Listed

First Financial Bancorp: Form 10-Q for the period ended Jun 30, 2026

Filed with the SEC on Aug 6, 2026 and accepted by EDGAR at Aug 6, 2026, 14:47 ET.

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Management's discussion and analysis

As filed, 103,505 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

CONDITION AND RESULTS OF OPERATIONS

(Unaudited)

The following discussion and analysis is presented by management to facilitate the understanding of the financial condition, cash flows, changes in financial condition and results of operations of First Financial Bancorp. Management's discussion and analysis identifies trends and material changes that occurred during the reporting periods presented and should be read in conjunction with the Consolidated Financial Statements and accompanying Notes.

All significant reclassifications of prior period amounts, if applicable, have been made to conform to the current period’s presentation and had no effect on the Company's previously reported net income or financial condition.

EXECUTIVE SUMMARY

First Financial Bancorp. is a $22.4 billion financial holding company headquartered in Cincinnati, Ohio. The Company primarily operates through First Financial Bank, an Ohio-chartered commercial bank with 151 full service banking centers as of June 30, 2026. First Financial provides banking and financial services products to business and retail clients through its six lines of business: Commercial, Retail Banking, Mortgage Banking, Wealth Management, Investment Commercial Real Estate and Commercial Finance. The Commercial Finance business lends to targeted industry verticals and has a national geographic footprint. Wealth Management, operating under the brand of Yellow Cardinal Advisory Group, had $4.6 billion in assets under management as of June 30, 2026, and provides services that include financial planning, investment management, trust administration, estate settlement, business succession planning services, brokerage services and retirement planning.

Additional information about First Financial, including its products, services and banking locations, is available on the

Company's website at www.bankatfirst.com (http://www.bankatfirst.com).

The primary components of First Financial’s operating results for the three and six month periods ended June 30, 2026 are discussed in greater detail in the sections that follow.

MARKET STRATEGY

First Financial develops a competitive advantage by utilizing a local market focus to provide superior service and build long-term relationships with clients while helping them achieve greater financial success. First Financial serves a combination of metropolitan and community markets in Ohio, Indiana, Kentucky and Illinois through its full-service banking centers. First Financial's investment in community markets is an important part of the Bank's core funding base and has historically provided stable, low-cost funding sources.

First Financial also has certain specialty lending platforms that extend nationally beyond the geographic footprint of its banking centers. These specialty finance businesses provide insurance premium financing, equipment lease financing, franchise financing and funding to clients within the financial services industry.

First Financial’s market selection process includes multiple factors, but markets are primarily chosen for their potential for long-term profitability and growth. First Financial intends to concentrate plans for future growth and capital investment within its current markets, and will continue to evaluate additional growth opportunities in metropolitan markets located within, or in close proximity to, the Company's current geographic footprint. Additionally, First Financial may assess strategic acquisitions that provide product line extensions or industry verticals that complement its existing business and diversify its product suite and revenue streams.

First Financial has also established loan production offices in multiple locations outside its primary footprint to broaden its geographic presence, enhance access to prospective borrowers and support growth, thereby strengthening the Company's overall operations.

BUSINESS COMBINATIONS

Finward Bancorp - Pending

In July 2026, subsequent to the end of the second quarter, First Financial entered into an agreement with Finward Bancorp to acquire all of its equity shares in an all-stock transaction. Under the terms of the agreement, each outstanding share of Finward common stock will be converted into the right to receive 1.35 shares of First Financial common stock, valuing the transaction at approximately $207.5 million, based on First Financial's closing stock price on July 20, 2026.

Headquartered in Munster, Indiana, Finward Bancorp is the sole owner of Peoples Bank, which will merge into First Financial Bank upon close of the transaction. As of March 31, 2026, Finward operated 24 banking centers in Northwest Indiana and the Chicagoland area and had, on an unaudited basis, approximately $2.0 billion in assets, which includes $1.5 billion in loans and $1.7 billion in deposits. This pending acquisition expands First Financial’s presence in the Northwest Indiana and Chicago markets with a strong core deposit franchise while supplementing its existing commercial banking and wealth management lines of business.

The closing of the Finward Bancorp transaction is subject to satisfaction of customary conditions, including, among others, receipt of required regulatory approvals; the absence of any governmental order that restrains, prevents or materially alters the transactions contemplated by the agreement; the accuracy of the parties’ representations and warranties contained in the agreement (subject to certain qualifications); and the parties’ material compliance with the covenants and agreements.

No First Financial shareholder approval is required, but the transaction is subject to approval by Finward's shareholders at

a special meeting of shareholders. First Financial expects the acquisition in the fourth quarter of 2026 or the first quarter of 2027.

BankFinancial Corporation

BankFinancial, National Association, a national banking association, and a wholly owned subsidiary of BankFinancial Corporation, merged into First Financial Bank effective January 1, 2026. Under the terms of the agreement, each share of BankFinancial Corporation common stock was converted into 0.48 shares of First Financial common stock, or 5,980,878 total shares, valuing the transaction at $149.7 million based on the closing price of First Financial stock at December 31, 2025.

With the addition of 17 retail banking locations, the acquisition expanded First Financial’s presence in the Chicago market with a strong core deposit franchise while supplementing its existing commercial banking and wealth management lines of business. During the second quarter of 2026, the Company consolidated two of the acquired BankFinancial locations as part of its ongoing integration efforts and evaluation of the combined branch network.

The following table provides the purchase price calculation as of the acquisition date, identifiable assets purchased and

liabilities assumed at their estimated fair value for the BankFinancial acquisition.

(Dollars in thousands)

Purchase consideration BankFinancial
Cash consideration $6
Stock consideration 149,648
Total purchase consideration 149,654
Assets acquired
Cash 12,724
Short term investments 493,646
Investment securities available-for-sale 138,332
Other investments 7,500
Loans, net of ACL 264,120
Loans held for sale 412,967
Premises and equipment 22,065
Core deposit intangible 32,992
Other intangible assets 295
Other assets 28,954
Total assets acquired 1,413,595
Liabilities assumed
Deposits 1,209,437
Subordinated notes 17,936
FHLB advances 10,048
Other liabilities 14,439
Total liabilities assumed 1,251,860
Net identifiable assets 161,735
Gain on bargain purchase $(12,081)

As the fair value of net identifiable assets acquired exceeded the purchase price for BankFinancial, the transaction resulted in the recognition of a gain on bargain purchase of $12.1 million. This gain is recorded within Noninterest income in the Company's Consolidated Statement of Income and arose primarily from transaction-specific market factors, including the relative profitability profile of BankFinancial and the Company’s strategic focus on BankFinancial’s core deposit franchise and Chicago market presence.

Acquired loans held for sale represent certain multi-family loans that First Financial determined were not in alignment with the Company's long-term portfolio strategy, risk profile or concentration objectives. Management received multiple indications of interest on these loans, ultimately consummating the sale in March of 2026. The sales price of the loans sold approximated fair value at acquisition. As these loans were acquired and sold during the first quarter of 2026, they had no impact on the Company's Consolidated Balance Sheet.

Westfield Bancorp

First Financial Bancorp acquired Westfield Bancorp, Inc., an Ohio corporation, effective November 1, 2025. Upon completion of the transaction, Westfield Bank, FSB, a federal savings bank, and a wholly owned subsidiary of Westfield Bancorp, merged into First Financial Bank. Pursuant to the terms of the transaction, First Financial acquired all of the issued and outstanding equity securities of Westfield Bancorp in exchange for a cash payment of $260.0 million and 2,753,094 shares of First Financial common stock, equal to $64.4 million based on the Company's stock price on the date the transaction closed, for a total purchase price of $324.4 million.

The Westfield acquisition supplemented First Financial’s existing commercial banking and wealth management presence in Northeast Ohio by adding all seven of Westfield's retail banking locations and its commercial, insurance agency and private banking services. Additionally, Westfield had one banking center that was under construction at the time of the acquisition, and this banking center opened during the first quarter of 2026.

The following table provides the purchase price calculation as of the acquisition date, identifiable assets purchased and

liabilities assumed at their estimated fair value for the Westfield acquisition.

(Dollars in thousands)

Purchase consideration Westfield
Cash consideration $260,000
Stock consideration 64,450
Total purchase consideration 324,450
Assets acquired
Cash 72,711
Investment securities available-for-sale 301,007
Other investments 25,491
Loans, net of ACL 1,571,298
Premises and equipment 6,026
Core deposit intangible 47,065
Other intangible assets 1,105
Other assets 103,524
Total assets acquired 2,128,227
Liabilities assumed
Deposits 1,790,442
FHLB advances 80,000
Long-term borrowings 1,920
Other liabilities 23,695
Total liabilities assumed 1,896,057
Net identifiable assets 232,170
Goodwill $92,280

NON-GAAP FINANCIAL MEASURES

The Company utilizes certain non-GAAP financial measures, which First Financial believes provides useful insight to the readers of the Consolidated Financial Statements. These non-GAAP measures should be supplemental to primary GAAP measures and should not be read in isolation or relied upon as a substitute for the primary GAAP measures.

For analytical purposes, net interest income is presented in the following table adjusted to a tax equivalent basis assuming a 21% marginal tax rate. Net interest income is disclosed on a tax equivalent basis to consistently reflect income from tax-exempt assets, such as municipal loans and investments, in order to facilitate a comparison between taxable and tax-exempt amounts. Management believes it is standard practice in the banking industry to present net interest margin and net interest income on a fully tax equivalent basis as these measures provide useful information to make peer comparisons.

(Dollars in thousands)

Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Net interest income $190,377 $189,610 $379,987 $307,565
Tax equivalent adjustment 1,161 1,186 2,347 2,459
Net interest income - tax equivalent $191,538 $190,796 $382,334 $310,024
Average earning assets $19,304,416 $19,393,679 $19,348,801 $15,783,527
Net interest margin (1) 3.96% 3.97% 3.96% 3.93%
Net interest margin (FTE) (1) 3.98% 3.99% 3.98% 3.96%

(1) Calculated using annualized net interest income divided by average earning assets.

In addition to capital ratios defined by the U.S. banking agencies, First Financial considers various measures when evaluating capital utilization and adequacy, including the return on average tangible shareholder's equity and the tangible common equity ratio. These calculations are intended to complement the capital ratios defined by the U.S. banking agencies for both absolute and comparative purposes and may be useful for evaluating the performance of a business as the ratios calculate the capital and return available to common shareholders without the impact of intangible assets and their related amortization. As GAAP does not include capital ratio measures, the Company believes there are no comparable GAAP financial measures to these ratios. These ratios are not formally defined by GAAP or codified in the federal banking regulations and, therefore, are considered to be non-GAAP financial measures.

First Financial encourages readers to consider its Consolidated Financial Statements in their entirety and not to rely upon any single financial measure.

