QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2026
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 001-39442
WESBANCO, INC.
(Exact name of Registrant as specified in its charter)
West Virginia
55-0571723
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
1 Bank Plaza, Wheeling, WV
26003
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: 304-234-9000
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock $2.0833 Par Value
WSBC
Nasdaq Global Select Market
Depositary Shares (each representing 1/40th interest in a share of 7.375% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B)
WSBCO
Nasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☑
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
As of October 22, 2026, there were 95,985,127 shares of Wesbanco, Inc. common stock, $2.0833 par value, outstanding.
Generally Accepted Accounting Principles in the United States of America
HFS
Held for sale
HTM
Held-to-maturity
ICS®
Insured Cash Sweep
LGD
Loss given default
OREO
Other real estate owned
PCD
Purchased credit deteriorated
PD
Probability of default
PFC
Premier Financial Corp.
SEC
Securities and Exchange Commission
TSR
Total shareholder return
VIE
Variable interest entity
3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
WESBANCO, INC. CONSOLIDATED BALANCE SHEETS
September 30,
December 31,
(unaudited, in thousands, except shares)
2026
2025
ASSETS
Cash and due from banks (interest bearing amounts of $766,391and $751,249, respectively)
$
978,860
$
956,109
Securities:
Equity securities, at fair value
18,303
30,809
Available-for-sale debt securities, at fair value
3,353,692
3,288,332
Held-to-maturity debt securities (fair values of $924,203and $1,035,957, respectively)
1,094,139
1,132,114
Allowance for credit losses, held-to-maturity debt securities
(169
)
(168
)
Net held-to-maturity debt securities
1,093,970
1,131,946
Total securities
4,465,965
4,451,087
Loans held for sale (includes $37,545 and $87,454 measured at fair value)
56,707
87,454
Portfolio loans, net of unearned income
19,900,551
19,226,432
Allowance for credit losses - loans
(214,558
)
(218,749
)
Net portfolio loans
19,685,993
19,007,683
Premises and equipment, net
257,389
263,240
Accrued interest receivable
106,182
106,651
Goodwill and other intangible assets, net
1,701,962
1,723,385
Bank-owned life insurance
565,096
557,512
Other assets
647,905
543,212
Total Assets
$
28,466,059
$
27,696,333
LIABILITIES
Deposits:
Non-interest bearing demand
$
5,235,283
$
5,376,767
Interest bearing demand
5,463,872
5,186,880
Money market
5,143,236
5,072,039
Savings deposits
3,263,193
3,157,782
Certificates of deposit
2,506,919
2,875,372
Total deposits
21,612,503
21,668,840
Federal Home Loan Bank borrowings
1,950,000
1,200,000
Other short-term borrowings
113,800
110,679
Subordinated debt and junior subordinated debt
308,991
308,529
Total borrowings
2,372,791
1,619,208
Accrued interest payable
21,363
19,150
Other liabilities
376,278
357,222
Total Liabilities
24,382,935
23,664,420
SHAREHOLDERS' EQUITY
Preferred stock, no par value, 1,000,000 shares authorized; 230,000 shares 7.375% non-cumulative perpetual preferred stock, Series B, liquidation preference $230.0 million, issued and outstanding at both September 30, 2026 and December 31, 2025
224,187
224,187
Common stock, $2.0833 par value;200,000,000shares authorized; 96,191,910 and96,067,559 shares issued; 95,984,127 and 96,067,559 shares outstanding at September 30, 2026 and December 31, 2025, respectively
200,396
200,137
Capital surplus
2,502,142
2,490,440
Retained earnings
1,401,585
1,252,765
Treasury stock (207,783 and 0 shares - at cost, respectively)
(7,119
)
—
Accumulated other comprehensive loss
(235,699
)
(133,320
)
Deferred benefits for directors
(2,368
)
(2,296
)
Total Shareholders' Equity
4,083,124
4,031,913
Total Liabilities and Shareholders' Equity
$
28,466,059
$
27,696,333
See Notes to Consolidated Financial Statements.
