expense | $7,938 | $6,061 | $3,869 | | FDIC assessments | $2,826 | $2,173 | $1,459 | | Other | $7,328 | $15,902 | $7,383 | - Linked quarter (**Q1 2023 vs. Q4 2022**): Noninterest expense decreased by **$7.7 million (6.2%)**, primarily due to lower other noninterest expenses (driven by prior period tax credit write-downs and foundation contribution), salaries and employee benefits, and professional services. This was partially offset by higher leasing business expenses and FDIC assessments[217](index=217&type=chunk) - Year-to-date (**Q1 2023 vs. Q1 2022**): Noninterest expenses increased by **$13.9 million (13.5%)**, mainly due to higher leasing business expense (up **$4.1 million or 105.2%**), salaries and benefits (up **$8.3 million or 13.0%**), FDIC assessments, and data processing expenses[218](index=218&type=chunk) [INCOME TAXES](index=54&type=section&id=INCOME%20TAXES) This section details the company's income tax expense and effective tax rate, explaining period-over-period changes Income Tax Expense and Effective Tax Rate | Period | Income Tax Expense (in thousands) | Pre-tax Income (in thousands) | Effective Tax Rate | | :-------------------- | :------------------------------ | :---------------------------- | :----------------- | | Q1 2023 | $17,300 | $87,700 | 19.7% | | Q4 2022 | $10,400 | $79,500 | 13.1% | | Q1 2022 | $9,300 | $50,600 | 18.5% | - The effective tax rate increased in **Q1 2023** compared to **Q4 2022** due to fewer tax credits realized. The increase compared to **Q1 2022** was primarily due to higher full-year forecasted income for **2023**[219](index=219&type=chunk)[220](index=220&type=chunk) [INVESTMENTS](index=55&type=section&id=INVESTMENTS) This section discusses the company's investment portfolio, including AFS and HTM securities and their unrealized losses - First Financial's investment portfolio totaled **$3.6 billion** at **March 31, 2023**, representing **21.3%** of total assets, with Available-for-Sale (AFS) securities at **$3.4 billion** and Held-to-Maturity (HTM) securities at **$83.1 million**[222](index=222&type=chunk) - The effective duration of the investment portfolio decreased to **4.4 years** at **March 31, 2023**, from **4.6 years** at **December 31, 2022**, as long-term rates eased[223](index=223&type=chunk) Unrealized Losses on Debt Securities (Dollars in thousands) | Item | March 31, 2023 | December 31, 2022 | | :------------------------------------------ | :------------- | :---------------- | | Unrealized after-tax loss on AFS debt securities | $(295,400) | $(325,900) | | Net unrealized losses on HTM securities | $(7,300) | $(7,500) | - The Company recorded a **$0.6 million** unrealized gain on equity securities in **Q1 2023**, compared to a **$1.3 million** gain in **Q4 2022** and a **$0.2 million** loss in **Q1 2022**[227](index=227&type=chunk) [LOANS](index=55&type=section&id=LOANS) This section provides an overview of the company's loan portfolio, detailing growth by category and average balances - Period-end loan balances (excluding held for sale) increased by **$134.4 million (1.3%)** to **$10.4 billion** at **March 31, 2023**, from **$10.3 billion** at **December 31, 2022**[228](index=228&type=chunk) Loan Growth by Category (Linked Quarter, Dollars in millions) | Loan Category | Increase (Decrease) | | :-------------------------- | :------------------ | | Residential real estate | $52.8 (4.8%) | | Commercial & industrial | $39.0 (1.1%) | | Lease financing | $37.8 (16.0%) | | Construction loans | $13.9 (2.7%) | | Commercial real estate | $3.9 (0.1%) | | Home equity | $(9.1) (1.2%) | | Installment loans | $(5.5) (2.6%) | - Average loans (excluding held for sale) increased by **$317.3 million (3.2%)** linked quarter, with significant growth in C&I (up **$207.4 million or 6.4%**) and leasing (up **$48.4 million or 23.8%**)[229](index=229&type=chunk) - Year-to-date, average loans increased by **$1.1 billion (12.1%)** from **Q1 2022**, driven by C&I (up **$720.1 million or 26.3%**), finance leases (up **$136.5 million or 118.0%**), and installment loans (up **$80.4 million or 64.0%**)[230](index=230&type=chunk) [COMMITMENTS AND CONTINGENCIES](index=55&type=section&id=COMMITMENTS%20AND%20CONTINGENCIES) This section outlines the company's loan commitments, letters of credit, and potential