UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Commission File No. 001-34582 NORTHWEST BANCSHARES, INC. (Exact name of registrant as specified in its charter) Maryland 27-0950358 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) For the Fiscal Year Ended December 31, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the S ...

Core Viewpoint - Northwest Bancshares, Inc. (NWBI) is showing potential for investment due to a recent technical indicator known as a "golden cross," which suggests a bullish trend may be developing [1][2]. Technical Analysis - NWBI's 50-day simple moving average has crossed above its 200-day simple moving average, indicating a bullish breakout signal [1][2]. - A golden cross is characterized by a short-term moving average surpassing a long-term moving average, typically involving the 50-day and 200-day averages, which are considered to form stronger breakouts [2]. Stock Performance - Over the past four weeks, NWBI shares have increased by 8.4%, indicating positive momentum [4]. - The company currently holds a 3 (Hold) rating on the Zacks Rank, suggesting it may be positioned for further gains [4]. Earnings Outlook - There have been no cuts to earnings estimates for the current quarter, with one revision higher in the past 60 days, indicating a positive earnings outlook [4]. - The Zacks Consensus Estimate for NWBI has also seen an increase, reinforcing the bullish sentiment [4][6].

Core Insights - The article discusses the Q4 earnings season for regional banks, specifically focusing on Northwest Bancshares, Inc. (NWBI), which has seen stock growth alongside the sector due to its acquisition plans [2]. Group 1: Company Overview - Northwest Bancshares, Inc. is highlighted for its stock rally in conjunction with the regional banking sector [2]. - The company is preparing for an acquisition of The Pioneer, which is expected to contribute to its growth by summer 2025 [2]. Group 2: Investment Strategy - BAD BEAT Investing, associated with Quad 7 Capital, emphasizes a blend of short- and medium-term investments, focusing on income generation and momentum trades [2]. - The investment group has a history of providing high-quality research and clear entry and exit targets, aiming to educate investors on market dynamics [2]. Group 3: Analyst Team and Performance - Quad 7 Capital consists of a team of seven analysts with diverse expertise, known for their strategic market calls, including a notable recommendation to sell in February 2020 [2]. - The team has maintained an average position of 95% long and 5% short since May 2020, indicating a bullish outlook on the market [2].

Group 1 - The article does not provide any relevant content regarding the company or industry [1]

Financial Data and Key Metrics Changes - The company reported record revenue of $655 million for the full year 2025, with GAAP EPS for Q4 at $0.31 and adjusted EPS at $0.33, reflecting a quarter-over-quarter improvement from $0.29 [4][12] - Net interest income grew by $6.2 million or 4.6% quarter-over-quarter, with net interest margin improving to 3.69% [12][17] - Non-interest income increased by $5.5 million or 17% quarter-over-quarter, contributing to a total revenue increase of $11.8 million or 7% [12][18] Business Line Data and Key Metrics Changes - Average loans grew by $414 million quarter-over-quarter, with end-of-period loans increasing by $66 million, totaling $13 billion [13][14] - Commercial loans increased by $162 million or 7.1% quarter-over-quarter and $509 million or 26% year-over-year [14] - The company introduced a new franchise finance vertical and significantly grew its SBA lending activity, ranking among the top 50 originators in the U.S. [8] Market Data and Key Metrics Changes - Average total deposits grew by $475 million quarter-over-quarter, with customer non-brokered average deposits increasing by $507 million [15][16] - The company has a diversified deposit book with an average balance of $19,000 across over 723,000 accounts [16] - The cost of deposits decreased by 2 basis points to 1.53%, benefiting from proactive management and late-year rate cuts [16] Company Strategy and Development Direction - The company aims for continued growth in 2026, focusing on optimizing operations, expanding its financial center network, and enhancing consumer and commercial lines of business [9][22] - The successful integration of the Penns Woods acquisition has positioned the company among the top 100 banks in the U.S. by assets [5][9] - The company is committed to returning more than half of its profits to shareholders through dividends, maintaining a strong focus on organic growth [9][22] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the trajectory for 2026, providing guidance for revenues between $710 million and $730 million and net interest margin in the low 3.70s [22] - The company anticipates loan growth in the low-to-mid single digits and deposit growth in the low single digits for 2026 [22] - Management noted a focus on reducing classified assets and maintaining strong credit quality metrics [20][21] Other Important Information - The company has been recognized by Newsweek as one of America's best regional banks for three consecutive years [7] - The adjusted efficiency ratio improved to 59.5% in Q4, reflecting ongoing expense management discipline [19] Q&A Session Summary Question: Can you comment on the trend line with expenses? - Management indicated that expenses typically see increases in Q1 due to seasonal factors, but overall guidance suggests a lower level than Q4 [27][28] Question: Is there a non-recurring element in Q4 performance? - Management confirmed that there was a lift in Q4 due to year-end adjustments in incentive plans [29] Question: What is the impact of purchase accounting on NIM? - Management clarified that the guidance includes normal purchase accounting accretion and that they expect to maintain NIM even with potential rate cuts [30][31] Question: Can you provide details on the SBA business growth expectations? - Management highlighted the flexibility in balancing fee income and retaining loans on the balance sheet, with a focus on quality business and customer retention [44][46] Question: What is the appetite for future M&A? - Management stated that while they are open to conversations, the focus remains on executing the current acquisition and driving organic growth [83][84]