4
WESBANCO, INC. CONSOLIDATED STATEMENTS OF INCOME
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands, except shares and per share amounts)
2026
2025
2026
2025
INTEREST AND DIVIDEND INCOME
Loans, including fees
$
298,089
$
295,482
$
866,993
$
803,994
Interest and dividends on securities:
Taxable
33,223
31,483
96,749
84,797
Tax-exempt
4,841
4,692
14,498
13,837
Total interest and dividends on securities
38,064
36,175
111,247
98,634
Other interest income
8,395
11,229
24,982
29,872
Total interest and dividend income
344,548
342,886
1,003,222
932,500
INTEREST EXPENSE
Interest bearing demand deposits
31,134
31,351
91,070
91,132
Money market deposits
35,873
38,249
101,676
95,672
Savings deposits
11,350
9,577
32,497
25,606
Certificates of deposit
19,683
23,554
62,863
63,553
Total interest expense on deposits
98,040
102,731
288,106
275,963
Federal Home Loan Bank borrowings
15,103
17,337
36,808
47,056
Other short-term borrowings
555
766
1,719
2,703
Subordinated debt and junior subordinated debt
3,973
5,336
12,150
14,774
Total interest expense
117,671
126,170
338,783
340,496
NET INTEREST INCOME
226,877
216,716
664,439
592,004
Provision for credit losses
8,661
2,082
16,949
74,183
Net interest income after provision for credit losses
218,216
214,634
647,490
517,821
NON-INTEREST INCOME
Trust fees
9,666
8,987
29,938
27,342
Service charges on deposits
12,263
11,163
34,769
30,233
Digital banking income
7,476
7,324
21,485
20,053
Net swap fee and valuation income
4,857
3,231
9,054
4,937
Net securities brokerage revenue
3,267
2,961
10,408
9,010
Bank-owned life insurance
4,311
3,765
12,439
10,643
Mortgage banking income
123
1,898
2,096
5,402
Net securities (losses) gains
(151
)
1,210
1,480
2,302
Net gains on other real estate owned and other assets
194
329
2,776
400
Other income
3,860
3,996
16,883
13,164
Total non-interest income
45,866
44,864
141,328
123,486
NON-INTEREST EXPENSE
Salaries and wages
69,079
60,583
199,444
169,314
Employee benefits
14,853
18,040
51,613
49,867
Net occupancy
7,927
8,819
24,320
24,716
Equipment and software
15,613
16,310
46,930
46,500
Marketing
4,965
2,979
8,763
7,225
FDIC insurance
4,631
5,820
13,582
15,487
Amortization of intangible assets
7,122
8,425
21,423
21,853
Restructuring and merger-related expense
730
11,383
5,446
72,449
Other operating expenses
25,947
23,829
75,135
69,278
Total non-interest expense
150,867
156,188
446,656
476,689
Income before provision for income taxes
113,215
103,310
342,162
164,618
Provision for income taxes
23,710
19,737
71,345
32,623
Net income
89,505
83,573
270,817
131,995
Preferred stock dividends
4,240
2,531
12,721
7,594
Net income available to common shareholders
$
85,265
$
81,042
$
258,096
$
124,401
EARNINGS PER COMMON SHARE
Basic
$
0.89
$
0.84
$
2.69
$
1.39
Diluted
$
0.88
$
0.84
$
2.67
$
1.39
AVERAGE COMMON SHARES OUTSTANDING
Basic
95,950,360
95,995,174
96,027,044
89,593,739
Diluted
96,632,946
96,116,617
96,548,165
89,718,706
DIVIDENDS DECLARED PER COMMON SHARE
$
0.38
$
0.37
$
1.14
$
1.11
See Notes to Consolidated Financial Statements.