legal and tax credit obligations - First Financial had **$4.6 billion** in loan commitments outstanding at **March 31, 2023**, with **$4.5 billion** at variable interest rates. Letters of credit totaled **$32.2 million**, and risk participation transactions for interest rate swaps had a notional amount of **$386.8 million**[233](index=233&type=chunk)[234](index=234&type=chunk)[235](index=235&type=chunk) - Unfunded commitments related to tax credit investments were **$94.3 million** at **March 31, 2023**, up from **$84.3 million** at **December 31, 2022**[236](index=236&type=chunk) - No reserves were related to litigation matters as of **March 31, 2023 or December 31, 2022**, and management believes damages from pending litigation are not probable or reasonably estimable[237](index=237&type=chunk) [ASSET QUALITY AND ALLOWANCE FOR CREDIT LOSSES](index=57&type=section&id=ASSET%20QUALITY%20AND%20ALLOWANCE%20FOR%20CREDIT%20LOSSES) This section discusses asset quality trends, nonaccrual loans, and the allowance for credit losses - Nonaccrual loans increased by **$6.0 million (20.8%)** to **$34.6 million (0.33% of total loans)** at **March 31, 2023**, primarily due to the downgrade of two relationships[240](index=240&type=chunk) - Nonperforming assets decreased to **$34.8 million (0.21% of total assets)** at **March 31, 2023**, from **$39.8 million (0.23%)** at **December 31, 2022**[240](index=240&type=chunk) - Classified assets increased to **$159.0 million (94 bps of total assets)** at **March 31, 2023**, from **$128.1 million (75 bps)** at **December 31, 2022**, mainly due to the downgrade of three relationships[241](index=241&type=chunk) - The total Allowance for Credit Losses (ACL), including funded and unfunded reserves, was **$161.8 million** at **March 31, 2023**, resulting in **$10.5 million** in total provision expense for **Q1 2023**[246](index=246&type=chunk) ACL and Credit Quality Ratios | Item | March 31, 2023 | December 31, 2022 | | :------------------------------------------ | :------------- | :---------------- | | ACL on loans and leases | $141,600 | $133,000 | | ACL as % of period-end loans | 1.36 % | 1.29 % | | Net charge-offs (Q1 2023) | $30 | $(192) (Q4 2022) | | ACL as % of nonaccrual loans | 409.5 % | 464.6 % | | ACL as % of nonperforming loans | 409.5 % | 335.9 % | | Provision expense for loans and leases (Q1 2023) | $8,600 | $8,700 (Q4 2022) | | ACL on unfunded commitments | $20,200 | $18,400 | | Provision expense for unfunded commitments (Q1 2023) | $1,800 | $1,300 (Q4 2022) | [DEPOSITS AND FUNDING](index=60&type=section&id=DEPOSITS%20AND%20FUNDING) This section details changes in deposit balances and funding sources, including uninsured deposits and borrowings - Total deposits decreased by **$26.5 million (0.2%)** to **$12.7 billion** at **March 31, 2023**, from **December 31, 2022**[257](index=257&type=chunk) Deposit Changes (Linked Quarter, Dollars in millions) | Deposit Type | Change | | :-------------------------- | :------------------ | | Noninterest bearing deposits | $(305.1) (7.4%) | | Interest bearing demand deposits | $(275.3) (9.1%) | | Savings deposits | $(81.7) (2.1%) | | Time deposits | $635.7 (37.4%) | - Average deposits for **Q1 2023** increased by **$179.8 million (1.4%)** linked quarter, driven by a **$661.5 million** increase in brokered CDs, offsetting declines in noninterest-bearing, interest-bearing demand, and savings deposits[258](index=258&type=chunk) - Uninsured deposit balances were **$4.9 billion (38.6% of total deposits)** at **March 31, 2023**. Excluding public funds and intercompany deposits, adjusted uninsured deposits were **$2.9 billion (22.8% of total deposits)**[260](index=260&type=chunk) - Borrowed funds remained relatively unchanged at **$1.6 billion** at **March 31, 2023**, with short-term borrowings at **$1.2 billion** (primarily FHLB) and long-term debt at **$342.6 million** (including subordinated notes)[262](index=262&type=chunk)[263](index=263&type=chunk)[264](index=264&type=chunk) [LIQUIDITY](index=61&type=section&id=LIQUIDITY) This section describes the company's liquidity management strategies, funding sources, and available collateral - First Financial manages liquidity through deposit growth, loan/investment payments, maturing securities, and access to wholesale funding