Financial Data and Key Metrics Changes - Operating earnings per share for Q3 2023 were $0.43, down from $0.47 in Q2 2023 [18] - Pre-provision net revenue decreased by 4% due to a decline in fee income [10] - Net interest income was $214 million, a slight increase from the previous quarter [44] - Net interest margin remained stable at 3.40% [44] - Total deposits grew by $215 million, with interest-bearing deposits increasing by approximately 13% [19][22] Business Line Data and Key Metrics Changes - Total loan growth was $133 million or 2.5% annualized, with commercial loans growing modestly [13][24] - Wealth management revenues increased to $19.4 million from $18.7 million in the previous quarter [46] - Commercial banking fees declined to $19.7 million due to reduced loan originations [26] - Consumer loan growth moderated to $86 million or 4.7%, primarily driven by residential mortgages [41] Market Data and Key Metrics Changes - Noninterest-bearing deposits decreased by $290 million, showing a shift towards interest-bearing deposits [25] - The loan-to-deposit ratio ended at 98.9%, down from 99.2% in the previous quarter [20][22] - The overall concentration in commercial real estate is approximately 185% of total capital, which is below the peer average [16] Company Strategy and Development Direction - The company is focused on organic growth, with plans to open new financial centers in Philadelphia, Richmond, and Wilmington [15] - There is a commitment to managing core operating expenses and realizing benefits from technology investments [11][72] - The company aims to maintain a disciplined approach to credit and pricing in the commercial real estate sector, viewing current market conditions as an opportunity [76] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the impact of a higher interest rate environment on loan growth and emphasized the importance of risk-adjusted spreads [14] - Credit quality metrics remained stable, with net charge-offs at $5 million [38] - The company expects net interest income to be in the range of $845 million to $855 million for 2023, with a provision for credit losses estimated between $55 million and $65 million [47][48] Other Important Information - The company repurchased 2.2 million shares in Q3 2023, with $29 million remaining from the $100 million repurchase authorization [12] - The investment portfolio declined by approximately $200 million during the quarter, closing at $3.7 billion [43] - The tangible common equity ratio was 6.8% at quarter-end, down from the prior quarter due to higher long-term interest rates [32] Q&A Session Summary Question: What is the company's capital strategy moving forward? - The company will support organic growth first and then consider buybacks based on pricing and capital use [37] Question: What is the impact of potential new regulations on interchange fees? - Management has not yet assessed the potential impact as it depends on legislative outcomes, but previous regulations resulted in a net reduction that was not material [52] Question: Can you provide insights on upcoming loan maturities and their rates? - Maturities are expected to come off at rates between 5.5% to 7%, while new loans are being issued at rates between 7% and 8.5% [64] Question: How does the company view the current credit trends in the office portfolio? - The office portfolio remains stable, with no material changes quarter-to-quarter, but management continues to monitor the macroeconomic environment [77] Question: What are the expectations for net interest margin (NIM) moving forward? - The company expects NIM to drift down slightly, with a potential bottoming out in mid-2024 [81]

```markdown [Glossary of Terms](index=3&type=section&id=Glossary%20of%20Terms) This section defines key terms and programs relevant to the financial report - The '**2023 Repurchase Program**' authorizes the repurchase of up to **$100 million** of the Corporation's common stock from January 1, 2023, to December 31, 2023[8](index=8&type=chunk) - The '**Merger**' refers to the **acquisition of Prudential Bancorp** by the Corporation, completed effective July 1, 2022[8](index=8&type=chunk) [PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Item 1. Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section provides the unaudited consolidated financial statements, including balance sheets, statements of income, comprehensive income, shareholders' equity, and cash flows, along with detailed notes explaining the basis of presentation, significant accounting policies, business combinations, investment securities, loans, derivatives, and fair value measurements for the period ended June 30, 2023 [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets%20-%20June%2030%2C%202023%20and%20December%2031%2C%202022) This section presents the company's financial position, detailing assets, liabilities, and equity at specific dates Consolidated Balance Sheets | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Total Assets | $27,403,163 | $26,931,702 | $471,461 | 1.75% | | Net loans | $21,044,685 | $20,279,547 | $765,138 | 3.77% | | Total Deposits | $21,206,540 | $20,649,538 | $557,002 | 2.70% | | Total Liabilities | $24,761,011 | $24,351,945 | $409,066 | 1.68% | | Total Shareholders' Equity | $2,642,152 | $2,579,757 | $62,395 | 2.42% | [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income%20-%20Three%20months%20and%20six%20months%20ended%20June%2030%2C%202023%20and%202022) This section outlines the company's financial performance over periods, including revenues, expenses, and net income Consolidated Statements of Income (3 Months) | Metric | 3 Months Ended June 30, 2023 (in thousands) | 3 Months Ended June 30, 2022 (in thousands) | Change ($) | Change (%) | | :-------------------------------- | :----------------------------------- | :----------------------------------- | :--------- | :--------- | | Total Interest Income | $314,912 | $190,299 | $124,613 | 65.48% | | Total Interest Expense | $102,060 | $11,468 | $90,592 | 789.94% | | Net Interest Income | $212,852 | $178,831 | $34,021 | 19.02% | | Provision for credit losses | $9,747 | $1,500 | $8,247 | 549.80% | | Total Non-Interest Income | $60,585 | $58,391 | $2,194 | 3.76% | | Total Non-Interest Expense | $168,018 | $149,730 | $18,288 | 12.21% | | Net Income | $79,607 | $69,989 | $9,618 | 13.74% | | Net Income Available to Common Shareholders | $77,045 | $67,427 | $9,618 | 14.26% | | Diluted EPS | $0.46 | $0.42 | $0.04 | 9.52% | Consolidated Statements of Income (6 Months) | Metric | 6 Months Ended June 30, 2023 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | Change ($) | Change (%) | | :-------------------------------- | :----------------------------------- | :----------------------------------- | :--------- | :--------- | | Total Interest Income | $604,732 | $363,300 | $241,432 | 66.46% | | Total Interest Expense | $176,293 | $23,159 | $153,134 | 661.23% | | Net Interest Income | $428,439 | $340,141 | $88,298 | 25.96% | | Provision for credit losses | $34,291 | $(5,450) | $39,741 | **N/M** | | Total Non-Interest Income | $112,339 | $113,647 | $(1,308) | -1.15% | | Total Non-Interest Expense | $327,636 | $295,708 | $31,928 | 10.80% | | Net Income | $147,920 | $134,277 | $13,643 | 