The following table reconciles non-GAAP capital ratios to GAAP:

(Dollars in thousands)

Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Net income (a) $76,456 $74,445 $150,901 $121,289
Average total shareholders' equity 2,951,237 2,947,585 2,949,421 2,486,926
Less:
Average goodwill (1,099,742) (1,099,543) (1,099,643) (1,007,656)
Average other intangibles (143,403) (149,631) (146,500) (77,142)
Average tangible equity (b) 1,708,092 1,698,411 1,703,278 1,402,128
Total shareholders' equity 2,987,488 2,940,625 2,987,488 2,558,155
Less:
Goodwill (1,099,936) (1,099,543) (1,099,936) (1,007,656)
Other intangibles (140,705) (145,927) (140,705) (75,458)
Ending tangible equity (c) 1,746,847 1,695,155 1,746,847 1,475,041
Total assets 22,439,679 22,779,815 22,439,679 18,634,255
Less:
Goodwill (1,099,936) (1,099,543) (1,099,936) (1,007,656)
Other intangibles (140,705) (145,927) (140,705) (75,458)
Ending tangible assets (d) 21,199,038 21,534,345 21,199,038 17,551,141

58

(Dollars in thousands)

Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Risk-weighted assets (e) 16,456,311 16,127,377 16,456,311 14,129,683
Total average assets 22,391,439 22,459,721 22,425,392 18,394,161
Less:
Average goodwill (1,099,742) (1,099,543) (1,099,643) (1,007,656)
Average other intangibles (143,403) (149,631) (146,500) (77,142)
Average tangible assets (f) 21,148,294 21,210,547 21,179,249 17,309,363
Ending common shares outstanding (g) 104,956,458 104,932,829 104,956,458 95,760,617
Ratios
Return on average tangible shareholders' equity (a)/(b) 17.95% 17.78% 17.87% 17.44%
Ending tangible shareholders' equity as a percent of:
Ending tangible assets (c)/(d) 8.24% 7.87% 8.24% 8.40%
Risk-weighted assets (c)/(e) 10.62% 10.51% 10.62% 10.44%
Average tangible shareholders' equity to average tangible assets (b)/(f) 8.08% 8.01% 8.04% 8.10%
Tangible book value per share (c)/(g) $16.64 $16.15 $16.64 $15.40

OVERVIEW OF OPERATIONS

Linked quarter comparison: Second quarter 2026 net income was $76.5 million and earnings per diluted common share were $0.73. This compares with first quarter 2026 net income of $74.4 million and earnings per diluted common share of $0.71. Return on average assets was 1.37% for the second quarter of 2026 compared to 1.34% for the first quarter of 2026. Return on average shareholders’ equity was 10.39% for the second quarter of 2026 compared to 10.24% for the first quarter of 2026.

Year-to-date comparison: For the six months ended June 30, 2026, net income was $150.9 million and earnings per diluted common share were $1.44. This compares with net income of $121.3 million and earnings per diluted common share of $1.27 for the first six months of 2025. Return on average assets for the six months ended June 30, 2026 was 1.36% compared to 1.33% for the same period in 2025, and return on average shareholders' equity was 10.32% and 9.83% for the first six months of 2026 and 2025, respectively.

(Dollars in thousands)

Balance Sheet - End of Period June 30, 2026 December 31, 2025
Total assets $22,439,679 $21,129,379
Loans and leases 13,734,914 13,424,070
Investment securities 4,917,535 4,160,041
Deposits 17,583,229 16,421,842
Shareholders' equity 2,987,488 2,769,216

59

(Dollars in thousands, except per share data)

Earnings Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Net interest income $190,377 $189,610 $379,987 $307,565
Net income 76,456 74,445 150,901 121,289
Per Share
Net income per common share-basic $0.74 $0.72 $1.45 $1.28
Net income per common share-diluted 0.73 0.71 1.44 1.27
Cash dividends declared per common share 0.25 0.25 0.50 0.48
Book value per common share (end of period) 28.46 28.02 28.46 26.71
Tangible book value per common share (end of period) (1) 16.64 16.15 16.64 15.40
Market price (end of period) 33.83 27.88 33.83 24.26
Ratios
Return on average assets 1.37% 1.34% 1.36% 1.33%
Return on average shareholders' equity 10.39% 10.24% 10.32% 9.83%
Return on average tangible shareholders' equity (1) 17.95% 17.78% 17.87% 17.44%
Net interest margin 3.96% 3.97% 3.96% 3.93%
Net interest margin (FTE) (1) 3.98% 3.99% 3.98% 3.96%

(1) Non-GAAP financial measure. For details on the calculation of this non-GAAP financial measure, see "Non-GAAP Financial Measures" section.

NET INTEREST INCOME

First Financial’s primary source of income is net interest income, which is the excess of interest received from earning assets, including loan-related fees and purchase accounting accretion, minus interest paid on interest-bearing liabilities. The amount of net interest income is determined by the volume and mix of earning assets, the rates earned on such assets and the volume, mix and rates paid for the deposits and borrowings that fund the earning assets. Earning assets consist of interest-bearing loans and leases to customers as well as marketable investment securities.

(Dollars in thousands)

Interest income Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Loans and leases, including fees $219,164 $224,951 $444,115 $398,623
Investment securities
Taxable 53,904 49,491 103,395 70,644
Tax-exempt 2,472 2,526 4,998 4,437
Total interest on investment securities 56,376 52,017 108,393 75,081
Other earning assets 5,381 5,450 10,831 12,615
Total interest income 280,921 282,418 563,339 486,319
Interest expense
Deposits 79,250 79,735 158,985 154,125
Short-term borrowings 4,997 5,168 10,165 13,938
Long-term borrowings 6,297 7,905 14,202 10,691
Total interest expense 90,544 92,808 183,352 178,754
Net interest income $190,377 $189,610 $379,987 $307,565

Linked quarter comparison: Net interest income for the second quarter of 2026 was $190.4 million, which was an increase of $0.8 million, or 0.4%, from the first quarter of 2026. Net interest margin on a fully tax equivalent basis was 3.98% in the second quarter of 2026 compared to 3.99% for the first quarter of 2026. The net interest margin during the second quarter decreased 1 basis point from the linked quarter as earning asset yields decreased 7 bps, which was mostly offset by a 6 bp decline in cost of funds.

Interest income of $280.9 million decreased $1.5 million, or 0.5%, in the second quarter of 2026 when compared to the first quarter of 2026. This decrease was primarily driven by a lower purchase accounting accretion, coupled with a slight decline in average earning assets, which were $19.3 billion for the second quarter of 2026, a decrease of $89.3 million, or 0.5%, compared to the first quarter of 2026.

Interest expense of $90.5 million decreased $2.3 million, or 2.4%, in the second quarter of 2026 when compared to the first quarter of 2026. The decrease in interest expense was primarily driven by a 4 bp decline in the cost of interest-bearing deposits to 2.29%, coupled with a lower average interest-bearing deposit balances. Additionally, average borrowed funds decreased $120.5 million, or 11.9%, from the linked quarter and the rates on borrowed funds declined 16 bps.

To mitigate interest rate risk on certain variable-rate commercial loan pools, First Financial entered into interest rate collars and floors, which are designated as cash flow hedges. The structure of the interest rate collars is such that First Financial pays the counterparty an incremental amount if the collar index exceeds the cap rate. Conversely, First Financial receives an incremental amount if the index falls below the floor rate. No payments are required if the collar index falls between the cap and floor rates. The structure of First Financial's interest rate floors is such that First Financial receives an incremental amount if the index falls below the floor strike rate. No payments are required if the index remains above the floor strike rate.

The notional value of the Company's cash flow hedges was $1.0 billion as of both June 30, 2026 and December 31, 2025, with the $0.3 million and $1.3 million changes in the fair value recorded in AOCI in the Consolidated Balance Sheets, respectively. As of June 30, 2026 and December 31, 2025, the maximum length of time over which the Company was hedging its exposure to the variability in future cash flows was 30 months and 36 months, respectively.

Year-to-date comparison: Net interest income of $380.0 million for the first six months of 2026 increased $72.4 million, or 23.5%, compared to the same period of 2025. Net interest margin on a fully tax equivalent basis was 3.98% for the six months ended June 30, 2026, which was an increase of 2 bps when compared to the same period in 2025, as a 48 bp decline in the cost of interest-bearing liabilities and higher interest earning asset balances more than offset a 34 bp decrease in earning asset yields and higher interest-bearing liabilities.

Interest income of $563.3 million for the six months ended June 30, 2026 grew $77.0 million, or 15.8%, compared to $486.3 million for the same period of the prior year as the increase in earning asset balances more than offset the decline in yield. Average earning assets of $19.3 billion for the first six months of 2026 increased $3.6 billion, or 22.6%, when compared to the same period of 2025, primarily due to the Westfield Bank and BankFinancial acquisitions. The change in earning assets included a $2.1 billion, or 17.5%, increase in average loan balances and a $1.5 billion, or 43.0%, increase in average investment securities. Average loan yields for the six months of 2026 decreased by 36 bps compared to the same period in the prior year, while the average yield on the investment portfolio increased by 5 bps in the first six months of 2026 primarily due to repositioning a portion of the portfolio in 2025.

Interest expense for the six months ended June 30, 2026 was $183.4 million compared to $178.8 million for the same period in the prior year. This increase was driven by a $2.7 billion, or 24.2%, increase in average interest-bearing deposits primarily due to the Westfield Bank and BankFinancial acquisitions, which was partially offset by a 47 bp decline in the cost on those deposits. Average borrowings decreased $4.1 million, or 0.4%, compared to the six months of 2025, while the cost of borrowed funds declined 4 bps compared to the same period of the prior year.