Financial Data and Key Metrics Changes - The company reported record revenue of $655 million for the full year 2025, with GAAP EPS for Q4 at $0.31 per share and adjusted EPS at $0.33 per share, reflecting an improvement from $0.29 per share in the prior quarter [4][12] - Net interest income grew by $6.2 million or 4.6% quarter-over-quarter, with net interest margin improving to 3.69% [12][16] - Non-interest income increased by $5.5 million or 17% quarter-over-quarter, contributing to a total revenue increase of $11.8 million or 7% [12][17] Business Line Data and Key Metrics Changes - Average loans grew by $414 million quarter-over-quarter, with end-of-period loans increasing by $66 million, totaling $13 billion [14] - Average commercial loans increased by $162 million or 7.1% quarter-over-quarter and $509 million or 26% year-over-year [14] - The company introduced a new franchise finance vertical and significantly grew its SBA lending activity, ranking among the top 50 originators in the U.S. [8] Market Data and Key Metrics Changes - Average total deposits grew by $475 million quarter-over-quarter, with customer non-brokered average deposits increasing by $507 million [15] - The company has a diversified deposit book with an average balance of $19,000 across over 723,000 accounts [15] Company Strategy and Development Direction - The company aims for continued growth in 2026, focusing on optimizing operations, expanding its financial center network, and enhancing consumer and commercial lines of business [9][21] - The successful integration of the Penns Woods acquisition has positioned the company among the top 100 banks in the U.S. by assets [5][9] - The company is committed to maintaining a strong core performance while investing in talent, technology, and new financial centers [4][9] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the trajectory for 2026, providing guidance for another record year with expected revenues between $710 million and $730 million [21] - The company anticipates loan growth in the low-to-mid single digits and deposit growth in the low single digits for 2026 [21] - Management noted a focus on reducing classified assets and maintaining credit quality metrics within internal expectations [19][20] Other Important Information - The company returned more than half of its profits to shareholders through a quarterly dividend of $0.20 per share, marking the 125th consecutive quarter of cash dividends [9] - The adjusted efficiency ratio improved to 59.5% in Q4, reflecting ongoing expense management discipline [13][18] Q&A Session Summary Question: Can you comment on the trend line with the expenses? - Management acknowledged typical seasonal increases in Q1 expenses but expects overall expenses to not reach the same level as Q4 [27][28] Question: Is there a non-recurring performance in Q4 figures? - Management confirmed that there was a slight lift in Q4 due to year-end true-ups of incentive plans [29] Question: What is the impact of purchase accounting on NIM? - Management clarified that the guidance includes normal contractual purchase accounting accretion and noted that the NIM guidance is not contingent on future rate cuts [30][31] Question: Can you provide details on the SBA business growth expectations? - Management indicated a balanced approach to retaining SBA loans on the balance sheet while also generating fee income [44][47] Question: What is the appetite for future M&A? - Management stated that while they are open to conversations, the focus remains on executing the 2026 plan and achieving results from the recent acquisition [84][85]