10.16% | | Net Income Available to Common Shareholders | $142,796 | $129,153 | $13,643 | 10.56% | | Diluted EPS | $0.85 | $0.80 | $0.05 | 6.25% | [Consolidated Statements of Comprehensive Income](index=8&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20-%20Three%20months%20and%20six%20months%20ended%20June%2030%2C%202023%20and%202022) This section details changes in equity from non-owner sources, including net income and other comprehensive income components Consolidated Statements of Comprehensive Income (3 Months) | Metric | 3 Months Ended June 30, 2023 (in thousands) | 3 Months Ended June 30, 2022 (in thousands) | Change ($) | | :------------------------------------------------- | :----------------------------------- | :----------------------------------- | :--------- | | Net Income | $79,607 | $69,989 | $9,618 | | Net unrealized gains (losses) on AFS investment securities | $(29,721) | $(136,459) | $106,738 | | Net unrealized gains (losses) on interest rate derivatives used in cash flow hedges | $1,424 | $(8,921) | $10,345 | | Other Comprehensive Income (Loss) | $(28,294) | $(145,355) | $117,061 | | Total Comprehensive Income (Loss) | $51,313 | $(75,366) | $126,679 | Consolidated Statements of Comprehensive Income (6 Months) | Metric | 6 Months Ended June 30, 2023 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | Change ($) | | :------------------------------------------------- | :----------------------------------- | :----------------------------------- | :--------- | | Net Income | $147,920 | $134,277 | $13,643 | | Net unrealized gains (losses) on AFS investment securities | $4,415 | $(289,867) | $294,282 | | Net unrealized gains (losses) on interest rate derivatives used in cash flow hedges | $1,747 | $(41,804) | $43,551 | | Other Comprehensive Income (Loss) | $6,190 | $(331,621) | $337,811 | | Total Comprehensive Income (Loss) | $154,110 | $(197,344) | $351,454 | [Consolidated Statements of Shareholders' Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Shareholders'%20Equity%20-%20Three%20months%20and%20six%20months%20ended%20June%2030%2C%202023%20and%202022) This section tracks changes in the company's equity accounts, including retained earnings and treasury stock Consolidated Statements of Shareholders' Equity | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Total Shareholders' Equity | $2,642,152 | $2,579,757 | $62,395 | 2.42% | | Retained earnings | $1,542,163 | $1,450,758 | $91,405 | 6.30% | | Accumulated other comprehensive (loss) income | $(379,286) | $(385,476) | $6,190 | -1.61% | | Treasury stock, at cost | $(823,446) | $(781,754) | $(41,692) | 5.33% | - For the six months ended June 30, 2023, the **increase in retained earnings was primarily due to net income of $147.9 million**, partially offset by **common stock dividends of $51.4 million** and **preferred stock dividends of $5.1 million**[19](index=19&type=chunk)[208](index=208&type=chunk) - The **increase in treasury stock was primarily due to the repurchase of 2.4 million shares** of common stock for **$40.4 million** during the first quarter of 2023[19](index=19&type=chunk)[208](index=208&type=chunk) [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20-%20Six%20months%20ended%20June%2030%2C%202023%20and%202022) This section summarizes cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows | Metric | 6 Months Ended June 30, 2023 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | Change ($) | | :-------------------------------- | :----------------------------------- | :----------------------------------- | :--------- | | Net cash provided by (used in) operating activities | $216,910 | $(15,687) | $232,597 | | Net cash used in investing activities | $(704,165) | $(669,452) | $(34,713) | | Net cash provided by (used in) financing activities | $310,036 | $(503,801) | $813,837 | | Net decrease in Cash and Cash Equivalents | $(177,219) | $(1,188,940) | $1,011,721 | | Cash and Cash Equivalents at End of Period | $504,702 | $449,674 | $55,028 | - **Operating activities provided $216.9 million** of cash in the first six months of 2023, a significant improvement from cash used in the prior year[21](index=21&type=chunk)[255](index=255&type=chunk) - **Investing activities used $704.2 million**, primarily due to a **net increase in loans**[21](index=21&type=chunk)[255](index=255&type=chunk) - **Financing activities provided $310.0 million**, mainly from an **increase in time deposits**, partially offset by decreases in demand and savings deposits and other borrowings[21](index=21&type=chunk)[255](index=255&type=chunk) [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the consolidated financial statements [NOTE 1 – Basis of Presentation](index=12&type=section&id=NOTE%201%20%E2%80%93%20Basis%20of%20Presentation) This note describes the accounting principles and policies used in preparing the financial statements - The **Corporation adopted ASU 2022-02, ASU 2022-01, and ASU 2022-04 on January 1, 2023, and early adopted ASU 2023-02, with no material impact on consolidated financial statements**[26](index=26&type=chunk)[27](index=27&type=chunk)[28](index=28&type=chunk)[31](index=31&type=chunk) - **ASU 2022-02 updated guidance on loan modifications, replacing 'troubled debt restructurings' with 'loan modifications to borrowers experiencing financial difficulty'**[23](index=23&type=chunk) [NOTE 2 – Business Combinations](index=13&type=section&id=NOTE%202%20%E2%80%93%20Business%20Combinations) This note details the acquisition of Prudential Bancorp, including the resulting goodwill and financial impact - The **Corporation acquired 100% of Prudential Bancorp on July 1, 2022**, merging Prudential Bank into Fulton Bank in Q4 2022, to enhance market presence and achieve economies of scale[35](index=35&type=chunk) - The **acquisition resulted in $19.081 million in goodwill**, representing the excess purchase price over the estimated fair value of the net assets acquired[37](index=37&type=chunk)[39](index=39&type=chunk)[40](index=40&type=chunk) Business Combinations Metrics | Metric | July 1, 2022 Fair Value (in thousands) | | :----------------------------- | :----------------------------------- | | Consideration transferred | $119,056 | | Total assets acquired | $930,627 | | Total liabilities assumed | $830,652 | | Net assets acquired | $99,975 | | Goodwill resulting from the Merger | $19,081 | [NOTE 3 – Restrictions on Cash and Cash Equivalents](index=16&type=section&id=NOTE%203%20%E2%80%93%20Restrictions%20on%20Cash%20and%20Cash%20Equivalents) This note outlines any restrictions on the use of cash and cash equivalents, such as collateral requirements Cash Collateral Posted | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Cash collateral posted | $11,500 | $13,900 | $(2,400) | -17.27% | [NOTE 4 – Investment Securities](index=17&type=section&id=NOTE%204%20%E2%80%93%20Investment%20Securities) This note provides details on the Corporation's investment securities, including available-for-sale and held-to-maturity portfolios Investment Securities Portfolio | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | AFS, at estimated fair value | $2,572,721 | $2,646,767 | $(74,046) | -2.80% | | HTM, at amortized cost | $1,294,613 | $1,321,256 | $(26,643) | -2.02% | | Total Investment