sources (Fed Funds, Fed discount window, brokered CDs, FHLB borrowings, deposit placement services)[267](index=267&type=chunk)[268](index=268&type=chunk)[261](index=261&type=chunk) - The Company maintains investment grade credit ratings (**BBB+/A** for Senior Unsecured Debt, **BBB/BBB+** for Subordinated Debt) from Kroll Bond Rating Agency, Inc., which impact financing cost and availability[271](index=271&type=chunk) - As of **March 31, 2023**, **$1.6 billion** of AFS securities were unpledged, **$277.9 million** were available to be sold at breakeven, and **$676.3 million** had floating rates. Total cash flows from the investment portfolio are expected to be **$704.4 million** in the next **12 months**[272](index=272&type=chunk)[273](index=273&type=chunk) - Cash and interest-bearing deposits with other banks totaled **$505.3 million** at **March 31, 2023**. The Company had **$3.6 billion (21.2% of total assets)** in unused and available overnight wholesale funding sources[274](index=274&type=chunk) - The Bank paid **$40.0 million** in dividends to First Financial in **Q1 2023**, with **$162.8 million** of retained earnings available for distribution without prior regulatory approval[275](index=275&type=chunk) [CAPITAL](index=62&type=section&id=CAPITAL) This section reviews the company's capital ratios, regulatory compliance, and dividend and share repurchase activities - First Financial's capital ratios increased in **Q1 2023**: Tier 1 capital to **11.34%** (from **11.17%** in **Q4 2022**), Leverage ratio to **9.03%** (from **8.89%**), and Tangible Common Equity ratio to **6.47%** (from **5.95%**), driven by strong earnings[280](index=280&type=chunk) - As of **March 31, 2023**, First Financial met all capital adequacy requirements and was categorized as '**well-capitalized**' under regulatory frameworks, exceeding minimum total regulatory capital by **$411.2 million**[281](index=281&type=chunk) Capital Ratios (March 31, 2023, Dollars in thousands) | Ratio | Actual Capital Amount | Actual Ratio | Minimum Required - Basel III Ratio | | :------------------------------------------ | :-------------------- | :----------- | :------------------------------- | | Common equity Tier 1 capital to risk-weighted assets (Consolidated) | $1,432,332 | 11.00 % | 7.00 % | | Tier 1 capital to risk-weighted assets (Consolidated) | $1,476,734 | 11.34 % | 8.50 % | | Total capital to risk-weighted assets (Consolidated) | $1,778,917 | 13.66 % | 10.50 % | | Leverage ratio (Consolidated) | $1,476,734 | 9.03 % | 4.00 % | - First Financial declared a common stock dividend of **$0.23 per share** for **Q1 2023** and authorized another **$0.23 per share** for **Q2 2023**. No shares were repurchased under the **2022 Stock Repurchase Plan** in **Q1 2023**, leaving all **5,000,000** authorized shares available[284](index=284&type=chunk)[285](index=285&type=chunk) [ENTERPRISE RISK MANAGEMENT](index=64&type=section&id=ENTERPRISE%20RISK%20MANAGEMENT) This section describes the company's comprehensive approach to identifying, assessing, and mitigating various risks - First Financial employs a structured Enterprise Risk Management (ERM) approach to assess, identify, and mitigate various risks, including credit, market (interest rate, liquidity, capital, foreign exchange, financial), operational, compliance, strategic, reputation, information technology, cyber, and legal risks[288](index=288&type=chunk) [CREDIT RISK](index=64&type=section&id=CREDIT%20RISK) This section describes the company's management of credit risk, focusing on underwriting and credit exposure reviews - Credit risk is the potential for loss from a customer's or counterparty's failure to meet financial obligations. First Financial manages this risk through its underwriting process and periodic review of credit exposures, guided by board-approved credit policies[290](index=290&type=chunk) [MARKET RISK](index=65&type=section&id=MARKET%20RISK) This section details the management of market risk, primarily interest rate and liquidity risk, using simulation models - Market risk, primarily interest rate risk and liquidity risk, is managed to achieve consistent growth in net interest income and equity while controlling volatility from market interest rate shifts[291](index=291&type=chunk)[292](index=292&type=chunk) - Interest