5
WESBANCO, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands)
2026
2025
2026
2025
Net income
$
89,505
$
83,573
$
270,817
$
131,995
Debt securities available-for-sale:
Net change in unrealized (losses) gains on debt securities available-for-sale
(106,627
)
33,074
(131,047
)
94,632
Related income tax effect
24,608
(7,710
)
30,242
(23,703
)
Net securities gains reclassified into earnings
(62
)
(55
)
(200
)
(104
)
Related income tax effect
14
16
46
31
Amortization of state tax rate adjustment reclassified to earnings
(243
)
(209
)
(730
)
(477
)
Net effect on other comprehensive (loss) income for the period
(82,310
)
25,116
(101,689
)
70,379
Defined benefit plans:
Amortization of net gain and prior service costs
(302
)
(186
)
(896
)
(552
)
Related income tax effect
70
45
206
136
Net effect on other comprehensive (loss) income for the period
(232
)
(141
)
(690
)
(416
)
Total other comprehensive (loss) income
(82,542
)
24,975
(102,379
)
69,963
Comprehensive income
$
6,963
$
108,548
$
168,438
$
201,958
See Notes to Consolidated Financial Statements.
6
WESBANCO, INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
For the Three Months Ended September 30, 2026 and 2025
Accumulated
Preferred
Common Stock
Other
Deferred
(unaudited, in thousands, except
Stock
Shares
Capital
Retained
Treasury
Comprehensive
Benefits for
shares and per share amounts)
Amount
Outstanding
Amount
Surplus
Earnings
Stock
Income (Loss)
Directors
Total
June 30, 2026
$
224,187
95,869,209
$
200,396
$
2,498,629
$
1,352,870
$
(10,924
)
$
(153,157
)
$
(2,316
)
$
4,109,685
Net income
—
—
—
—
89,505
—
—
—
89,505
Other comprehensive loss
—
—
—
—
—
—
(82,542
)
—
(82,542
)
Comprehensive income
—
—
—
—
—
—
—
—
6,963
Common dividends declared ($0.38 per share)
—
—
—
—
(36,213
)
—
—
—
(36,213
)
Preferred dividends declared ($18.436 per share)
—
—
—
—
(4,240
)
—
—
—
(4,240
)
Stock issued for dividend reinvestment
—
10,196
—
—
(337
)
337
—
—
—
Treasury shares acquired
—
(2,116
)
—
—
—
(84
)
—
—
(84
)
Stock options exercised
—
106,838
—
(124
)
—
3,552
—
—
3,428
Stock compensation expense
—
—
—
3,617
—
—
—
—
3,617
Deferred benefits for directors - net
—
—
—
20
—
—
—
(52
)
(32
)
September 30, 2026
$
224,187
95,984,127
$
200,396
$
2,502,142
$
1,401,585
$
(7,119
)
$
(235,699
)
$
(2,368
)
$
4,083,124
June 30, 2025
$
144,484
95,986,023
$
199,967
$
2,485,458
$
1,165,058
$
—
$
(173,644
)
$
(2,103
)
$
3,819,220
Net income
—
—
—
—
83,573
—
—
—
83,573
Other comprehensive income
—
—
—
—
—
—
24,975
—
24,975
Comprehensive income
—
—
—
—
—
—
—
—
108,548
Common dividends declared ($0.37 per share)
—
—
—
—
(35,229
)
—
—
—
(35,229
)
Preferred dividends declared ($16.875 per share)
—
—
—
—
(2,531
)
—
—
—
(2,531
)
Issuance of preferred stock, net of issuance costs
224,383
—
—
—
—
—
—
—
224,383
Stock issued for dividend reinvestment
—
23,297
48
—
(48
)
—
—
—
—
Treasury shares acquired
—
(7,273
)
—
—
—
(242
)
—
—
(242
)
Stock options exercised
—
9,250
4
11
—
242
—
—
257