Securities | $3,867,334 | $3,968,023 | $(100,689) | -2.54% | - **Gross unrealized losses on AFS securities totaled $344.1 million** at June 30, 2023, and on **HTM securities totaled $207.9 million**, primarily due to changes in **interest rates**[45](index=45&type=chunk) - The **Corporation does not intend to sell, nor is it likely to be required to sell, these securities prior to recovery of their fair value to amortized cost, and thus no ACL was required for these investments**[50](index=50&type=chunk)[52](index=52&type=chunk)[53](index=53&type=chunk) [NOTE 5 - Loans and Allowance for Credit Losses](index=20&type=section&id=NOTE%205%20-%20Loans%20and%20Allowance%20for%20Credit%20Losses) This note details the composition of the loan portfolio, non-accrual loans, and the allowance for credit losses Loan Portfolio and Credit Quality | Loan Type | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Gross loans | $21,076,569 | $20,308,924 | $767,645 | 3.78% | | ACL - loans | $287,442 | $269,366 | $18,076 | 6.71% | | Non-accrual loans | $123,280 | $144,443 | $(21,163) | -14.65% | | Total non-performing loans | $147,695 | $171,906 | $(24,211) | -14.08% | - The **provision for credit losses for the three months ended June 30, 2023, was $9.7 million**, up from **$1.5 million** in the prior year, primarily due to loan growth and changes to the macroeconomic outlook[16](index=16&type=chunk)[59](index=59&type=chunk)[178](index=178&type=chunk) - **Loan modifications for borrowers experiencing financial difficulty primarily involved term extensions, with no interest rate reductions or principal forgiveness during the six months ended June 30, 2023**[80](index=80&type=chunk)[81](index=81&type=chunk) [NOTE 6 – Mortgage Servicing Rights](index=31&type=section&id=NOTE%206%20%E2%80%93%20Mortgage%20Servicing%20Rights) This note describes the Corporation's mortgage servicing rights, including their fair value and related portfolio information Mortgage Servicing Rights Summary | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Net MSRs at end of period (amortized cost) | $32,458 | $35,249 | $(2,791) | -7.92% | | Estimated fair value of MSRs at end of period | $49,444 | $50,044 | $(600) | -1.20% | - The **total portfolio of mortgage loans serviced for unrelated third parties was $4.1 billion** at June 30, 2023, slightly down from **$4.2 billion** at December 31, 2022[86](index=86&type=chunk) - **No valuation allowance was required for MSRs as of June 30, 2023, based on its fair value analysis**[87](index=87&type=chunk) [NOTE 7 – Derivative Financial Instruments](index=31&type=section&id=NOTE%207%20%E2%80%93%20Derivative%20Financial%20Instruments) This note explains the Corporation's use of derivative instruments to manage interest rate risk and their fair value - The **Corporation uses interest rate derivatives to reduce volatility in net interest income and manage interest rate exposure**, primarily as cash flow hedges for floating rate loans[93](index=93&type=chunk) - In January 2023, the **Corporation terminated $1.0 billion in cash flow hedges**, with **$70.6 million** of original unrealized losses in AOCI to be recognized as a reduction to interest income in future periods[95](index=95&type=chunk)[248](index=248&type=chunk) Derivative Financial Instruments Fair Values | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | | :-------------------------------- | :----------------------------- | :------------------------------- | | Interest Rate Derivatives with Customers (Positive fair values) | $5,655 | $3,337 | | Interest Rate Derivatives with Customers (Negative fair values) | $(283,189) | $(280,401) | | Interest Rate Derivatives used in Cash Flow Hedges (Positive fair values) | $396 | $1,321 | | Interest Rate Derivatives used in Cash Flow Hedges (Negative fair values) | $(2,002) | $(12,163) | [NOTE 8 – Accumulated Other Comprehensive (Loss) Income](index=38&type=section&id=NOTE%208%20%E2%80%93%20Accumulated%20Other%20Comprehensive%20(Loss)%20Income) This note details the components of accumulated other comprehensive income, including unrealized gains and losses on securities and derivatives Accumulated Other Comprehensive (Loss) Income Components | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :-------------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Total Accumulated Other Comprehensive (Loss) Income | $(379,286) | $(385,476) | $6,190 | -1.61% | | Net Unrealized Gains (Losses) on Investment Securities | $(311,816) | $(316,231) | $4,415 | -1.40% | | Net Unrealized Gain (Loss) on Interest Rate Derivatives used in Cash Flow Hedges | $(60,029) | $(61,776) | $1,747 | -2.83% | - For the six months ended June 30, 2023, **total other comprehensive income was $6.19 million**, a significant improvement from a loss of **$(331.6) million** in the same period of 2022[104](index=104&type=chunk) [NOTE 9 – Fair Value Measurements](index=39&type=section&id=NOTE%209%20%E2%80%93%20Fair%20Value%20Measurements) This note describes the methodologies and inputs used for fair value measurements of financial instruments - **Fair value measurements are categorized into Level 1 (quoted prices in active markets), Level 2 (observable market data other than quoted prices), and Level 3 (unobservable inputs)**[106](index=106&type=chunk) - **Loans held for sale are measured at fair value based on prices offered by secondary market investors**[108](index=108&type=chunk) - **AFS investment securities are valued by a third-party pricing service using models incorporating market information like benchmark yields and broker/dealer quotes, classifying them as Level 2**[109](index=109&type=chunk) [NOTE 10 – Net Income Per Share](index=45&type=section&id=NOTE%2010%20%E2%80%93%20Net%20Income%20Per%20Share) This note provides the calculation of basic and diluted net income per share for the reporting periods Net Income Per Share (3 Months) | Metric | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | Change | Change (%) | | :----------------------------- | :----------------------------- | :----------------------------- | :----- | :--------- | | Basic EPS | $0.46 | $0.42 | $0.04 | 9.52% | | Diluted EPS | $0.46 | $0.42 | $0.04 | 9.52% | Net Income Per Share (6 Months) | Metric | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | Change | Change (%) | | :----------------------------- | :----------------------------- | :----------------------------- | :----- | :--------- | | Basic EPS | $0.86 | $0.80 | $0.06 | 7.50% | | Diluted EPS | $0.85 | $0.80 | $0.05 | 6.25% | [NOTE 11 – Stock-Based Compensation](index=46&type=section&id=NOTE%2011%20%E2%80%93%20Stock-Based%20Compensation) This note details the accounting for stock-based compensation plans, including expense recognition and equity awards - **Equity awards are granted under the Employee Equity Plan and Directors' Plan, generally vesting over three years for employees and one year for directors**[133](index=133&type=chunk)[135](index=135&type=chunk) Stock-Based Compensation Expense (3 Months) | Metric | 3 Months Ended June 30, 2023 (in thousands) | 3 Months Ended June 30, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------------- | :----------------------------------- | :--------- | :--------- | | Compensation expense | $2,571 | $3,846 | $(1,275) | -33.15% | Stock-Based Compensation Expense (6 Months) | Metric | 6 Months Ended June 30, 2023 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------------- | :----------------------------------- | :--------- | :--------- | | Compensation expense | $4,240 | $6,586 | $(2,346) | -35.62% | [NOTE 12 – Employee Benefit Plans](index=46&type=section&id=NOTE%2012%20%E2%80%93%20Employee%20Benefit%20Plans) This note outlines the Corporation's employee benefit plans, including pension and postretirement benefit costs Net Periodic Benefit Costs | Metric | 6 Months Ended June 30, 2023 (in thousands) | 6 Months Ended June 30, 2022 (in thousands) | Change ($) | | :----------------------------- | :----------------------------------- | :----------------------------------- | :--------- | | Net periodic pension cost | $118 | $(674) | $792 | | Net periodic benefit (Postretirement Plan) | $(246) | $(245) | $(1) | - The **Corporation assumed obligations of a multiemployer defined benefit pension plan from Prudential Bancorp as part of the merger**[140](index=140&type=chunk) [NOTE 13 – Commitments and Contingencies](index=47&type=section&id=NOTE%2013%20%E2%80%93%20Commitments%20and%20Contingencies) This note discloses the Corporation's commitments and contingent liabilities, including legal proceedings and credit extensions Commitments and Contingencies | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | Change ($) | Change (%) | | :----------------------------- | :----------------------------- | :------------------------------- | :--------- | :--------- | | Commitments to extend credit | $8,963,903 | $8,695,621 | $268,282 | 3.08% | | Standby letters of credit | $259,063 | $260,829 | $(1,766) | -0.68% | | Commercial letters of credit | $53,816 | $49,288 | $4,528 | 9.19% | - The **total reserve for losses on residential mortgage loans sold was $1.4 million** as of June 30, 2023, including for representation and warranty and credit loss exposures[147](index=147&type=chunk) - **Legal proceedings and regulatory inquiries are not expected to have a material adverse effect on the Corporation's financial condition**, though ultimate resolution could be material to future operating results[151](index=151&type=chunk) [NOTE 14 – Borrowings](index=48&type=section&id=NOTE%2014%20%E2%80%93%20Borrowings) This note provides information on the Corporation's borrowings, including senior notes and subordinated debentures - **$65.0 million of senior notes with a fixed rate of 3.60% were repaid upon their maturity on March 16, 2022**[152](index=152&type=chunk) - In September 2022, the **Corporation redeemed approximately $17.2 million of junior subordinated deferrable interest debentures** and subsequently canceled the subsidiary trusts[153](index=153&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=43&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides a comprehensive analysis of the Corporation's financial performance and condition for the three and six months ended June 30, 2023, discussing key drivers of revenue, expenses, asset quality, and capital, along with a reconciliation of non-GAAP financial measures [OVERVIEW](index=49&type=section&id=OVERVIEW) This section provides a general description of the Corporation's business, market environment, and strategic focus - The **Corporation operates as a financial holding company, offering a full range of retail and commercial financial services in Pennsylvania, Delaware, Maryland, New Jersey, and Virginia**[155](index=155&type=chunk) - **Revenue is primarily generated from net interest income, which is influenced by balance sheet growth and net interest margin**[156](index=156&type=chunk) - The **FOMC increased the Fed Funds Rate eleven times since March 16, 2022, placing the target range at 5.25% - 5.50% as of August 8, 2023**[158](index=158&type=chunk) - The **Corporation successfully transitioned substantially all products away from LIBOR by June 30, 2023, primarily to SOFR-based benchmarks**[159](index=159&type=chunk) [Financial Highlights](index=50&type=section&id=Financial%20Highlights) This section summarizes key financial performance indicators and trends for the reporting periods Financial Highlights (3 Months) | Metric | 3 Months Ended June 30, 2023 | 3 Months Ended June 30, 2022 | Change (%) | | :----------------------------- | :----------------------------- | :----------------------------- | :--------- | | Net Income Available to Common Shareholders | $77.0 million | $67.4 million | 14.26% | | Diluted EPS | $0.46 | $0.42 | 9.52% | | Net Interest Income | $212.9 million | $178.8 million | 19.0% | | Net Interest Margin (NIM) | 3.40% | 3.04% | 36 bps | Financial Highlights (6 Months) | Metric | 6 Months Ended June 30, 2023 | 6 Months Ended June 30, 2022 | Change (%) | | :----------------------------- | :----------------------------- | :----------------------------- | :--------- | | Net Income Available to Common Shareholders | $142.8 million | $129.2 million | 10.56% | | Diluted EPS | $0.85 | $0.80 | 6.25% | | Net Interest Income | $428.4 million | $340.1 million | 26.0% | | Net Interest Margin (NIM) | 3.46% | 2.91% | 55 bps | - **Average net loans increased by 12.0%** for the three months and **11.6%** for the six months ended June 30, 2023, primarily driven by residential mortgage, commercial and industrial, and commercial mortgage loans[160](index=160&type=chunk) - **Average deposits decreased by 1.5%** for the three months and **2.8%** for the six months, mainly due to a decrease in noninterest-bearing demand deposits, partially offset by increases in brokered and time deposits[160](index=160&type=chunk) - **Average borrowings and other interest-bearing liabilities increased by $1.8 billion** (3 months) and **$1.9 billion** (6 months), primarily due to FHLB advances and Federal funds purchased[160](index=160&type=chunk)[161](index=161&type=chunk) - **Non-performing assets decreased by 14.7%** to **0.55%** of total assets at June 30, 2023. **Net charge-offs to average loans were 0.04%** for the three months and **0.15%** for the six months ended June 30, 2023[162](index=162&type=chunk) - **Non-interest expense, excluding merger-related expenses, increased by 13.0%** (3 months) and **11.3%** (6 months), driven by higher salaries and employee benefits, other outside services, data processing, and FDIC insurance expenses, partly due to the Prudential Bancorp acquisition[162](index=162&type=chunk) [Critical Accounting Policies](index=51&type=section&id=Critical%20Accounting%20Policies) This section highlights accounting policies that require significant management judgment and estimates - **Critical accounting policies require management's most difficult judgments and estimates due to inherent uncertainties**[162](index=162&type=chunk) - These policies are detailed in the **Corporation's Annual Report on Form 10-K for the year ended December 31, 2022**[163](index=163&type=chunk) [Supplemental Reporting of Non-GAAP Based Financial Measures](index=52&type=section&id=Supplemental%20Reporting%20of%20Non-GAAP%20Based%20Financial%20Measures) This section presents non-GAAP financial measures to provide additional insights into the Corporation's performance - **Non-GAAP financial measures are provided to offer useful and comparative information for assessing trends and evaluating performance, consistent with industry practices**[164](index=164&type=chunk) Non-GAAP Financial Measures | Metric | 3 Months Ended June 30, 2023 | 3 Months Ended June 30,