CONSOLIDATED AVERAGE BALANCE SHEETS AND NET INTEREST INCOME ANALYSIS

(Dollars in thousands)

Quarterly Averages June 30, 2026 Balance Interest Earning assets Investments Yield March 31, 2026 Balance Interest Yield Year-to-Date Averages June 30, 2026 Balance Interest Yield June 30, 2025 Balance Interest Yield
Investment securities $5,079,730 $56,376 4.45% $4,769,261 $52,017 4.42% $4,925,353 $108,393 4.44% $3,445,443 $75,081 4.39%
Interest-bearing deposits with other banks 605,647 5,381 3.56% 596,094 5,450 3.71% 600,897 10,831 3.63% 579,112 12,615 4.39%
Gross loans and leases (1) 13,619,039 219,164 6.45% 14,028,324 224,951 6.50% 13,822,551 444,115 6.48% 11,758,972 398,623 6.84%
Total earning assets 19,304,416 280,921 5.84% 19,393,679 282,418 5.91% 19,348,801 563,339 5.87% 15,783,527 486,319 6.21%
Nonearning assets
Allowance for credit losses (186,331) (200,745) (193,498) (158,188)
Cash and due from banks 182,261 227,115 204,564 169,581
Accrued interest and other assets 3,091,093 3,039,672 3,065,525 2,599,241
Total assets $22,391,439 $22,459,721 $22,425,392 $18,394,161
Interest-bearing liabilities
Deposits
Interest-bearing demand $3,762,177 $14,288 1.52% $3,626,103 $13,281 1.49% $3,694,516 $27,569 1.50% $3,078,691 $29,327 1.92%
Savings 6,434,399 33,405 2.08% 6,406,223 32,480 2.06% 6,420,389 65,885 2.07% 4,962,007 60,297 2.45%
Time 3,678,808 31,557 3.44% 3,868,224 33,974 3.56% 3,772,993 65,531 3.50% 3,140,137 64,501 4.14%
Total interest-bearing deposits 13,875,384 79,250 2.29% 13,900,550 79,735 2.33% 13,887,898 158,985 2.31% 11,180,835 154,125 2.78%
Borrowed funds
Short-term borrowings 512,282 4,997 3.91% 554,362 5,168 3.78% 533,206 10,165 3.84% 608,898 13,938 4.62%
Long-term debt 379,354 6,297 6.66% 457,799 7,905 7.00% 418,360 14,202 6.85% 346,806 10,691 6.22%
Total borrowed funds 891,636 11,294 5.08% 1,012,161 13,073 5.24% 951,566 24,367 5.16% 955,704 24,629 5.20%
Total interest-bearing liabilities 14,767,020 90,544 2.46% 14,912,711 92,808 2.52% 14,839,464 183,352 2.49% 12,136,539 178,754 2.97%
Noninterest-bearing liabilities
Noninterest-bearing demand deposits 3,811,391 3,745,002 3,778,380 3,117,203
Other liabilities 861,791 854,423 858,127 653,493
Shareholders' equity 2,951,237 2,947,585 2,949,421 2,486,926
Total liabilities and shareholders' equity $22,391,439 $22,459,721 $22,425,392 $18,394,161
Net interest income $190,377 $189,610 $379,987 $307,565
Net interest spread 3.38% 3.39% 3.38% 3.24%
Contribution of noninterest-bearing sources of funds 0.58% 0.58% 0.58% 0.69%
Net interest margin (2) 3.96% 3.97% 3.96% 3.93%
Tax equivalent adjustment 0.02% 0.02% 0.02% 0.03%
Net interest margin (fully tax equivalent) (2) 3.98% 3.99% 3.98% 3.96%

(1) Loans held for sale and nonaccrual loans are included in gross loans.

(2) The net interest margin exceeds the interest spread as noninterest-bearing funding sources, demand deposits, other liabilities and shareholders' equity also support earning assets.

RATE/VOLUME ANALYSIS

The impact on net interest income from changes in interest rates and volume of interest-earning assets and interest-bearing liabilities is illustrated in the table below:

(Dollars in thousands)

Earning assets Changes for the three months ended June 30, 2026 Linked quarter income variance Rate Volume Total Changes for the six months ended June 30, 2026 Year-to-Date income variance Rate Volume Total
Investment securities $332 $4,027 $4,359 $743 $32,569 $33,312
Interest-bearing deposits with other banks (212) 143 (69) (2,177) 393 (1,784)
Gross loans and leases (1) (1,681) (4,106) (5,787) (20,810) 66,302 45,492
Total earning assets (1,561) 64 (1,497) (22,244) 99,264 77,020
Interest-bearing liabilities
Total interest-bearing deposits (1,214) 729 (485) (26,130) 30,990 4,860
Borrowed funds
Short-term borrowings 180 (351) (171) (2,330) (1,443) (3,773)
Long-term debt (389) (1,219) (1,608) 1,082 2,429 3,511
Total borrowed funds (209) (1,570) (1,779) (1,248) 986 (262)
Total interest-bearing liabilities (1,423) (841) (2,264) (27,378) 31,976 4,598
Net interest income $(138) $905 $767 $5,134 $67,288 $72,422

(1) Loans held for sale and nonaccrual loans are included in gross loans.

NONINTEREST INCOME

(Dollars in thousands)

Noninterest income Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Service charges on deposit accounts $8,896 $9,013 $17,909 $15,229
Wealth management fees 8,252 10,482 18,734 15,924
Bankcard income 3,032 3,580 6,612 7,047
Client derivative fees 1,443 4,010 5,453 3,245
Foreign exchange income 13,101 16,313 29,414 26,304
Leasing business income 22,750 21,608 44,358 39,500
Net gains from sales of loans 6,658 6,047 12,705 11,009
Net gain (loss) on investment securities (337) (1,260) (1,597) (9,706)
Gain on bargain purchase 3,189 8,892 12,081 0
Other 6,807 3,221 10,028 10,594
Total noninterest income $73,791 $81,906 $155,697 $119,146

Linked quarter comparison: Second quarter 2026 noninterest income was $73.8 million, decreasing $8.1 million, or 9.9%, compared to $81.9 million for the first quarter of 2026. The decrease from the linked quarter was primarily driven by lower gain on bargain purchase, foreign exchange income, client derivative fees and wealth management fees. These decreases were partially offset by increases in other noninterest income, leasing business income and fewer losses on investment securities.

Gain on bargain purchase decreased $5.7 million, or 64.1%, due to the initial recognition of the BankFinancial transaction in the first quarter. Driven by lower client demand during the second quarter, foreign exchange income decreased $3.2 million, or 19.7%, and client derivative fees decreased $2.6 million, or 64.0%. Wealth management fees decreased $2.2 million, or 21.3%, from the first quarter due to lower investment banking fees.

Partially offsetting these decreases, other noninterest income increased $3.6 million, or 111.3%, due to higher income from bank owned life insurance and limited partnership investments while leasing business income increased $1.1 million, or 5.3%, as a result of continued growth from Summit. Net loss on investment securities decreased $0.9 million, or 73.3%, as a result of impairment losses recognized in the first quarter.

Year-to-date comparison: Noninterest income of $155.7 million for the first six months of 2026 increased $36.6 million, or 30.7%, from $119.1 million in the comparable period of 2025. The increase was primarily attributed to the gain on bargain purchase recognized in conjunction with the BankFinancial acquisition, fewer losses on investment securities and increases in foreign exchange income, leasing business income, client derivative fees, wealth management fees, net gains from sales of loans and service charges on deposit accounts.

Noninterest income included a $12.1 million gain on bargain purchase in the first half of 2026 that resulted from the BankFinancial acquisition. The gain on bargain purchase arose primarily from transaction-specific market factors, including the relative profitability profile of BankFinancial and the Company’s strategic focus on BankFinancial’s core deposit franchise and Chicago market presence.

Losses on investment securities decreased $8.1 million in the first six months of 2026 as a result of the Bank repositioning a portion of the investment portfolio during the first half of 2025, which resulted in a $9.9 million loss during the prior period. Leasing business income increased $4.9 million, or 12.3%, due to continued portfolio growth and foreign exchange income increased $3.1 million, or 11.8%, as client demand increased compared to the prior year. Wealth management fees increased $2.8 million, or 17.6%, due to higher investment banking fees while service charges on deposit accounts increased $2.7 million, or 17.6%, due to an increase in deposit balances. Client derivative fees increased $2.2 million, or 68.0%, due to higher customer demand.

NONINTEREST EXPENSE

(Dollars in thousands)

Noninterest expenses Three months ended June 30, 2026 March 31, 2026 Six months ended June 30, 2026 June 30, 2025
Salaries and employee benefits $86,917 $99,856 $186,773 $150,155
Net occupancy 7,535 7,553 15,088 11,864
Furniture and equipment 4,310 4,693 9,003 7,254
Data processing 13,554 12,654 26,208 17,779
Marketing 3,616 2,652 6,268 4,755
Professional services 7,387 3,986 11,373 6,288
Amortization of tax credit investments 669 669 1,338 223
FDIC assessments 2,878 3,645 6,523 5,670
Intangible amortization 6,229 6,261 12,490 4,717
Leasing business expense 14,633 14,129 28,762 25,957
Other 13,814 13,310 27,124 22,085
Total noninterest expenses $161,542 $169,408 $330,950 $256,747

Linked quarter comparison: Second quarter 2026 noninterest expenses were $161.5 million, which was a decrease of $7.9 million, or 4.6%, from $169.4 million in the first quarter of 2026. This decrease was primarily driven by a decrease in salaries and benefits expenses which was partially offset by increases in professional services, marketing and data processing expenses.

Salaries and employee benefits decreased $12.9 million, or 13.0%, as a result of lower incentive compensation tied to lower fee income. Professional services increased $3.4 million, or 85.3%, and marketing expenses increased $1.0 million, or 36.3%, during the second quarter of 2026 due to costs related to the BankFinancial acquisition. The $0.9 million, or 7.1%, increase in data processing expenses was also acquisition-related.

Year-to-date comparison: Noninterest expenses were $331.0 million for the first six months of 2026, which was an increase of $74.2 million, or 28.9%, compared to the same period in 2025. This increase was broad-based, with increases across all expense categories. The primary drivers of this expense growth were the Westfield and BankFinancial acquisitions.

Salaries and employee benefits increased $36.6 million, or 24.4%, due to the Westfield and BankFinancial acquisitions as well as an increase in incentive compensation tied to fee income. Intangible amortization expenses increased $7.8 million, or 164.8%, due to core deposit intangible amortization related to the Westfield and BankFinancial acquisitions. Data processing increased $8.4 million, or 47.4%, and occupancy expenses increased $3.2 million, or 27.2%, both driven by the Westfield and BankFinancial acquisitions. Leasing business expenses increased $2.8 million, or 10.8%, as a result of the growth in the operating lease portfolio, while professional services increased $5.1 million, or 80.9%, due to expenses related to the

BankFinancial loans sold during the first quarter of 2026. Other noninterest expenses increased $5.0 million, or 22.8%, as a result of an increase in donations, insurance expense and credit origination expense while furniture and fixtures increased $1.7 million, or 24.1%, due to the additional cleaning and maintenance expenses for the branches acquired in the Westfield and BankFinancial acquisitions.

INCOME TAXES

Linked quarter comparison: In the second quarter of 2026, First Financial recorded income tax expense of $18.0 million on pre-tax income of $94.4 million, resulting in an effective tax rate of 19.0%. This compared to income tax expense of $19.1 million on pre-tax income of $93.6 million and an effective tax rate of 20.4% for the first quarter 2026. The lower effective tax rate in the second quarter of 2026 was primarily driven by higher tax-exempt income and lower nondeductible charitable contributions.

Year-to-date comparison: For the first six months of 2026, income tax expense was $37.1 million on pre-tax income of $188.0 million, resulting in an effective tax rate of 19.7%. This compared to income tax expense of $30.2 million on pre-tax income of $151.5 million and an effective tax rate of 19.9% for the comparable period in 2025. The lower effective tax rate in the first six months of 2026 compared to 2025 was primarily driven by the nontaxable bargain purchase gain, which was partially offset by higher income, lower tax-exempt income and higher nondeductible charitable contributions.

The Company's effective tax rate may fluctuate from period to period due to changes in tax jurisdictions, forecasted income, tax-enhanced assets and tax credit investments.