rate risk is monitored using income simulation models and Economic Value of Equity (EVE) sensitivity analyses, which forecast Net Interest Income (NII) and discount cash flows under various interest rate scenarios, including parallel shifts and yield curve twists[293](index=293&type=chunk)[294](index=294&type=chunk) Estimated Impact on NII and EVE from Immediate Parallel Shifts in Interest Rates (March 31, 2023) | Scenario | NII-Year 1 (% Change) | NII-Year 2 (% Change) | EVE (% Change) | | :--------- | :-------------------- | :-------------------- | :------------- | | -100 bps | (6.30)% | (6.04)% | (2.08)% | | +100 bps | 4.27 % | 3.80 % | 1.60 % | | +200 bps | 7.70 % | 6.83 % | 3.30 % | - The Company's position is **asset-sensitive**, meaning interest-earning assets reprice faster than interest-bearing liabilities, benefiting NII in a rising rate environment. This sensitivity is expected to moderate as deposit costs increase[296](index=296&type=chunk)[297](index=297&type=chunk) - Liquidity risk management focuses on maximizing collateral-based liquidity, diversifying funding sources, and proactively updating contingency funding plans to monitor funding inflows and outflows[299](index=299&type=chunk)[300](index=300&type=chunk) [CRITICAL ACCOUNTING POLICIES](index=66&type=section&id=CRITICAL%20ACCOUNTING%20POLICIES) This section highlights critical accounting policies involving significant estimates, such as ACL, goodwill, and pensions - First Financial's critical accounting policies, which involve significant estimates and assumptions, include accounting for the Allowance for Credit Losses (ACL) - loans and leases, goodwill, pension, and income taxes. No changes were made to these policies in **Q1 2023**[301](index=301&type=chunk) [ACCOUNTING AND REGULATORY MATTERS](index=66&type=section&id=ACCOUNTING%20AND%20REGULATORY%20MATTERS) This section refers to disclosures on new accounting standards and regulatory matters in the financial statements notes - New accounting standards adopted in **2023 and 2022**, as well as those issued but not yet adopted, are discussed in **Note 2** to the Consolidated Financial Statements[302](index=302&type=chunk) [FORWARD-LOOKING STATEMENTS](index=66&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section cautions readers about forward-looking statements, outlining inherent uncertainties and risk factors - The report contains forward-looking statements regarding future operating/financial performance, capital structure, plans, objectives, and strategies, which are subject to inherent uncertainties, risks, and changes in circumstances[303](index=303&type=chunk)[304](index=304&type=chunk) - Important factors that could cause actual results to differ materially include economic, market, liquidity, credit, interest rate, operational, and technological risks; changes in policies, laws, or regulations; mergers and acquisitions; changes in accounting policies; consumer behavior; litigation; and current/future economic conditions[305](index=305&type=chunk) - Readers are cautioned not to place undue reliance on these statements, which speak only as of the report date. First Financial undertakes no obligation to revise or update them[306](index=306&type=chunk) [Item 3 - Quantitative and Qualitative Disclosures about Market Risk](index=70&type=section&id=Item%203%20-%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section incorporates by reference the detailed discussion on market risk from Item 2, Management's Discussion and Analysis - The information regarding quantitative and qualitative disclosures about market risk is incorporated by reference from the '**Market Risk**' section within **Item 2** of this report[308](index=308&type=chunk) [Item 4 - Controls and Procedures](index=70&type=section&id=Item%204%20-%20Controls%20and%20Procedures) This section details management's evaluation of the effectiveness of disclosure controls and procedures and internal control changes [Disclosure Controls and Procedures](index=70&type=section&id=Disclosure%20Controls%20and%20Procedures) This section confirms management's evaluation of the effectiveness of the company's disclosure controls and procedures - Management, including the CEO and CFO, concluded that First Financial's disclosure controls and procedures