Financial Data and Key Metrics Changes - The company reported record revenue of $655 million for the full year 2025, with GAAP EPS for Q4 at $0.31 and adjusted EPS at $0.33, reflecting a quarter-over-quarter improvement from $0.29 and $0.04 respectively [3][11] - Net interest income grew by $6.2 million or 4.6% quarter-over-quarter, with net interest margin improving to 3.69% [11][15] - Non-interest income increased by $5.5 million or 17% quarter-over-quarter, contributing to a total revenue increase of $11.8 million or 7% [11][12] Business Line Data and Key Metrics Changes - Average loans grew by $414 million quarter-over-quarter, with end-of-period loans increasing by $66 million, totaling $13 billion [12][13] - Commercial loans increased by $162 million or 7.1% quarter-over-quarter and $509 million or 26% year-over-year [13] - The company introduced a new franchise finance vertical and significantly grew its SBA lending activity, ranking among the top 50 originators in the U.S. [6] Market Data and Key Metrics Changes - Average total deposits grew by $475 million quarter-over-quarter, with customer non-brokered average deposits increasing by $507 million [14] - The average balance of customer deposits is $19,000, with over 723,000 accounts and an average tenure of 12 years [14] - The cost of deposits decreased by 2 basis points to 1.53% [14] Company Strategy and Development Direction - The company aims for continued growth in 2026, focusing on optimizing operations, expanding its financial center network, and enhancing consumer and commercial lines of business [7][20] - The successful integration of the Penns Woods acquisition has positioned the company among the top 100 banks in the U.S. by assets [4] - The company is committed to maintaining a strong core performance while investing in talent, technology, and new financial centers [3][5] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the trajectory for 2026, providing guidance for revenues between $710 million and $730 million and net interest margin in the low 3.70s [20] - The company anticipates loan growth in the low-to-mid single digits and deposit growth in the low single digits for 2026 [20] - Management noted a significant reduction in classified assets and a focus on organic growth [7][20] Other Important Information - The company returned more than half of its profits to shareholders through a quarterly dividend of $0.20 per share, marking the 125th consecutive quarter of cash dividends [7] - The adjusted efficiency ratio improved to 59.5% in Q4, reflecting tight expense management [12][17] Q&A Session Summary Question: Can you comment on the trend line with expenses? - Management acknowledged typical seasonal increases in expenses in Q1 but expects overall expenses to be lower than Q4 levels [25][26] Question: Is there a non-recurring performance in Q4 figures? - Management confirmed that there was a lift in Q4 due to year-end true-ups of incentive plans [27] Question: Does the NIM guidance include accretion? - Management confirmed that the NIM guidance includes normal contractual purchase accounting accretion and is not heavily dependent on anticipated rate cuts [28][29] Question: Can you provide details on the SBA business funding? - Management indicated a balanced approach to retaining SBA loans on the balance sheet while also generating fee income [41][45] Question: What is the appetite for M&A following the last deal? - Management stated a focus on executing the 2026 plan and organic growth, with openness to future M&A opportunities that fit culturally and geographically [80][81]

Fourth Quarter 2025 Earnings Conference Call January 27, 2026 Louis J. Torchio T.K. Creal President and Chief Executive Officer Douglas M. Schosser Chief Financial Officer Chad R. Wheeler Treasurer The information contained in this presentation may contain forward-looking statements. When used or incorporated by reference in disclosure documents, the words "believe," "anticipate," "estimate," "expect," "project," "target," "goal" and similar expressions are intended to identify forward-looking statements wi ...

分组1 - Northwest Bancshares reported quarterly earnings of $0.33 per share, exceeding the Zacks Consensus Estimate of $0.31 per share, and up from $0.27 per share a year ago, representing an earnings surprise of +7.84% [1] - The company posted revenues of $179.94 million for the quarter ended December 2025, surpassing the Zacks Consensus Estimate by 3.34%, and compared to year-ago revenues of $154.26 million [2] - Over the last four quarters, Northwest Bancshares has surpassed consensus EPS estimates three times and topped consensus revenue estimates four times [2] 分组2 - The stock has gained approximately 4.1% since the beginning of the year, outperforming the S&P 500's gain of 1% [3] - The current consensus EPS estimate for the coming quarter is $0.30 on revenues of $171.94 million, and for the current fiscal year, it is $1.31 on revenues of $707.91 million [7] - The Financial - Savings and Loan industry, to which Northwest Bancshares belongs, is currently in the top 22% of over 250 Zacks industries, indicating a favorable outlook [8]