INVESTMENTS

First Financial's investment portfolio totaled $4.9 billion at June 30, 2026 and $4.2 billion at December 31, 2025, or 21.9% and 19.7% of total assets, respectively. AFS securities totaled $4.7 billion at June 30, 2026 and $4.0 billion at December 31, 2025, while HTM securities totaled $46.1 million at June 30, 2026 and $58.5 million at December 31, 2025. The effective duration of the investment portfolio was 4.7 years at June 30, 2026 and 4.4 years at December 31, 2025.

The Company invests in certain securities whose return is dependent on future principal and interest repayments. As such, these securities carry a certain amount of credit risk. Prior to purchase, First Financial performs a detailed collateral and structural analysis on these securities and strategically invests in asset classes in which First Financial has expertise and experience, as well as a senior position in the capital structure. First Financial continuously monitors credit risk and geographic concentration risk in its evaluation of market opportunities that enhance the overall performance of the portfolio.

During the three months ended June 30, 2026, the Company realized losses on investment securities of $0.3 million and realized gains on investment securities of $0.2 million for the comparable period in 2025. The losses recognized in the second quarter of 2026 included $3.3 million of impairment losses on investments with credit deterioration where the Company determined that it no longer intended to hold the security until the recovery of the amortized cost basis.

During the six months ended June 30, 2026 and 2025, the Company realized $1.6 million and $9.7 million, respectively, of losses on investment securities. The losses recognized in the first half of 2026 included $8.3 million of impairment losses on investments with credit deterioration where the Company determined that it no longer intended to hold the security until the recovery of the amortized cost basis. The losses incurred in the first six months of 2025 were primarily the result of a strategic repositioning of a portion of the investment portfolio in order to increase future yields.

The Company's Consolidated Financial Statements reflected $197.7 million and $163.9 million of unrealized, after-tax, losses on debt securities as of June 30, 2026 and December 31, 2025, respectively. These unrealized losses were included as a component of equity in accumulated other comprehensive income (loss) on the Consolidated Balance Sheets. The increase in unrealized losses was primarily attributed to the increase in investment balances.

Certain unrealized losses on investment securities may be the result of credit deterioration. As of June 30, 2026, First Financial had four AFS securities with credit deterioration with a fair value totalling $19.9 million, net of $1.6 million unrealized losses, compared to six AFS securities with credit deterioration and a fair value totalling $20.9 million, net of unrealized losses of $9.8 million, as of December 31, 2025. The Company continues to monitor these securities and believes it will receive full par value.

The Company had net unrealized losses of $4.2 million on its HTM securities at both June 30, 2026 and December 31, 2025. The unrealized losses on HTM securities have no impact on the Consolidated Financial Statements of the Company.

First Financial had $0.1 million of unrealized losses on equity securities recorded in noninterest income for the second quarter of 2026 compared to $0.2 million in the first quarter. The Company had $0.3 million of unrealized losses on equity securities for the first six months ended June 30, 2026 compared to $0.2 million of unrealized gains for the same period of 2025.

First Financial will continue to monitor loan demand and deposit activity, as well as balance sheet composition, capital sensitivity and the interest rate environment, when considering future investment strategies.

LOANS AND LEASES

Excluding loans held for sale, loan balances increased $310.8 million, or 2.3%, to $13.7 billion as of June 30, 2026 when compared to December 31, 2025. This increase was primarily driven by the acquisition of $264.1 million of loans in the BankFinancial transaction along with growth from the Company's specialty finance businesses.

During the first six months of 2026, C&I loans increased $210.1 million, or 4.5%, to $4.8 billion; commercial real estate loans increased $164.3 million, or 3.7%, to $4.5 billion; home equity increased $53.0 million, or 5.3%, to $1.1 billion; and finance leases increased by $20.8 million, or 3.3%. Partially offsetting these increases, construction loans decreased $78.1 million, or 11.5%, to $599.3 million; installment loans decreased $32.2 million, or 17.1%, to $156.5 million; and residential real estate loans declined $27.1 million, or 1.5%, to $1.8 billion.

Second quarter 2026 average loans of $13.6 billion, excluding loans held for sale, increased $9.4 million, or 0.1%, from the first quarter 2026. Average loan balances for the first six months of 2026 increased $1.8 billion, or 15.7%, when compared to same period of 2025 driven by the acquisitions of Westfield and BankFinancial. The increase from the prior year included an increase of $912.8 million, or 23.8%, in C&I loans; an increase of $508.5 million, or 12.8%, in CRE; an increase of $342.7 million, or 23.1%, in residential real estate; an increase of $155.0 million, or 17.7%, in home equity; an increase of $55.3 million, or 9.5%, in lease financing; an increase of $40.4 million, or 33.0%, in installment loans; and an increase of $3.4 million, or 5.1%, in credit cards. These increases were partially offset by a decrease of $177.5 million, or 22.5%, in construction loans.

In an effort to mitigate credit risk, First Financial routinely reviews its loan portfolio for various concentrations. These reviews consider the Bank's collateral position as well as exposure to a given industry sector. First Financial believes its loan portfolio is sufficiently diversified to provide protection from deterioration in any particular industry or devaluation of a specific collateral type. The following tables, C&I and Owner Occupied Loans by Sector and Investor CRE Loans by property type, provide additional detail behind the Company's C&I and CRE loan portfolios as of June 30, 2026.

C&I and Owner Occupied CRE Loans by Sector (1)

(Dollars in thousands)

NAICS Sector June 30, 2026 % of Total Loans
Finance and Insurance $1,521,297 11.1%
Manufacturing 725,320 5.3%
Construction 588,945 4.3%
Real Estate and Rental and Leasing 434,304 3.2%
Health Care and Social Assistance 305,610 2.2%
Professional, Scientific, and Technical Services 300,134 2.2%
Accommodation and Food Services 279,589 2.0%
Retail Trade 260,902 1.9%
Wholesale Trade 254,923 1.9%
Transportation and Warehousing 178,325 1.3%
Agriculture, Forestry, Fishing and Hunting 166,238 1.2%
Administrative and Support and Waste Management 145,335 1.1%
Other Services (except Public Administration) 119,720 0.9%
Arts, Entertainment, and Recreation 86,405 0.6%
Information 67,633 0.5%
Public Administration 63,154 0.5%
Management of Companies and Enterprises 50,762 0.4%
Other 467,178 3.4%
Total $6,015,774 43.8%

(1) Excludes loan marks and loans in process

Investor CRE Loans by Property Type (1)

(Dollars in thousands)

Property Type June 30, 2026 % of Total Loans
Residential Multi Family 5+ $897,713 6.5%
Retail Property 890,350 6.5%
Industrial 496,992 3.6%
Office 371,224 2.7%
Hospital/Nursing Home 271,840 2.0%
Land 173,303 1.3%
Hotel 106,377 0.8%
Residential 1-4 Family 85,707 0.6%
Other Real Estate 83,792 0.6%
Other 15,954 0.1%
Total $3,393,252 24.7%

(1) Excludes loan marks and loans in process

Given the potential for stress related to commercial office space, First Financial performed targeted reviews of its exposure to this sector. As of June 30, 2026, First Financial had $371.2 million of loans collateralized by non-owner occupied office space, which represents 2.7% of the total loan portfolio. The overall LTV of the office portfolio at origination was strong, and a majority is located in suburban locations and secured by Class A and Class B assets. As of June 30, 2026, the office portfolio included three nonaccrual relationships totaling $28.0 million, or 7.5% of the total office portfolio.

Loans to NDFI totaled $464.8 million, or 3.4% of total loans, as of June 30, 2026. NDFI include a wide range of financial

entities that provide services similar to those of traditional banks but do not accept deposits from the general public and are not

regulated by the Federal banking agencies. The NDFI balances at June 30, 2026 included $278.2 million in loans to

mortgage credit intermediaries (primarily REITs), $120.7 million in loans to business credit intermediaries, $37.6 million in loans to private equity funds, and $28.3 million of loans to other NDFI, including consumer credit intermediaries. As of June 30, 2026, all of the loans to NDFI had an internal credit rating of pass.

COMMITMENTS AND CONTINGENCIES

Off-balance sheet arrangements include commitments to extend credit and financial guarantees. Loan commitments are agreements to extend credit to a client absent any violation of any condition established in the commitment agreement. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. First Financial had outstanding commitments to extend credit, including overdraft lending lines, totaling $4.7 billion at June 30, 2026 and $4.5 billion at December 31, 2025. As of June 30, 2026, commitments with a fixed interest rate totaled $103.4 million while commitments with variable interest rates totaled $4.6 billion. At December 31, 2025, commitments with a fixed interest rate totaled $75.0 million while commitments with variable interest rates totaled $4.4 billion. The fixed rate commitments have interest rates ranging from 0% to 36% at June 30, 2026 and 0% to 21% at December 31, 2025. The fixed rate commitments have maturities ranging from less than one year to 31.0 years at June 30, 2026 and maturities ranging from less than one year to 31.6 years at December 31, 2025.

Letters of credit are conditional commitments issued by First Financial to guarantee the performance of a client to a third party. First Financial’s letters of credit consist primarily of performance assurances made on behalf of clients who have a contractual commitment to produce or deliver goods or services for the third party. First Financial issued letters of credit aggregating $35.9 million and $36.6 million at June 30, 2026 and December 31, 2025, respectively. Management conducts regular reviews of these instruments on an individual client basis.

First Financial is a party in risk participation transactions of interest rate swaps, which had total notional amount of $377.0 million and $335.0 million at June 30, 2026 and December 31, 2025, respectively. Under a risk participation agreement, the Company either assumes or sells a portion of the credit exposure associated with an interest rate swap with a counterparty. The Company's exposure is limited to instances where the loan customer defaults on its obligation to perform under the interest rate swap agreement.

First Financial is a limited partner in several tax-advantaged limited partnerships whose purpose is to invest in approved qualified affordable housing, renewable energy, or other renovation or community revitalization projects. These investments are included in accrued interest and other assets in the Consolidated Balance Sheets, with any unfunded commitments included in accrued interest and other liabilities in the Consolidated Balance Sheets. As of June 30, 2026, First Financial expects to recover its remaining investments through the use of the tax credits generated by the investments. First Financial had unfunded commitments related to tax credit investments of $111.2 million and $103.0 million at June 30, 2026 and December 31, 2025, respectively.

In the ordinary course of business, First Financial and its subsidiaries are parties to litigation, including claims to the ownership of funds in particular accounts, the collection of delinquent accounts, challenges to security interests in collateral, foreclosure interests that are incidental to our regular business activities and other matters. While the ultimate liability with respect to these litigation matters and claims cannot be determined at this time, First Financial believes that damages, if any, and other amounts relating to pending matters are not probable or cannot be reasonably estimated as of June 30, 2026. Reserves are established for these various matters of litigation, when appropriate, under FASB ASC Topic 450, Contingencies, based in part upon the advice of legal counsel. First Financial had no reserves related to litigation matters as of June 30, 2026 or December 31, 2025.