Financial Data and Key Metrics Changes - Operating earnings per diluted share for Q2 2023 were $0.47, an increase from $0.39 in Q1 2023 [65] - Pre-provision net revenue (PPNR) for Q2 was approximately $106 million, a 19% year-over-year increase [39] - Total deposits declined by $110 million during the quarter, with a loan-to-deposit ratio increasing to 99% [66][39] Business Line Data and Key Metrics Changes - Fee income increased by $8.9 million, with commercial banking achieving record results driven by strong capital markets and merchant processing income [7] - Wealth Management revenues rose to $18.7 million from $18.1 million in Q1, with assets under management reaching $14.3 billion [15] - Consumer lending grew by $256 million or 15% during the quarter, primarily due to mortgage lending [12] Market Data and Key Metrics Changes - The overall concentration in commercial real estate remains at approximately 180% of total capital, which is below the proxy peer average [9] - Non-interest-bearing deposits are expected to decrease to around 23% of total deposits by year-end, down from 28% [13] Company Strategy and Development Direction - The company remains focused on growing core deposits, managing deposit mix effectively, and improving operating efficiency [8] - The capital strategy prioritizes organic growth, with potential for M&A or buybacks as capital is generated [21] - The company is committed to managing expenses appropriately while ensuring revenue growth [174] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the company's positioning for continued success despite potential economic headwinds [8] - Credit metrics remain stable, with net charge-offs at $2 million or 4 basis points annualized [42] - The company anticipates a moderation in loan growth in the second half of 2023 due to rising rates affecting demand [12][144] Other Important Information - The tangible common equity ratio was 7% at quarter-end, consistent with the previous quarter [16] - The company raised its quarterly common dividend by 7% to $0.16 per share [61] - Committed liquidity increased to over $8.2 billion as of June 30 [26] Q&A Session Summary Question: What is the expectation for non-interest-bearing deposits by year-end? - Management expects non-interest-bearing deposits to decrease to around 23% of total deposits, with a potential slowdown in the mix shift observed [18][74] Question: Can you clarify the loan growth guidance? - Loan growth is expected to moderate from the previous guidance of 4% to 6%, reflecting strong growth in the first half of the year [144] Question: What are the expectations for expenses in the coming quarters? - Management anticipates a decline in expenses in the third and fourth quarters due to non-recurring items in Q2 [109] Question: How is the company positioned for M&A opportunities? - The company is actively looking for M&A opportunities, although current market conditions present challenges [134][205] Question: What is the outlook for net interest income? - The guidance for net interest income is set between $830 million to $840 million for 2023, assuming a 25 basis point Fed funds increase [49]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023, or (717) 291-2411 (Registrant's telephone number, including area code) Pennsylvania 23-2195389 (State or other jurisdiction of incorporation or organization) One Penn Square P. O. Box 4887 Lancaster, Pennsylvania 17604 (Address of principal executive offices) (Zip Code) ☐ TRANSITI ...

Fulton Financial Corporation (NASDAQ:FULT) Q1 2023 Earnings Conference Call April 19, 2023 10:00 AM ET Company Representatives Curt Myers - Chairman, Chief Executive Officer Mark McCollom - Chief Financial Officer Matt Jozwiak - Director of Investor Relations Conference Call Participants Daniel Tamayo - Raymond James Chris McGratty - KBW Feddie Strickland - Janney Montgomery Scott Matthew Breese - Stephens Inc. Frank Schiraldi - Piper Sandler Manuel Navas - D.A. Davidson & Co. David Bishop - Hovde Group Ope ...

FORWARD-LOOKING STATEMENTS A discussion of certain risks and uncertainties affecting the Corporation, and some of the factors that could cause the Corporation's actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2022 and other current and periodi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ☒ 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 EXCHANGE ACT OF 1934 Commission File Number: 001-39680 _______________________________________________________ FULTON FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Pennsylvania 23-2195389 (State or other ju ...

Financial Data and Key Metrics Changes - Net interest income increased to $226 million, a $10 million increase linked quarter, with loan yields expanding 59 basis points to 4.8% from 4.21% last quarter [1] - Net interest margin for the third quarter improved to 3.69% from 3.54% last quarter, primarily due to higher loan betas compared to deposit betas [8] - Operating earnings per diluted share remained consistent at $0.48, with operating net income available to common shareholders at $81.2 million [74] Business Line Data and Key Metrics Changes - Total loan growth was strong at $584 million or 12% annualized, with commercial lending contributing $349 million of this growth [7][49] - Non-interest expenses, excluding merger-related charges, were approximately $167 million, up $4 million linked quarter [9] - Commercial banking fees declined by $2.2 million to $18.6 million, while consumer banking fees decreased by $1.2 million to $12.1 million [67] Market Data and Key Metrics Changes - Total deposits, excluding customer repo accounts, declined by $727 million during the quarter, with one-third of this decline attributed to anticipated outflows in the municipal deposit portfolio [66] - The provision for credit losses increased to $14.5 million from $11 million last quarter, driven by loan growth and changes in the macroeconomic outlook [5] - Non-performing assets (NPAs) declined by $21 million, improving the NPA to assets ratio from 76 basis points to 66 basis points [80] Company Strategy and Development Direction - The company plans to open four new financial center locations in 2023 while consolidating five existing centers, focusing on how customers connect with the company [6] - The company aims for balanced growth between loans and deposits, returning to more normal trends after a year of excess liquidity [85] - The M&A strategy remains focused on opportunities in the $1 billion to $3 billion range, with a consistent approach to integration as demonstrated with the Prudential Bancorp acquisition [110] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving a cumulative through-the-cycle total deposit beta of approximately 30% [8] - The outlook for 2023 includes expectations of net interest income in the range of $895 million to $915 million and non-interest income between $220 million and $235 million [82] - Management noted that while credit trends are stable, they are closely monitoring the commercial