Financial Performance - Northwest Bancshares, Inc. reported a net income of $46 million for Q4 2025, or $0.31 per diluted share, representing a 39.4% increase from $33 million, or $0.26 per diluted share in Q4 2024[2]. - Adjusted net income for Q4 2025 was $49 million, or $0.33 per diluted share, up from $41 million, or $0.29 per diluted share in the prior quarter, driven by a $6 million increase in net interest income and a $6 million increase in noninterest income[3]. - The company achieved record total revenue of $180 million in Q4 2025, reflecting a 17% growth compared to the same quarter last year[2]. - Net income for Q4 2025 was $45.713 million, significantly higher than $32.750 million in Q4 2024, marking an increase of 39.5%[28]. - Basic earnings per share for Q4 2025 were $0.31, compared to $0.26 in Q4 2024, showing a 19.2% increase[28]. - The annualized return on average equity for Q4 2025 was 9.70%, up from 8.20% in Q4 2024[28]. - The company reported an adjusted net income of $48.708 million for Q4 2025, compared to $34.802 million in Q4 2024, representing a 39.9% increase[34]. Revenue and Income Sources - Total interest income for Q4 2025 reached $202.825 million, up from $170.722 million in Q4 2024, representing an 18.8% year-over-year increase[28]. - Net interest income after provision for credit losses for Q4 2025 was $134.442 million, compared to $97.632 million in Q4 2024, reflecting a 37.6% increase[28]. - Noninterest income for Q4 2025 totaled $37.8 million, a 17.3% increase from $32.2 million in Q3 2025, driven by higher income from bank-owned life insurance[15]. - Noninterest income for Q4 2025 totaled $37.777 million, an increase from $40.063 million in Q4 2024, indicating a decrease of 5.7% year-over-year[28]. Asset and Loan Growth - Average loans receivable increased to $12.98 billion in Q4 2025, a 15.9% increase from $11.20 billion in Q4 2024, primarily due to the acquisition of Penns Woods Bancorp[6]. - Total loans receivable reached $13.01 billion, a slight increase from $12.94 billion in the previous quarter and a significant increase from $11.18 billion year-over-year[26]. - Total assets increased to $16.77 billion as of December 31, 2025, up from $14.41 billion a year earlier, representing a growth of 16.4%[26]. - Total loans reached $13.007 billion as of December 31, 2025, up from $12.940 billion in the previous quarter, representing a quarterly growth of 0.5%[54]. Credit Quality and Provisions - The total provision for credit losses decreased to $7.7 million in Q4 2025, down 75.2% from $31 million in Q3 2025, indicating improved credit quality[9]. - The allowance for credit losses was $150.21 million, compared to $116.82 million a year ago, indicating a rise in provisions for potential loan defaults[26]. - Provision for credit losses on loans for Q4 2025 was $5.743 million, a significant increase from $15.549 million in Q4 2024[28]. - Nonperforming loans to total loans ratio improved to 0.83% from 1.00% in the previous quarter, indicating a decrease in nonperforming loans[51]. - The allowance for credit losses to total loans ratio was 1.15% as of December 31, 2025, compared to 1.04% a year earlier, showing a slight increase in reserves[51]. Expenses and Efficiency - Total noninterest expense for Q4 2025 was $113.521 million, compared to $95.326 million in Q4 2024, reflecting an increase of 19.1%[28]. - Personnel expenses rose to $65.1 million in Q4 2025, a 22.5% increase from $53.2 million in Q4 2024, largely due to the integration of Penns Woods employees[16]. - The efficiency ratio for Q4 2025 improved to 63.09% from 61.80% in Q4 2024[28]. - The efficiency ratio, excluding loss on sale of investments, was 59.52% for the quarter ended December 31, 2025, showing a slight improvement from 59.62% in the previous quarter[38]. Dividends and Shareholder Equity - The company declared a quarterly cash dividend of $0.20 per share, marking the 125th consecutive quarter of dividend payments, with an annualized yield of approximately 6.7%[4]. - Total shareholders' equity increased to $1,890,424 thousand as of December 31, 2025, up from $1,855,736 thousand in the previous quarter and $1,596,856 thousand year-over-year[35]. - Book value per share increased to $12.94, compared to $12.52 a year earlier, indicating a growth of 3.4%[26]. Market and Operational Metrics - The company reported a total of 161 banking offices, maintaining the same number as the previous quarter and an increase from 141 offices a year ago[26]. - Full-time equivalent employees numbered 2,169, a decrease from 2,190 in the previous quarter but an increase from 1,956 a year ago[26]. - The closing market price per share was $12.00, down from $13.19 a year earlier, reflecting a decline of 9.0%[26]. Future Outlook - The company anticipates continued revenue growth in 2026 as it expands its consumer franchise in Columbus and deepens relationships in existing markets[5].