ASSET QUALITY AND ALLOWANCE FOR CREDIT LOSSES

Loans are classified as nonaccrual when, in the opinion of management, collection of principal and interest is doubtful or when payments are 90 days or more past due. Generally, loans are classified as nonaccrual due to a borrower's continued failure to adhere to contractual payment terms, coupled with other pertinent factors. When a loan is placed on nonaccrual status, any unpaid accrued interest is reversed and the recognition of interest income is suspended.

Nonaccrual loans were $96.2 million, or 0.70% of total loans, as of June 30, 2026, reflecting a $5.7 million, or 5.6%, decline from $101.8 million as of December 31, 2025. Nonperforming assets, which consist of nonaccrual loans and OREO, were

$96.3 million, or 0.43% of total assets, at June 30, 2026 compared to $102.0 million, or 0.48% of total assets, at December 31, 2025.

Classified assets, which are defined by the Company as nonperforming assets plus performing loans internally rated substandard or worse, totaled $226.8 million as of June 30, 2026 compared to $235.5 million at December 31, 2025. Classified assets were 1.01% of total assets at June 30, 2026 compared to 1.11% at December 31, 2025, with the decline primarily due to the increase in total assets. Total classified assets at both June 30, 2026 and December 31, 2025 included a $37.0 million receivable from a customer, which was recorded following the mutually agreed upon termination of a foreign exchange trade. First Financial expects this receivable to be collected in full.

Allowance for credit losses. The ACL is a reserve accumulated on the Consolidated Balance Sheets through the recognition of the provision for credit losses. First Financial records provision expense in the Consolidated Statements of Income to maintain the ACL at a level considered sufficient to absorb expected credit losses for financial assets over their expected remaining lives with consideration given to current and forward-looking information.

The removal or reduction of the recorded values of loans and leases from the Consolidated Balance Sheets due to credit deterioration are referred to as charge-offs. First Financial's policy is to charge-off all or a portion of a loan when, in management's opinion, it is unlikely to collect the principal amount owed in full either through payments from the borrower or from the liquidation of collateral. All loans charged-off are subject to continuous review and concerted efforts are made to maximize any recovery. In most cases, the borrower’s debt obligation is not canceled even though the balance may have been charged-off. Actual losses on loans and leases are charged against the ACL. Any subsequent recovery of a previously charged-off loan is credited back to the ACL.

Management estimates the ACL using relevant available information from both internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience paired with economic forecasts provide the basis for the quantitatively modeled estimation of expected credit losses. First Financial adjusts its quantitative model, as necessary, to reflect conditions not already considered therein. These adjustments are commonly known as the qualitative framework. The evaluation of these factors is the responsibility of the ACL Committee, which is comprised of senior officers from the risk management, credit administration, finance and lending areas.

The Company utilized the Moody's June baseline forecast as its R&S forecast in the quantitative model at June 30, 2026. For reasonableness, the Company also considered the impact to the model from alternative prepayment speeds and more adverse economic forecasts. These alternative analyses were utilized to inform the Company's qualitative adjustments. Additionally, First Financial considered its credit exposure to certain industries believed to be at risk for future credit stress, such as franchise, hotel and investor commercial real estate lending, when making qualitative adjustments to the ACL model.

The total ACL, which includes both funded and unfunded reserves, was $208.2 million at June 30, 2026 and $206.7 million at December 31, 2025.

ACL - loans and leases. The ACL on loans and leases was $189.9 million as of June 30, 2026 and $186.5 million as of December 31, 2025. As a percentage of total loans, the ACL was 1.38% as of June 30, 2026 and 1.39% at December 31, 2025.

In the second quarter of 2026, the Company recorded net charge-offs of $6.7 million, or 20 bps of average loans and leases on an annualized basis, compared to net charge-offs of $11.6 million, or 35 bps, for the first quarter of 2026. Higher net charge-offs during the first quarter of 2026 were driven by a single commercial relationship. Through the first six months of 2026, the Company recorded net charge-offs of $18.4 million, or 27 bps of average loans and leases on an annualized basis, compared to net charge-offs of $16.5 million, or 28 bps, for the same period of 2025.

The ACL as a percentage of nonaccrual loans was 197.5% at June 30, 2026 and 183.2% at December 31, 2025. The increase in this ratio was driven primarily by the increase in the ACL on loans and leases coupled with a decline in nonaccrual loan balances during the current period.

Provision expense is a product of the Company's ACL model coupled with net charge-off activity during the period. During the second quarter of 2026, the Company recorded $12.9 million of provision expense for loans and leases compared to $6.0 million for the prior quarter. Through the first six months of 2026, the Company recorded provision expense of $19.0 million compared to $18.2 million for the same period of 2025.

ACL - unfunded commitments. The ACL on unfunded commitments was $18.3 million as of June 30, 2026 and $20.2 million as of December 31, 2025. First Financial recorded $4.7 million of provision recapture for credit losses on unfunded commitments for the second quarter of 2026, compared to $2.5 million of provision expense in the first quarter 2026. Through the first six months of 2026, the Company recorded $2.2 million of provision recapture compared to $0.3 million of provision expense for the same period of 2025.

See Note 5 – Allowance for Credit Losses in the Notes to Consolidated Financial Statements for further discussion of First Financial's ACL.

The following table details ACL activity by portfolio segment for the periods presented:

(Dollars in thousands)

Allowance for credit loss activity Three months ended 2026 June 30, Mar. 31, 2025 Dec. 31, Sep. 30, June 30, Six months ended June 30, 2026 2025
Balance at beginning of period $183,716 $186,487 $161,916 $158,522 $155,482 $186,487 $156,791
Initial allowance on purchased loans 0 2,829 23,652 0 0 2,829 0
Provision for loan losses 12,933 6,030 9,688 8,612 9,084 18,963 18,225
Gross charge-offs
Commercial and industrial 2,437 10,788 6,636 2,165 4,996 13,225 13,174
Lease financing 1,314 43 918 298 606 1,357 2,060
Construction real estate 0 0 0 245 0 0 0
Commercial real estate 2,484 29 433 3,105 0 2,513 0
Residential real estate 84 127 151 0 16 211 16
Home equity 262 119 95 92 100 381 186
Installment 1,034 1,058 1,197 1,194 1,120 2,092 2,441
Credit card 704 496 729 577 489 1,200 963
Total gross charge-offs 8,319 12,660 10,159 7,676 7,327 20,979 18,840
Recoveries
Commercial and industrial 463 100 264 202 290 563 485
Lease financing 114 23 201 291 11 137 40
Construction real estate 0 0 0 0 0 0 0
Commercial real estate 8 28 5 1,138 70 36 94
Residential real estate 18 30 13 58 42 48 66
Home equity 157 116 117 94 74 273 218
Installment 660 598 682 609 716 1,258 1,279
Credit card 162 135 108 66 80 297 164
Total recoveries 1,582 1,030 1,390 2,458 1,283 2,612 2,346
Total net charge-offs 6,737 11,630 8,769 5,218 6,044 18,367 16,494
Ending allowance for credit losses $189,912 $183,716 $186,487 $161,916 $158,522 $189,912 $158,522
Net charge-offs to average loans and leases (annualized)
Commercial and industrial 0.17% 0.91% 0.59% 0.20% 0.49% 0.54% 0.67%
Lease financing 0.74% 0.01% 0.46% 0.00% 0.41% 0.39% 0.70%
Construction real estate 0.00% 0.00% 0.00% 0.14% 0.00% 0.00% 0.00%
Commercial real estate 0.22% 0.00% 0.04% 0.20% (0.01)% 0.11% 0.00%
Residential real estate 0.01% 0.02% 0.03% (0.02)% (0.01)% 0.02% (0.01)%
Home equity 0.04% 0.00% (0.01)% 0.00% 0.01% 0.02% (0.01)%
Installment 0.94% 1.12% 1.25% 2.03% 1.38% 1.03% 1.91%
Credit card 3.03% 2.13% 3.56% 2.97% 2.41% 2.59% 2.41%
Total net charge-offs 0.20% 0.35% 0.27% 0.18% 0.21% 0.27% 0.28%

70

(Dollars in thousands)

Nonperforming assets Three months ended 2026 June 30, Mar. 31, 2025 Dec. 31, Sep. 30, June 30, Six months ended June 30, 2026 2025
Nonaccrual loans $96,152 $100,541 $101,808 $75,951 $76,924 $96,152 $76,924
Other real estate owned 174 238 184 111 204 174 204
Total nonperforming assets 96,326 100,779 101,992 76,062 77,128 96,326 77,128
Accruing loans past due 90 days or more 650 1,366 411 592 714 650 714
Total underperforming assets $96,976 $102,145 $102,403 $76,654 $77,842 $96,976 $77,842
Total classified assets $226,826 $232,368 $235,451 $218,794 $214,346 $226,826 $214,346
Credit quality ratios
As a percent of period-end loans, net of unearned income:
Allowance for credit losses 1.38% 1.36% 1.39% 1.38% 1.34% 1.38% 1.34%
Nonaccrual loans 0.70% 0.75% 0.76% 0.65% 0.65% 0.70% 0.65%
Nonperforming loans 0.70% 0.75% 0.76% 0.65% 0.65% 0.70% 0.65%
Allowance for credit losses to nonaccrual loans 197.51% 182.73% 183.18% 213.18% 206.08% 197.51% 206.08%

DEPOSITS

Total deposits were $17.6 billion as of June 30, 2026, an increase of $1.2 billion, or 7.1%, from December 31, 2025. This increase was primarily driven by the acquisition of BankFinancial which included $1.2 billion in deposit balances. Compared to December 31, 2025, June 30, 2026 savings deposit balances increased $450.5 million, or 7.5%; interest-bearing demand deposits increased $443.7 million, or 13.2%; noninterest-bearing deposits increased $239.4 million, or 6.9%; and time deposits increased $27.8 million, or 0.8%. Noninterest-bearing deposits were 21.1% of total deposits as of both June 30, 2026 and December 31, 2025.

Average deposits for the second quarter of 2026 were $17.7 billion, which was an increase of $41.2 million, or 0.2%, from $17.6 billion in the first quarter of 2026. The increase during the second quarter was primarily driven by seasonal increases in public fund deposits and higher interest-bearing demand deposits, partially offset by a decline in brokered CDs. Average interest bearing demand deposits increased $136.1 million, or 3.8%, from the prior quarter; average noninterest-bearing deposits increased $66.4 million, or 1.8%; and average savings deposits increased $28.2 million, or 0.4%. Partially offsetting these increases, average time deposits declined $189.4 million, or 4.9%.

Average deposits for the first six months of 2026 increased $3.4 billion, or 23.6%, when compared to the same period of 2025, driven primarily by the Westfield and BankFinancial acquisitions. The increase in average deposits from the first six months of 2025 included a $1.5 billion, or 29.4%, increase in average savings deposits; a $632.9 million, or 20.2%, increase in average time deposits; a $661.2 million, or 21.2%, increase in average noninterest-bearing deposits; and a $615.8 million, or 20.0%, increase in average interest-bearing demand deposits.