real estate portfolio, particularly the office segment [130] Other Important Information - The company declared a special dividend of $0.06, supplementing the quarterly common dividend of $0.65 per share for the year [47] - The tangible common equity ratio improved to 6.9% from 6.7% last quarter, with a new $100 million share repurchase authorization approved [98] Q&A Session Summary Question: What are the expectations for loan growth and deposit flows in 2023? - Management expects loan growth to be in the long-term average range of 4% to 6% and deposit growth to be lower than historical averages due to industry-wide challenges [71] Question: Can you provide more details on the office portfolio and credit concerns? - Management confirmed that the office portfolio is being closely monitored, with a focus on understanding current values and trends [130] Question: What is the outlook for non-interest income given the headwinds in mortgage banking? - Management anticipates stable non-interest income, with diversification across different fee income business lines expected to help offset headwinds [91]

PART I. FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20%28Unaudited%29) This section presents Fulton Financial Corporation's unaudited consolidated financial statements as of September 30, 2022, and for the periods then ended, along with detailed notes on accounting policies and key financial items [Consolidated Balance Sheets](index=6&type=section&id=(a)%20Consolidated%20Balance%20Sheets) As of September 30, 2022, total assets were $26.15 billion, a slight increase from $25.80 billion at year-end 2021, driven by a $1.35 billion increase in net loans, funded by a $1.11 billion decrease in cash and cash equivalents and a $0.39 billion increase in borrowings, while total shareholders' equity decreased by $241.5 million to $2.47 billion due to a significant increase in accumulated other comprehensive loss Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $528,715 | $1,638,614 | | Net loans | $19,428,361 | $18,076,349 | | Investment securities (AFS & HTM) | $3,936,694 | $4,167,774 | | Goodwill and net intangible assets | $561,495 | $538,053 | | **Total Assets** | **$26,146,042** | **$25,796,398** | | **Liabilities & Equity** | | | | Total Deposits | $21,376,554 | $21,573,499 | | Total borrowings | $1,424,681 | $1,038,109 | | **Total Liabilities** | **$23,674,883** | **$23,083,718** | | Accumulated other comprehensive (loss) income | ($442,947) | $27,411 | | **Total Shareholders' Equity** | **$2,471,159** | **$2,712,680** | [Consolidated Statements of Income](index=7&type=section&id=(b)%20Consolidated%20Statements%20of%20Income) For the third quarter of 2022, net income was $70.9 million, or $0.40 per diluted share, compared to $75.6 million, or $0.45 per diluted share, in Q3 2021, driven by an $19.0 million provision for credit losses and higher non-interest expenses, which offset a 25.9% increase in net interest income, while for the nine months ended September 30, 2022, net income was $205.1 million, down from $213.6 million in the prior-year period Key Income Statement Data (in thousands, except per-share data) | Metric | Q3 2022 (in thousands) | Q3 2021 (in thousands) | Nine Months 2022 (in thousands) | Nine Months 2021 (in thousands) | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $215,582 | $171,270 | $555,723 | $498,118 | | Provision for credit losses | $18,958 | ($600) | $13,508 | ($9,600) | | Total Non-Interest Income | $59,162 | $62,577 | $172,809 | $209,864 | | Total Non-Interest Expense | $169,558 | $144,596 | $465,266 | $463,811 | | Net Income | $70,871 | $75,583 | $205,148 | $213,611 | | Net Income Available to Common Shareholders | $68,309 | $73,021 | $197,462 | $205,896 | | Diluted EPS | $0.40 | $0.45 | $1.20 | $1.26 | [Consolidated Statements of Comprehensive Income](index=8&type=section&id=(c)%20Consolidated%20Statements%20of%20Comprehensive%20Income) The company reported a total comprehensive loss of $67.9 million for Q3 2022, a significant shift from a comprehensive income of $54.0 million in Q3 2021, primarily due to a $138.7 million other comprehensive loss driven by unrealized losses on available-for-sale (AFS) investment securities and interest rate swaps, reflecting the impact of rising interest rates Comprehensive Income (Loss) (in thousands) | Component | Q3 2022 (in thousands) | Q3 2021 (in thousands) | Nine Months 2022 (in thousands) | Nine Months 2021 (in thousands) | | :--- | :--- | :--- | :--- | :--- | | Net Income | $70,871 | $75,583 | $205,148 | $213,611 | | Other Comprehensive (Loss)/Income | ($138,737) | ($21,586) | ($470,358) | ($39,476) | | **Total Comprehensive (Loss) Income** | **($67,866)** | **$53,997** | **($265,210)** | **$174,135** | [Consolidated Statements of Shareholders' Equity](index=9&type=section&id=(d)%20Consolidated%20Statements%20of%20Shareholders%27%20Equity) Total shareholders' equity decreased from $2.71 billion at the end of 2021 to $2.47 billion as of September 30, 2022, primarily caused by a $470.4 million other comprehensive loss, which more than offset the $205.1 million in net income for the period, while the acquisition of Prudential Bancorp contributed to an increase in common stock and paid-in capital through the issuance of shares - Accumulated Other Comprehensive Income (AOCI) shifted from a positive **$27.4 million** at Dec 31, 2021, to a loss of **$442.9 million** at Sep 30, 2022, a swing of nearly **$470.4 million**, driving the overall decrease in equity[13](index=13&type=chunk) - The acquisition of Prudential Bancorp involved the reissuance of **6.2 million** treasury stock shares valued at **$89.7 million**[13](index=13&type=chunk) [Consolidated Statements of Cash Flows](index=10&type=section&id=(e)%20Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2022, the company experienced a net decrease in cash and cash equivalents of $1.11 billion, driven by net cash used in investing activities of $928.4 million (primarily for net loan growth) and net cash used in financing activities of $700.7 million (primarily from a net decrease in deposits), partially offset by $519.2 million in net cash provided by operating activities Cash Flow Summary - Nine Months Ended Sep 30 (in thousands) | Activity | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $519,219 | $322,172 | | Net cash (used in) provided by investing activities | ($928,394) | $25,737 | | Net cash (used in) provided by financing activities | ($700,724) | $275,268 | | **Net (decrease) increase in Cash and Cash Equivalents** | **($1,109,899)** | **$623,177** | [Notes to Consolidated Financial Statements](index=11&type=section&id=(f)%20Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed explanations supporting the financial statements, including accounting policies, the Prudential Bancorp acquisition, investment securities, loan portfolio, derivatives, and commitments [Note 2: Business Combinations](index=12&type=section&id=NOTE%202%3A%20Business%20Combinations) On July 1, 2022, the Corporation completed its acquisition of Prudential Bancorp for a total consideration of $119.1 million, consisting of cash and stock, resulting in $16.3 million of goodwill and adding approximately $933.6 million in assets and $830.8 million