were **effective at the reasonable assurance level** as of **March 31, 2023**[311](index=311&type=chunk) [Changes in Internal Control over Financial Reporting](index=70&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) This section reports on any material changes in the company's internal control over financial reporting during the period - There were **no changes** in First Financial's internal control over financial reporting during the period that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting[312](index=312&type=chunk) PART II - OTHER INFORMATION This section contains other required information, including legal proceedings, risk factors, and equity sales [Item 1 - Legal Proceedings](index=71&type=section&id=Item%201%20-%20Legal%20Proceedings) This section confirms no material changes to legal proceedings since the 2022 Annual Report on Form 10-K - No material changes to the disclosure on legal proceedings have occurred since the Company's Annual Report on Form 10-K for the year ended **December 31, 2022**[314](index=314&type=chunk) [Item 1A - Risk Factors](index=71&type=section&id=Item%201A%20-%20Risk%20Factors) This section states no material changes to risk factors since the 2022 Annual Report on Form 10-K - No material changes have occurred to the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the year ended **December 31, 2022**[315](index=315&type=chunk) [Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds](index=71&type=section&id=Item%202%20-%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section updates on the stock repurchase plan, confirming no shares were purchased in the first quarter of 2023 - The **2022 Stock Repurchase Plan**, authorizing the purchase of up to **5,000,000 shares** of common stock, became effective **January 1, 2022**, and expires **December 31, 2023**. No shares were purchased under this plan in **Q1 2023**[316](index=316&type=chunk) [Item 6 - Exhibits](index=72&type=section&id=Item%206%20-%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including organizational documents and certifications - The exhibits include Amended Articles of Incorporation, Amended and Restated Regulations, CEO and CFO certifications (**Sarbanes-Oxley Act Sections 302 and 906**), and various Inline XBRL Taxonomy Extension files[318](index=318&type=chunk) [Signatures](index=73&type=section&id=Signatures) This section contains the official signatures of the registrant's authorized officers, certifying the report - The report is signed by **James M. Anderson**, Executive Vice President and Chief Financial Officer, and **Scott T. Crawley**, Senior Vice President and Controller, on **May 5, 2023**[323](index=323&type=chunk)

First Financial Bancorp (NASDAQ:FFBC) Q1 2023 Earnings Conference Call April 21, 2023 8:30 AM ET Company Participants Scott Crawley - Investor Relations Archie Brown - President and Chief Executive Officer Jamie Anderson - Chief Financial Officer Bill Harrod - Chief Credit Officer Conference Call Participants Daniel Tamayo - Raymond James Chris McGratty - KBW Scott Siefers - Piper Sandler Terry McEvoy - Stephens Jon Arfstrom - RBC Capital Markets Operator Hello and welcome to today’s First Financial Bancorp ...

TABLE OF CONTENTS (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES ACT OF 1934 Commission File Number 001-34762 FIRST FINANCIAL BANCORP. (Exact name of registrant as specified in its charter) | Ohio 31-1042001 | | | | --- | --- | --- | | (State of incorporation) (I.R.S. Employer | | | | Identification No.) | | | | 255 East Fifth Street, Suite 8 ...

First Financial Bancorp. (NASDAQ:FFBC) Q4 2022 Earnings Conference Call January 27, 2023 8:30 AM ET Company Participants Scott Crawley - Corporate Controller and Principal Accounting Officer Archie Brown - President and Chief Executive Officer James Anderson - Chief Financial Officer William Harrod - Chief Credit Officer Conference Call Participants Scott Siefers - Piper Sandler & Co. Daniel Tamayo - Raymond James Financial Inc. Terry McEvoy - Stephens Inc. Christopher McGratty - KBW Jon Arfstrom - RBC Capi ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________________ to ____________________ Commission file number 001-34762 | --- | --- | --- | --- | |------------------------------------------------------- ...