Uninsured deposit balances were $7.5 billion, or 42.4% of total deposits, as of June 30, 2026. The Company reviews uninsured deposits for concentration risk and typically evaluates this risk by excluding public funds and intercompany deposits to arrive at an adjusted uninsured deposit amount. As such, excluding public funds and intercompany accounts, adjusted uninsured deposits were $4.9 billion, or 27.6% of total deposits, at the end of the second quarter of 2026.

BORROWINGS

First Financial's short-term borrowings are utilized to manage the Company's normal liquidity needs. These borrowings primarily include advances from the FHLB, but may also include Fed Funds purchased from other banks or advances from the FRB discount window. The Company's long-term borrowings may include subordinated debt or long-term advances from the FHLB, FRB or other sources.

Borrowed funds were $1.0 billion as of June 30, 2026 and $1.2 billion as of December 31, 2025. The decrease in borrowings was primarily driven by the Company's increase in deposits.

First Financial had total short-term borrowings of $609.5 million as of June 30, 2026 and $675.3 million as of December 31, 2025. Short-term borrowings with the FHLB were $570.0 million at June 30, 2026 and $675.0 million at December 31, 2025. There were no federal funds purchased included in short-term borrowings at June 30, 2026 or December 31, 2025.

Long-term debt was $382.6 million at June 30, 2026 and $514.1 million as of December 31, 2025. Outstanding subordinated debt totaled $359.1 million as of June 30, 2026 and $489.9 million as of December 31, 2025.

In 2020, First Financial issued $150.0 million of fixed to floating rate subordinated notes that would have matured in May 2030 and had an initial fixed interest rate of 5.25%. The Company elected to redeem these subordinated notes in whole on the February 2026 interest payment date. Therefore, these notes are not included in the Consolidated Balance Sheet as of June 30, 2026.

In November 2025, First Financial issued $300.0 million of fixed to floating rate subordinated notes. These subordinated notes have an initial fixed interest rate of 6.375% to, but excluding, December 1, 2030, payable semi-annually in arrears. From, and including, December 1, 2030, the interest rate on the subordinated notes will reset quarterly to a floating rate per annum equal to a benchmark rate, which is expected to be the then-current three-month term SOFR, plus 300 basis points, payable quarterly in arrears. These subordinated notes mature on December 1, 2035 and are redeemable by the Company in whole or in part beginning with the interest payment date of December 1, 2030. These subordinated notes are eligible to be treated as Tier 2 capital for 100% of its original issuance amount at June 30, 2026 for regulatory capital purposes.

In conjunction with the BankFinancial transaction, First Financial acquired $18.5 million of fixed to floating rate subordinated notes. These subordinated notes were originated in April 2021 and have an initial fixed interest rate of 3.75% to, but excluding, May 15, 2026, payable semi-annually in arrears. From, and including, May 15, 2026, the interest rate on the subordinated notes resets quarterly to a floating rate per annum equal to a benchmark rate, currently the three-month term SOFR, plus 299 basis points, payable quarterly in arrears. These subordinated notes mature on May 15, 2031 and are redeemable by the Company, in whole or in part, on May 15, 2026, on any interest payment date thereafter, and at any time upon the occurrence of certain events. These acquired subordinated notes are eligible to be treated as Tier 2 capital for regulatory capital purposes for 80% of its original issuance amount at June 30, 2026. The Company has received regulatory approval to redeem this subordinated debt, and anticipates doing so on the date of the scheduled third quarter interest payment.

First Financial had no FHLB long-term advances at June 30, 2026 or December 31, 2025. First Financial's total remaining borrowing capacity from the FHLB was $1.3 billion as of June 30, 2026.

See Note 9 – Borrowings in the Notes to Consolidated Financial Statements for further discussion of First Financial's borrowed funds.

LIQUIDITY

Liquidity management is the process by which First Financial manages the continuing flow of funds necessary to meet its financial commitments on a timely basis and at a reasonable cost. These funding commitments include withdrawals by depositors, credit commitments to borrowers, shareholder dividends, share repurchases, operating expenses and capital expenditures. Liquidity is derived primarily from deposit growth, principal and interest payments on loans and investment securities, maturing loans and investment securities and access to wholesale funding sources.

First Financial’s most stable source of liability-funded liquidity for both long and short-term needs is deposit growth and retention of the core deposit base. In addition to core deposit funding, First Financial also utilizes a variety of other short and long-term funding sources, which include subordinated notes, longer-term advances from the FRB and FHLB and its short-term line of credit.

Both First Financial Bancorp and First Financial Bank received investment grade credit ratings from Kroll Bond Rating Agency, Inc, an independent rating agency. These credit ratings impact the cost and availability of financing to First Financial. A downgrade to these credit ratings could affect First Financial's or the Bank’s abilities to access the credit markets and potentially increase borrowing costs, negatively impacting financial condition and liquidity. Key factors in maintaining high credit ratings include consistent and diverse earnings, strong credit quality and capital ratios, diverse funding sources and disciplined liquidity monitoring procedures. The ratings of First Financial Bancorp and First Financial Bank at June 30, 2026 were as follows:

First Financial Bancorp First Financial Bank
Senior Unsecured Debt BBB+ A-
Subordinated Debt BBB BBB+
Short-Term Debt K2 K2
Deposit N/A A-
Short-Term Deposit N/A K2

For ease of borrowing execution, First Financial utilizes a blanket collateral agreement with the FHLB. First Financial pledged $7.0 billion of certain eligible residential, commercial and farm real estate loans, home equity lines of credit and government, agency, and commercial mortgage-backed securities as collateral for borrowings from the FHLB as of June 30, 2026.

First Financial's principal source of asset-funded liquidity is marketable investment securities, particularly those of shorter maturities. AFS securities were 99.0% and 98.5% of the total investment portfolio as of June 30, 2026 and December 31, 2025, respectively. The fair of investment securities classified as AFS totaled $4.7 billion at June 30, 2026 and $4.0 billion at December 31, 2025. As of June 30, 2026, $1.9 billion of AFS securities were unpledged and there were $1.3 billion of securities available to be sold at breakeven. Additionally, $410.1 million of AFS securities have floating rates and could be sold with minimal losses at June 30, 2026.

HTM securities that are maturing within a short period of time can be an additional source of liquidity. As of June 30, 2026, the Company had $1.2 million of HTM securities maturing within one year. As of December 31, 2025, the Company had $0.7 million of HTM securities maturing within one year.

In total, First Financial expects $765.3 million of cash flows from its investment portfolio in the next 12 months.

First Financial maintains diverse funding sources, including FHLB borrowings, Fed Funds, the Fed discount window, brokered CDs and deposit placement services. At June 30, 2026, First Financial had unused and available overnight wholesale funding sources of $6.3 billion, or 28.2% of total assets, to satisfy the liquidity needs of the Company. Additionally, interest-bearing deposits with other banks totaled $579.2 million at June 30, 2026, with the majority being held at the Federal Reserve. The Company believes these diverse funding sources and related borrowing capacity provide sufficient flexibility to respond to any event that would stress its deposit balances.

First Financial also has a $40.0 million short-term credit facility with an unaffiliated bank that matures in December 2026. This facility has a variable interest rate and provides First Financial additional liquidity, if needed, for various corporate activities including the repurchase of First Financial common stock and the payment of dividends to shareholders. As of both June 30, 2026 and December 31, 2025, First Financial had no outstanding balance. The credit agreement requires First Financial to comply with certain covenants including those related to asset quality and capital levels. First Financial was in compliance with all covenants associated with this facility as of June 30, 2026 and December 31, 2025. This credit facility also required First Financial to pledge as collateral the Bank's common stock where the lender is granted a security interest in this collateral.

Certain restrictions exist regarding the Bank's ability to transfer funds to First Financial in the form of cash dividends, loans, other assets or advances and the approval of the Bank's primary federal regulator is required to pay dividends in excess of regulatory limitations. Dividends paid to First Financial from the Bank totaled $100.0 million for the first six months of both 2026 and 2025. As of June 30, 2026, the Bank had retained earnings of $1.1 billion, of which $141.1 million was available for distribution to First Financial without prior regulatory approval. As an additional source of liquidity, First Financial had $205.9 million in cash at the parent company as of June 30, 2026.

Share repurchases also impact First Financial's liquidity. For further information regarding share repurchases, see the Capital section that follows.

Capital expenditures were $23.8 million and $8.7 million for the first six months of 2026 and 2025, respectively. Management believes sufficient liquidity exists to fund its future capital expenditure commitments.

Management is not aware of any other events or regulatory requirements that, if implemented, are likely to have a material effect on First Financial’s liquidity. For a discussion of liquidity risk management, please see the Market Risk section that follows.

CAPITAL

Risk-based capital. First Financial and its subsidiary, First Financial Bank, are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations involve quantitative measures of assets, liabilities and certain off-balance sheet items calculated under regulatory guidelines. Capital amounts and classifications are also subject to qualitative judgments by regulators. Failure to meet minimum capital requirements can initiate regulatory action.

The Board of Governors of the Federal Reserve System approved Basel III in order to strengthen the regulatory capital framework for all banking organizations. Basel III established and defined quantitative measures to ensure capital adequacy. These measures require First Financial to maintain minimum amounts and ratios of Common equity Tier 1 capital, Total and Tier 1 capital to risk-weighted assets and Tier 1 capital to average assets (Leverage ratio).

The Basel III Final Capital Rules include a minimum ratio of Common equity Tier 1 capital to risk-weighted assets of 7.0%, a minimum ratio of Tier 1 capital to risk-weighted assets of 8.5%, a minimum required Total risk-based capital ratio of 10.5% and a minimum leverage ratio of 4.0%. Failure to maintain the required Common equity Tier 1 capital will result in potential restrictions on a bank’s ability to pay dividends, repurchase stock and pay discretionary compensation to its employees. The capital requirements also provide strict eligibility criteria for regulatory capital instruments and prescribe the methodology for calculating risk-weighted assets with the intention of identifying riskier assets, such as highly volatile commercial real estate and nonaccrual loans.

First Financial's tier 1 capital increased 101 bps to 12.61% at June 30, 2026 compared to 11.60% at December 31, 2025, while the total capital ratio increased to 15.75% at June 30, 2026 from 15.46% at December 31, 2025. The leverage ratio increased to 9.66% at June 30, 2026 from 9.53% at December 31, 2025. The Company’s tangible common equity ratio increased to 8.24% at June 30, 2026 from 7.79% at December 31, 2025, while the Company's tangible book value per share increased to $16.64 at June 30, 2026 from $15.74 at December 31, 2025. The changes to the Company's capital ratios are primarily a result of the Company's strong earnings.