in liabilities, with merger-related expenses of $8.4 million recognized for the nine months ended September 30, 2022 - The acquisition of Prudential Bancorp was completed on July 1, 2022, to enhance presence in the Philadelphia region[25](index=25&type=chunk) Acquisition Summary (in thousands) | Item | Value (in thousands) | | :--- | :--- | | Total Consideration Transferred | $119,056 | | Fair Value of Net Assets Acquired | $102,800 | | **Goodwill Recognized** | **$16,256** | | Total Assets Acquired | $933,563 | | Total Liabilities Assumed | $830,763 | - Total merger-related expenses for the nine months ended Sep 30, 2022, were **$8.4 million**, including a **$2.0 million** charitable donation[41](index=41&type=chunk) [Note 4: Investment Securities](index=18&type=section&id=NOTE%204%3A%20Investment%20Securities) As of September 30, 2022, the total investment securities portfolio was $3.94 billion, down from $4.17 billion at year-end 2021, with the portfolio including $2.60 billion in Available-for-Sale (AFS) securities and $1.34 billion in Held-to-Maturity (HTM) securities, and its fair value was significantly impacted by rising interest rates, resulting in gross unrealized losses of $411.0 million in the AFS portfolio and $197.6 million in the HTM portfolio, while during Q2 2022, securities with a fair value of $415.2 million were transferred from AFS to HTM Investment Securities Summary (in thousands) | Category | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | Available for Sale (AFS) | $2,597,384 | $3,187,390 | | Held to Maturity (HTM) (Fair Value) | $1,141,710 | $965,867 | | **Total (Carrying Amount)** | **$3,936,694** | **$4,167,774** | - On May 1, 2022, the Corporation transferred securities with an amortized cost of **$479.0 million** and a fair value of **$415.2 million** from AFS to HTM classification[49](index=49&type=chunk) - As of Sep 30, 2022, the AFS portfolio had gross unrealized losses of **$411.0 million**, compared to **$16.3 million** at Dec 31, 2021, primarily due to rising interest rates[54](index=54&type=chunk) [Note 5: Loans and Allowance for Credit Losses (ACL)](index=21&type=section&id=NOTE%205%20-%20Loans%20and%20Allowance%20for%20Credit%20Losses) Net loans increased to $19.7 billion at September 30, 2022, from $18.3 billion at year-end 2021, partly due to the Prudential acquisition, with the total ACL standing at $282.5 million, and the provision for credit losses for the nine months was $13.5 million, which included an $8.0 million CECL Day 1 provision for acquired loans, while non-performing assets rose to $198.6 million (0.76% of total assets) from $153.9 million (0.60% of total assets) at year-end 2021 Loan Portfolio Composition (in thousands) | Loan Type | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | Real estate - commercial mortgage | $7,554,509 | $7,279,080 | | Commercial and industrial | $4,243,392 | $4,208,327 | | Real estate - residential mortgage | $4,574,228 | $3,846,750 | | **Net loans** | **$19,695,199** | **$18,325,350** | Allowance for Credit Losses (ACL) Activity - Nine Months 2022 (in thousands) | Description | Amount (in thousands) | | :--- | :--- | | Balance at Dec 31, 2021 | $263,534 | | CECL Day 1 Provision expense | $7,954 | | Net loans recovered | $4,351 | | Provision for credit losses | $5,554 | | **Balance at Sep 30, 2022** | **$282,528** | Non-Performing Assets (in thousands) | Category | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | Non-accrual loans | $178,204 | $143,666 | | Loans 90+ days past due & accruing | $14,559 | $8,453 | | OREO | $5,877 | $1,817 | | **Total non-performing assets** | **$198,640** | **$153,936** | [Note 7: Derivative Financial Instruments](index=32&type=section&id=NOTE%207%20%E2%80%93%20Derivative%20Financial%20Instruments) The Corporation uses derivatives, including interest rate swaps and foreign exchange contracts, to manage interest rate and foreign currency risks, with notional amounts of interest rate swaps with customers totaling $3.98 billion and a net liability fair value, and $1.0 billion in notional interest rate swaps designated as cash flow hedges to manage volatility in net interest income, which had a negative fair value of $10.5 million as of September 30, 2022 - The Corporation uses derivatives for mortgage banking, customer interest rate risk management, and as cash flow hedges for its own interest rate risk management. None are for speculative purposes[86](index=86&type=chunk)[87](index=87&type=chunk)[91](index=91&type=chunk) Notional Amounts of Key Derivatives (Sep 30, 2022) | Derivative Type | Notional Amount | | :--- | :--- | | Interest Rate Swaps with Customers | $3,980,850,000 | | Interest Rate Swaps used in Cash Flow Hedges | $1,000,000,000 | | Interest Rate Locks with Customers | $105,773,000 | [Note 13: Commitments and Contingencies](index=47&type=section&id=NOTE%2013%20%E2%80%93%20Commitments%20and%20Contingencies) As of September 30, 2022, the Corporation had off-balance sheet commitments totaling $8.87 billion, primarily consisting of $8.55 billion in commitments to extend credit, with a reserve for losses on these unfunded commitments of $11.0 million, and a legal proceeding, Kress v. Fulton Bank, N.A., regarding employee wage claims was settled and dismissed in November 2022 with a non-material financial impact Off-Balance-Sheet Commitments (in thousands) | Commitment Type | Sep 30, 2022 (in thousands) | Dec 31, 2021 (in thousands) | | :--- | :--- | :--- | | Commitments to extend credit | $8,552,736 | $8,731,168 | | Standby letters of credit | $267,247 | $298,275 | | Commercial letters of credit | $51,852 | $54,196 | - The Kress v. Fulton Bank, N.A. lawsuit was granted final approval for settlement on November 2, 2022, and dismissed with prejudice. The financial terms are not material to the Corporation[149](index=149&type=chunk) [Management's Discussion and Analysis (MD&A)](index=51&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance and condition, highlighting the impact of rising interest rates and the Prudential Bancorp acquisition on net interest income, non-interest income, and asset quality - On July 1, 2022, the Corporation completed the acquisition of Prudential Bancorp, which contributed to balance sheet growth and incurred **$8.4 million** in merger-related expenses for the first nine months of 2022[164](index=164&type=chunk)[165](index=165&type=chunk) - The Federal Open Market Committee (FOMC) increased the Fed Funds Rate target range six times by November 2, 2022, to **3.75% - 4.00%**, significantly impacting interest income and the valuation of financial instruments[163](index=163&type=chunk) [Results of Operations](index=58&type=section&id=Results%20of%20Operations) For Q3 2022, net interest income grew 25.9% year-over-year to $219.6 million (FTE), with the net interest margin expanding 72 basis points to 3.54%, offset by a $19.0 million provision for credit losses and a 61% drop in mortgage banking income, while for the nine-month period, net interest income rose 11.7% to $566.4 million (FTE), and non-interest income (ex-gains) fell 2.0% due to the slowdown in mortgage banking Q3 2022 vs Q3 2021 Performance | Metric | Q3 2022 | Q3 2021 | Change | | :--- | :--- | :--- | :--- | | FTE Net Interest Income | $219.6M | $174.4M | +$45.2M | | Net Interest Margin (FTE) | 3.54% | 2.82% | +72 bps | | Provision for Credit Losses | $19.0M | ($0.6M) | +$19.6M | | Non-Interest Income (ex-gains) | $59.2M | $62.6M | -$3.4M | Nine Months 2022 vs Nine Months 2021 Performance | Metric | Nine Months 2022 | Nine Months 2021 | Change | | :--- | :--- | :--- | :--- | | FTE Net Interest Income | $566.4M | $507.2M | +$59.2M | | Net Interest Margin (FTE) | 3.13% | 2.78% | +35 bps | | Provision for Credit Losses | $13.5M | ($9.6M) | +$23.1M | | Non-Interest Income (ex-gains) | $172.8M | $176.4M | -$3.5M | [Financial Condition](index=70&type=section&id=FINANCIAL%20CONDITION) As of September 30, 2022, total assets grew to $26.1 billion, up 1.4% from year-end 2021, with net loans increasing by 7.5% to $19.7 billion, driven by organic growth and the Prudential acquisition, while deposits decreased by 0.9% to $21.4 billion, and shareholders' equity fell 8.9% to $2.5 billion, primarily due to a $470.4 million increase in accumulated other comprehensive loss from unrealized losses on securities and derivatives - Net loans increased by **$1.4 billion** (**7.5%**) in the first nine months of 2022, driven by growth in residential mortgage, commercial mortgage, consumer loans, and **$554.3 million** in loans acquired from the Merger[221](index=221&type=chunk) - Total deposits decreased by **$196.9 million** (**0.9%**), with declines in time and interest-bearing demand deposits partially offset by growth in savings and money market accounts[232](index=232&type=chunk) - Shareholders' equity decreased by **$241.5 million**, mainly due to a **$470.4 million** negative swing in AOCI from unrealized losses on investment securities and derivatives, which offset retained earnings growth[216](index=216&type=chunk)[235](index=235&type=chunk) [Asset Quality](index=73&type=section&id=Asset%20Quality) Asset quality metrics showed some deterioration in the first nine months of 2022, with non-performing loans increasing by $40.6 million to $192.8 million, representing 0.98% of total loans, up from 0.83% at year-end 2021, while total criticized and classified loans decreased by $297.0 million to $781.2 million, and the allowance for credit losses (ACL) to non-performing loans ratio decreased to 138% from 164% Asset Quality Indicators | Metric | Sep 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Non-performing loans (NPLs) | $192,763,000 | $152,119,000 | | NPLs to Total Loans | 0.98% | 0.83% | | Total Criticized & Classified Loans | $781,151,000 | $1,078,128,000 | | ACL - loans to NPLs | 138% | 164% | [Regulatory Capital](index=77&type=section&id=Regulatory%20Capital) As of September 30, 2022, the Corporation and its subsidiary banks remained well-capitalized, with all regulatory capital ratios exceeding the minimum requirements, including the capital conservation buffer, with the Common Equity Tier 1 (CET1) ratio at 10.0% and the Total Risk-Based Capital ratio at 13.6% Capital Ratios vs. Regulatory Minimums (with buffer) | Ratio | Sep 30, 2022 | Required for Well-Capitalized | | :--- | :--- | :--- | | Common Equity Tier 1 (CET1) | 10.0% | 7.0% | | Tier I Risk-Based Capital | 10.9% | 8.5% | | Total Risk-Based Capital | 13.6% | 10.5% | | Tier I Leverage Capital | 9.2% | 4.0% | - Both Fulton Bank and Prudential Bank met the well-capitalized requirements under the regulatory framework for prompt corrective action as of September 30, 2022[240](index=240&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=78&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The Corporation manages market risk, primarily interest rate risk, through its Asset/Liability Management Committee (ALCO), using net interest income (NII) simulation and economic value of equity models, and as of September 30, 2022, an instantaneous +100 basis point rate shock was projected to increase NII by 3.7% over 12 months, while a -100 basis point shock would decrease it by 6.5%, with the company maintaining ample liquidity with $5.7 billion in FHLB borrowing capacity and $1.2 billion in FRB discount window capacity Net Interest Income Sensitivity (as of Sep 30, 2022) | Rate Shock Scenario | % Change in Net Interest Income | | :--- | :--- | | +200 bp | +7.3% | | +100 bp | +3.7% | | -100 bp | -6.5% | | -200 bp | -15.6% | - The Corporation has significant secondary liquidity sources, including approximately **$5.7 billion** in borrowing capacity with the FHLB and **$1.2 billion** at the FRB discount window as of September 30, 2022[254](index=254&type=chunk)[255](index=255&type=chunk) [Controls and Procedures](index=81&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of September 30, 2022, and following the acquisition of Prudential Bancorp on July 1, 2022, the Corporation has extended its oversight and monitoring processes to the acquired operations, with no other material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that the Corporation's disclosure controls and procedures were effective as of the end of the reporting period[262](index=262&type=chunk) - Internal control oversight has been extended to include the newly acquired Prudential Bancorp operations, but no other material changes to internal controls were reported for the quarter[263](index=263&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=81&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings in the ordinary course of business, and a specific case, Kress v. Fulton Bank, N.A., was settled and dismissed with prejudice on November 2, 2022, with the financial impact of the settlement not material to the Corporation - The lawsuit Kress v. Fulton Bank, N.A. was resolved via a settlement agreement, which received final court approval on November 2, 2022. The financial terms are not material[149](index=149&type=chunk)[264](index=264&type=chunk) [Risk Factors](index=81&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2021, and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 - No material changes to risk factors were reported since the Q1 2022 Form 10-Q filing[265](index=265&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=82&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Corporation has a board-approved share repurchase program for up to $75 million of its common stock, effective through December 31, 2022, and no shares were repurchased under this program during the three months ended September 30, 2022 - During the three months ended September 30, 2022, no shares were repurchased under the existing **$75 million** share repurchase program[267](index=267&type=chunk) [Exhibits](index=83&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents, certifications by the CEO and CFO as required by the Sarbanes-Oxley Act, and interactive data files (XBRL)

Call Start: 10:00 January 1, 0000 10:35 AM ET Fulton Financial Corporation (NASDAQ:FULT) Q3 2022 Earnings Conference Call October 19, 2022 10:00 ET Company Participants Matt Jozwiak - Director of Investor Relations Phil Wenger - Chairman & Chief Executive Officer Curt Myers - President & Chief Operating Officer Mark McCollom - Senior Executive Vice President & Chief Financial Officer Conference Call Participants Frank Schiraldi - Piper Sandler Daniel Tamayo - Raymond James Chris McGratty - KBW David Bishop ...