As of June 30, 2026, management believes that First Financial met all capital adequacy requirements to which it was subject. The Company's most recent regulatory notifications categorized First Financial as "well-capitalized" under the regulatory framework for prompt corrective action. There have been no conditions or events since those notifications that management believes have changed the Company's categorization. Total regulatory capital exceeded the minimum requirement by $863.3 million on a consolidated basis at June 30, 2026.

The following tables present the actual and required capital amounts and ratios as of June 30, 2026 and December 31, 2025 under the Basel III Final Capital Rules. Capital levels required to be considered "well capitalized" are based upon prompt corrective action regulations, as amended by the Basel III Final Capital Rules.

(Dollars in thousands)

June 30, 2026 Common equity Tier 1 capital to risk-weighted assets Actual Capital amount Ratio Minimum capital required - Basel III Capital amount Ratio PCA requirement to be considered well capitalized Capital amount Ratio
Consolidated $2,029,668 12.33% $1,151,942 7.00% N/A N/A
First Financial Bank 2,099,860 12.77% 1,150,730 7.00% $1,068,535 6.50%
Tier 1 capital to risk-weighted assets
Consolidated 2,075,286 12.61% 1,398,786 8.50% N/A N/A
First Financial Bank 2,100,173 12.78% 1,397,315 8.50% 1,315,120 8.00%
Total capital to risk-weighted assets
Consolidated 2,591,169 15.75% 1,727,913 10.50% N/A N/A
First Financial Bank 2,310,194 14.05% 1,726,095 10.50% 1,643,900 10.00%
Leverage ratio
Consolidated 2,075,286 9.66% 859,535 4.00% N/A N/A
First Financial Bank 2,100,173 9.78% 858,815 4.00% 1,073,519 5.00%

(Dollars in thousands)

December 31, 2025 Common equity tier 1 capital to risk-weighted assets Actual Capital amount Ratio Minimum capital required - Basel III Capital amount Ratio PCA requirement to be considered well capitalized Capital amount Ratio
Consolidated $1,798,266 11.32% $1,112,325 7.00% N/A N/A
First Financial Bank 1,888,695 11.90% 1,111,184 7.00% $1,031,814 6.50%
Tier 1 capital to risk-weighted assets
Consolidated 1,843,672 11.60% 1,350,681 8.50% N/A N/A
First Financial Bank 1,889,024 11.90% 1,349,295 8.50% 1,269,925 8.00%
Total capital to risk-weighted assets
Consolidated 2,457,377 15.46% 1,668,488 10.50% N/A N/A
First Financial Bank 2,092,052 13.18% 1,666,777 10.50% 1,587,406 10.00%
Leverage ratio
Consolidated 1,843,672 9.53% 774,045 4.00% N/A N/A
First Financial Bank 1,889,024 9.77% 773,531 4.00% 966,914 5.00%

Shareholder dividends. First Financial paid a dividend of $0.25 per common share on June 16, 2026 to shareholders of record as of June 1, 2026. Additionally, First Financial's Board of Directors authorized a dividend of $0.26 per common share, payable on September 15, 2026 to shareholders of record as of September 1, 2026.

Share repurchases. Effective January 2024, First Financial's Board of Directors approved a stock repurchase plan (the 2024 Repurchase Plan), replacing the 2022 Repurchase Plan which expired in December of 2023. The 2024 Repurchase Plan was in effect for two years and authorized the purchase of up to 5,000,000 shares of the Company's common stock. The 2024 Repurchase Plan expired in December 2025. First Financial did not repurchase any shares during 2025, 2024 or 2023.

Effective April, 2026, First Financial's Board of Directors approved a stock repurchase plan (the 2026 Stock Repurchase Plan). The 2026 Stock Repurchase Plan authorizes the purchase of up to 5,000,000 shares of the Company's common stock and will expire on December 31, 2027. First Financial did not repurchase any shares during the second quarter of 2026.

Shareholders' equity. Total shareholders’ equity was $3.0 billion at June 30, 2026 and $2.8 billion at December 31, 2025. The increase from year-end was due to the Company's strong earnings and the acquisition of BankFinancial during the first quarter.

For further detail, see the Consolidated Statements of Changes in Shareholders’ Equity.

ENTERPRISE RISK MANAGEMENT

First Financial manages risk through a structured ERM approach that routinely assesses the overall level of risk, identifies specific risks and evaluates specific actions to mitigate those risks. First Financial continues to enhance its risk management capabilities and has embedded risk awareness into the culture of the Company. First Financial has identified eleven types of risk that it monitors in its ERM framework. These risks include financial, credit, liquidity, capital, market (including interest rate and capital markets), regulatory compliance and legal, strategic, reputation, operational, information technology, and cybersecurity.

For a full discussion of these risks, see the Enterprise Risk Management section in Management's Discussion and Analysis in First Financial’s 2025 Annual Report on Form 10-K. The sections that follow provide additional discussion related to credit risk and market risk.

CREDIT RISK

Credit risk represents the risk of loss due to failure of a customer or counterparty to meet its financial obligations in accordance with contractual terms. First Financial manages credit risk through its underwriting and ongoing administration practices, periodically reviewing and approving its credit exposures using credit policies and guidelines approved by the Board of Directors. Quarterly independent loan review and CRM coverage assessments are performed, with risk ratings, loan downgrades, and policy exceptions tracked in the CRM scorecard, in alignment with internal policies and regulatory guidance.

MARKET RISK

Market risk is the risk of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates, foreign exchange rates and equity prices. The primary sources of market risk for First Financial are interest rate risk and liquidity risk.

Interest rate risk. Interest rate risk is the risk to earnings and the value of the Company's equity arising from changes in market interest rates. Interest rate risk arises in the normal course of business to the extent that there is a divergence between the amount of interest-earning assets and the amount of interest-bearing liabilities that are prepaid, withdrawn, re-priced or mature in specified periods. First Financial seeks to achieve consistent growth in net interest income and equity while managing volatility from shifts in market interest rates, while operating within acceptable limits established for interest rate risk and maintaining adequate levels of funding and liquidity.

Potential cash flows, sales, or replacement value of many of our assets and liabilities, especially those that earn or pay interest, are sensitive to changes in the general level of interest rates. This interest rate risk arises primarily from the Company's normal business activities of gathering deposits and extending loans. Many factors affect our exposure to changes in interest rates, such as general economic and financial conditions, client preferences, historical pricing relationships, and re-pricing characteristics of financial instruments. The Company's earnings can also be affected by the monetary and fiscal policies of the U.S. Government and its agencies, particularly the FRB.

In managing interest rate risk, the Company establishes guidelines and strategies for asset and liability management, including measurement of short and long-term sensitivities to changes in interest rates, through its Balance Sheet Strategies and ALCO, which is comprised of senior officers from the treasury, risk management, credit administration, finance and lending areas. These guidelines and strategies are also reviewed with the Capital Markets Committee of the Board of Directors.

First Financial monitors its interest rate risk position using income simulation models and EVE sensitivity analyses that capture both short-term and long-term interest rate risk exposure. Income simulation involves forecasting NII under a variety of interest rate scenarios. EVE is calculated by discounting the cash flows for all balance sheet instruments under different interest rate scenarios. First Financial uses EVE sensitivity analysis to understand the impact of changes in interest rates on long-term cash flows, income and capital. For both NII and EVE modeling, First Financial leverages instantaneous parallel shocks to evaluate interest rate risk exposure across rising and falling rate scenarios. Additional scenarios evaluated include various non-parallel yield curve twists.

First Financial’s interest rate risk models are based on the contractual and assumed cash flows and repricing characteristics for the Company’s assets, liabilities and off-balance sheet exposure. A number of assumptions are also incorporated into the interest rate risk models, including prepayment behaviors and repricing spreads for assets in addition to attrition and repricing rates for liabilities. Assumptions are primarily derived from behavior studies of the Company’s historical client base and are continually refined. Modeling the sensitivity of NII and EVE to changes in market interest rates is highly dependent on the assumptions incorporated into the modeling process.

Non-maturity deposit modeling is particularly dependent on the assumption for repricing sensitivity known as a beta. Beta is the amount by which First Financial’s interest bearing non-maturity deposit rates will increase when short-term interest rates rise. The Company utilized a weighted average deposit beta of 47% in its interest rate risk modeling as of June 30, 2026. First Financial also includes an assumption for the migration of non-maturity deposit balances into CDs and money markets for all upward rate scenarios beginning with the +100 bps scenario, thereby increasing deposit costs and reducing asset sensitivity.

Presented below is the estimated impact on First Financial’s NII and EVE position as of June 30, 2026, assuming immediate, parallel shifts in interest rates:

% Change from base case for immediate parallel changes in rates -100 bps +100 bps +200 bps
NII-Year 1 (3.37)% 2.31% 4.13%
NII-Year 2 (4.96)% 2.81% 5.07%
EVE (1.93)% 0.10% (0.13)%

“Risk-neutral” refers to the absence of a strong bias toward either asset or liability sensitivity. “Asset sensitivity” is when a company's interest-earning assets reprice more quickly or in greater quantities than interest-bearing liabilities. Conversely, “liability sensitivity” is when a company's interest-bearing liabilities reprice more quickly or in greater quantities than interest-earning assets. In a rising interest rate environment, asset sensitivity results in higher net interest income while liability sensitivity results in lower net interest income. In a declining interest rate environment, asset sensitivity results in lower net interest income while liability sensitivity results in higher net interest income.

The projected results for NII and EVE reflect an asset sensitive position. Deposit growth remains concentrated in rate sensitive product types and is modestly decreasing asset sensitivity. Variances in the sensitivity between up and down scenarios are driven by an assumed compositional shift in the funding makeup of the rate scenarios. First Financial continues to manage its balance sheet with a bias toward asset sensitivity while simultaneously balancing the potential earnings impact of this strategy.

First Financial continually evaluates the sensitivity of its interest rate risk position to modeling assumptions. The following table reflects First Financial’s estimated NII sensitivity profile as of June 30, 2026 assuming a 25% increase and a 25% reduction to the beta assumption on managed rate deposits:

Beta sensitivity (% change from base) +100 BP Beta 25% lower Beta 25% higher +200 BP Beta 25% lower Beta 25% higher
NII-Year 1 3.81% 0.81% 5.66% 2.60%
NII-Year 2 4.26% 1.35% 6.55% 3.59%

See the Net Interest Income section of Management’s Discussion and Analysis for further discussion.

Liquidity risk. Liquidity risk is the potential that an entity will be unable to meet its obligations as they come due because of an inability to liquidate assets, or obtain funding or that it cannot easily unwind or offset exposures without significantly lowering market prices because of inadequate market depth or market disruptions. Management focuses on maintaining and enhancing liquidity by maximizing collateral-based liquidity availability. First Financial manages liquidity in relation to the trend and stability of deposits; degree and reliance on short-term, volatile sources of funds, including any undue reliance on borrowings or brokered deposits to fund longer-term assets. Management identifies, measures, monitors and manages liquidity while seeking to maintain diversification of funding sources, both on- and off-balance-sheet.

Management, including the Balance Sheet Strategies and ALCO, monitors liquidity through a regular review of asset and liability maturities, funding sources, and loan and deposit forecasts. The Company continually refines and updates its liquidity risk management processes, such as refining the contingency funding plan, meeting frequently, and securing additional contingent borrowing capacity. The Company maintains strategic and contingency liquidity plans to ensure sufficient available funding to satisfy requirements for balance sheet growth, properly manage capital market funding sources and to address unexpected liquidity requirements.

Management closely monitors the usage of excess business deposits, the balance of personal deposits and the broader macroeconomic environment. This monitoring includes consideration of various metrics and establishment of internal thresholds related to the composition of the balance sheet, borrowings and liquidity. Balance sheet composition metrics reviewed include the loan to deposit, loans to total assets and core deposits to total assets ratios among others. Borrowing composition monitoring includes, but is not limited to, consideration of borrowing capacity as a percentage of total assets, brokered CDs as a percentage of total assets and Fed funds lines to total assets. Liquidity composition ratios include remaining liquidity to total assets, and tier 1 liquidity sources as a percentage of both 30 and 90 day maturing liabilities, among others. As of June 30, 2026, all metrics reviewed were within the Company's policy limits.

The Company utilizes its contingency funding plan to assess the ability of the Company to successfully navigate significant liquidity events. The contingency funding plan considers various sources of liquidity, including loan and deposit growth rates, decreasing access to secured and unsecured wholesale funding sources and declining financial performance, to determine First Financial’s ability to meet liquidity requirements over certain time horizons and in certain stress scenarios. The contingency funding plan also includes the process for creating a CFTF. During a liquidity crisis, the CFTF, via the Balance Sheet Strategies and ALCO, would assess and identify key mitigation strategies needed for addressing a liquidity crisis. These mitigation strategies would be assigned to appropriate personnel for implementation with established targets and reporting requirements. Typical mitigation strategies would include, but not be limited to, curtailing loan originations, pricing options for stabilizing/growing deposits, options for expanding wholesale funding sources and asset liquidation options.

For further discussion of the Company's liquidity, please see the Liquidity section within Management's Discussion and Analysis.

CRITICAL ACCOUNTING ESTIMATES

First Financial’s Consolidated Financial Statements are prepared based on the application of the Company's accounting policies. These policies require the reliance on estimates and assumptions which are inherently subjective and may be susceptible to significant change. Changes in underlying factors, assumptions or estimates could have a material impact on First Financial’s future financial condition and results of operations. In management’s opinion, some of these estimates and assumptions have a more significant impact than others on First Financial’s financial reporting. For First Financial, these estimates and assumptions include accounting for the ACL - loans and leases, goodwill and income taxes. The estimates and assumptions are discussed in detail in the Critical Accounting Estimates section of Management’s Discussion and Analysis in First Financial’s 2025 Annual Report. There were no changes to the accounting estimates and assumptions for the ACL, goodwill or income taxes during the six months ended June 30, 2026.

ACCOUNTING AND REGULATORY MATTERS

Note 2 - Recently Adopted and Issued Accounting Standards in the Notes to Consolidated Financial Statements discusses new accounting standards adopted by First Financial in 2026 and 2025, as well as the expected impact of accounting standards issued but not yet adopted. To the extent the adoption of new accounting standards materially affects financial condition, results of operations or liquidity, the impacts are discussed in the applicable Notes to the Consolidated Financial Statements and sections of Management’s Discussion and Analysis.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this quarterly report which are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are often characterized by the use of qualifying words (and their derivatives) such as “may,” “will,” “anticipates,” “could,” “should,” “would,” “believes,” “contemplates,” “likely,” “expects,” “estimates,” “continues,” “plans,” “projects” and “intends,” as well as words of similar meaning, other similar expressions or statements concerning opinions or judgments of the Company about future events are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to, statements we make about (i) our future operating or financial performance, including revenues, income or loss and earnings or loss per share, (ii) future common stock dividends, (iii) our capital structure, including future capital levels, (iv) our plans, objectives and strategies, and (v) the assumptions that underlie our forward-looking statements.

As with any forecast or projection, forward-looking statements are subject to inherent uncertainties, risks and changes in circumstances that may cause actual results to differ materially from those set forth in the forward-looking statements. Forward-looking statements are not historical facts but instead express only management’s beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management’s control. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing business and operations, there can be no assurance that actual results will not differ materially from any projected future results expressed or implied by such forward-looking statements. It is possible that actual results and outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. Important factors that could cause actual results to differ materially from those in our forward-looking statements include, among others, the following:

  • economic, market, liquidity, credit, interest rate, operational and technological risks associated with the Company’s business;
  • future credit quality and performance, including, but not limited to, our expectations regarding future loan losses and our allowance for credit losses;
  • the effect of and changes in policies and laws or regulatory agencies, including, but not limited to, the Dodd-Frank Wall Street Reform and Consumer Protection Act and other legislation and regulation relating to the banking industry;
  • management’s ability to effectively execute its business plans;
  • mergers and acquisitions, including, but not limited to, the agreement to acquire Finward Bancorp, as reported by the Company on our Form 8-K filed on July 21, 2026 (the “Finward Transaction”), and the costs or difficulties related to the consummation of mergers and acquisitions and the integration of acquired companies;
  • costs related to the pursuit of mergers and acquisitions, including, but not limited to, the agreement to acquire Finward Bancorp (the “Merger Agreement”), as announced by the Company on our Form 8-K filed on July 21, 2026;
  • the occurrence of any event, change or other circumstances, including, but not limited to, the ability to obtain regulatory approvals or shareholder approvals, the result of which could cause the parties not to consummate the Finward Transaction;
  • the possibility that such costs or difficulties related to the mergers and acquisitions are greater than anticipated;
  • the possibility that any of the anticipated benefits of the Company’s merger and acquisition activities, including, but not limited to, the transaction activities contemplated by the Finward Transaction, will not be realized or will not be realized within the expected time period;
  • risks relating to the potential dilutive effect of shares of the Company’s common stock proposed to be issued in the Finward Transaction;
  • the effect of changes in accounting policies and practices;
  • changes in consumer spending, borrowing and saving and changes in unemployment;
  • changes in customers’ performance and creditworthiness;
  • the costs and effects of litigation and of unexpected or adverse outcomes in such litigation;
  • current and future economic and market conditions, including, but not limited to, the effects of changes in housing prices, fluctuations in unemployment rates, U.S. fiscal debt, budget and tax matters, geopolitical matters, trade and tariff policies, and any slowdown in global economic growth;
  • our capital and liquidity requirements (including, but not limited to, under regulatory capital standards, such as the Basel III capital standards) and our ability to generate capital internally or raise capital on favorable terms;
  • financial services reform and other current, pending or future legislation or regulation that could have a negative effect on our revenue and businesses, including, but not limited to, the Dodd-Frank Act and other legislation and regulation relating to bank products and services;
  • the effect of the current interest rate environment or changes in interest rates or in the level or composition of our assets or liabilities on our net interest income, net interest margin and our mortgage originations, mortgage servicing rights and mortgage loans held for sale;
  • the effect of a fall in stock market prices on our brokerage, asset and wealth management businesses;
  • a failure in or breach of our operational or security systems or infrastructure, or those of our third-party vendors or other service providers, including, but not limited to, as a result of cyber attacks;
  • the effect of changes in the level of checking or savings account deposits on our funding costs and net interest margin;
  • our ability to develop and execute effective business plans and strategies.

These factors are not necessarily all of the factors that could cause the Company’s actual results, performance or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other factors, including unknown or unpredictable factors, also could harm the results of the Company. Additional factors that may cause our actual results to differ materially from those described in our forward-looking statements can be found in our Form 10-K for the year ended December 31, 2025, as well as our other filings with the SEC, which are available on the SEC website at www.sec.gov (http://www.sec.gov).

All forward-looking statements included in this quarterly report are made as of the date hereof and are based on information available at the time of the filing. The Company does not assume or undertake any obligation to update or clarify any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.

Market risk

As filed, 212 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The information contained in “Item 2-Management’s Discussion and Analysis of Financial Condition and Results of Operations—Market Risk” of this report is incorporated herein by reference in response to this item.

Controls and procedures

As filed, 1,980 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Disclosure Controls and Procedures

Management is responsible for establishing and maintaining effective disclosure controls and procedures, as defined under

Rule 13a-15 of the Securities Exchange Act of 1934, that are designed to cause the material information required to be disclosed by First Financial in the reports it files or submits under the Securities Exchange Act of 1934 to be recorded, processed, summarized, and reported to the extent applicable within the time periods required by the Securities and Exchange Commission’s rules and forms. In designing and evaluating the disclosure controls and procedures, management recognized that a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

As of the end of the period covered by this report, First Financial performed an evaluation under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Rule 13a-15 of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in First Financial's internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, First Financial's internal control over financial reporting.

Risk factors

As filed, 440 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

There are a number of factors that may adversely affect the Company's business, financial results, or stock price. See "Risk Factors" as disclosed in response to "Item 1A. to Part I - Risk Factors" of Form 10-K for the year ended December 31, 2025.

There have been no material changes from the risk factors previously disclosed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2026-06-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Income tax3 months2026-04-01 to 2026-06-30$18.0mus-gaap:IncomeTaxExpenseBenefit
Income tax6 months2026-01-01 to 2026-06-30$37.1mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2026-04-01 to 2026-06-30$76.5mus-gaap:NetIncomeLoss
Net income6 months2026-01-01 to 2026-06-30$150.9mus-gaap:NetIncomeLoss
Diluted EPS3 months2026-04-01 to 2026-06-30$0.73us-gaap:EarningsPerShareDiluted
Diluted EPS6 months2026-01-01 to 2026-06-30$1.44us-gaap:EarningsPerShareDiluted
Basic EPS3 months2026-04-01 to 2026-06-30$0.74us-gaap:EarningsPerShareBasic
Basic EPS6 months2026-01-01 to 2026-06-30$1.45us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2026-04-01 to 2026-06-30104,936,741 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Diluted shares (weighted)6 months2026-01-01 to 2026-06-30104,776,961 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow6 months2026-01-01 to 2026-06-30$580.3mus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure6 months2026-01-01 to 2026-06-30$23.8mus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Dividends paid6 months2026-01-01 to 2026-06-30$52.9mus-gaap:PaymentsOfDividendsCommonStock
Total assetsAt period end2026-06-30$22.44bnus-gaap:Assets
Total liabilitiesAt period end2026-06-30$19.45bnus-gaap:Liabilities
Long-term debtAt period end2026-06-30$382.6mus-gaap:LongTermDebt
Short-term borrowingsAt period end2026-06-30$609.5mus-gaap:ShortTermBorrowings
Shareholders' equityAt period end2026-06-30$2.99bnus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0000708955-26-000144. Last ingested by Listed: Oct 29, 2026, 04:32 ET. Listed shows no prices and gives no investment advice.