Restricted stock granted
—
32,925
69
(69
)
—
—
—
—
—
Stock compensation expense
—
—
—
2,152
—
—
—
—
2,152
Deferred benefits for directors - net
—
—
—
12
—
—
—
(43
)
(31
)
September 30, 2025
$
368,867
96,044,222
$
200,088
$
2,487,564
$
1,210,823
$
—
$
(148,669
)
$
(2,146
)
$
4,116,527
7
For the Nine Months Ended September 30, 2026 and 2025
Accumulated
Preferred
Common Stock
Other
Deferred
(unaudited, in thousands, except
Stock
Shares
Capital
Retained
Treasury
Comprehensive
Benefits for
shares and per share amounts)
Amount
Outstanding
Amount
Surplus
Earnings
Stock
Income (Loss)
Directors
Total
December 31, 2025
$
224,187
96,067,559
$
200,137
$
2,490,440
$
1,252,765
$
—
$
(133,320
)
$
(2,296
)
$
4,031,913
Net income
—
—
—
—
270,817
—
—
—
270,817
Other comprehensive loss
—
—
—
—
—
—
(102,379
)
—
(102,379
)
Comprehensive income
—
—
—
—
—
—
—
—
168,438
Common dividends declared ($1.14 per share)
—
—
—
—
(108,594
)
—
—
—
(108,594
)
Preferred dividends declared ($18.436 per share)
—
—
—
—
(12,721
)
—
—
—
(12,721
)
Stock issued for dividend reinvestment
—
29,782
20
—
(682
)
662
—
—
—
Treasury shares acquired
—
(384,941
)
—
295
—
(12,994
)
—
—
(12,699
)
Stock options exercised
—
216,538
132
1,262
—
5,091
—
—
6,485
Restricted stock granted
—
55,189
107
(229
)
—
122
—
—
—
Stock compensation expense
—
—
—
10,457
—
—
—
—
10,457
Deferred benefits for directors - net
—
—
—
(83
)
—
—
—
(72
)
(155
)
September 30, 2026
$
224,187
95,984,127
$
200,396
$
2,502,142
$
1,401,585
$
(7,119
)
$
(235,699
)
$
(2,368
)
$
4,083,124
December 31, 2024
$
144,484
66,919,805
$
156,985
$
1,809,679
$
1,192,091
$
(292,244
)
$
(218,632
)
$
(2,082
)
$
2,790,281
Net income
—
—
—
—
131,995
—
—
—
131,995
Other comprehensive income
—
—
—
—
—
—
69,963
—
69,963
Comprehensive income
—
—
—
—
—
—
—
—
201,958
Common dividends declared ($1.11 per share)
—
—
—
—
(105,622
)
—
—
—
(105,622
)
Preferred dividends declared ($16.875 per share)
—
—
—
—
(7,593
)
—
—
—
(7,593
)
Stock issued for PFC acquisition
—
28,738,104
42,326
673,826
—
291,693
—
—
1,007,845
Issuance of preferred stock, net of issuance costs
224,383
—
—
—
—
—
—
—
224,383
Issuance of common stock for dividend reinvestment
—
23,297
48
—
(48
)
—
—
—
—
Treasury shares acquired
—
(70,433
)
—
325
—
(2,305
)
—
—
(1,980
)
Stock options exercised
—
41,132
14
(261
)
—
1,297
—
—
1,050
Restricted stock granted
—
392,317
715
(2,274
)
—
1,559
—
—
—
Stock compensation expense
—
—
—
6,336
—
—
—
—
6,336
Deferred benefits for directors - net
—
—
—
(67
)
—
—
—
(64
)
(131
)
September 30, 2025
$
368,867
96,044,222
$
200,088
$
2,487,564
$
1,210,823
$
—
$
(148,669
)
$
(2,146
)
$
4,116,527
See Notes to Consolidated Financial Statements.
8
WESBANCO, INC. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30,
(unaudited, in thousands)
2026
2025
NET CASH PROVIDED BY OPERATING ACTIVITIES
$
297,553
$
195,506
INVESTING ACTIVITIES
Net increase in loans held for investment
(644,811
)
(345,726
)
Available-for-sale debt securities:
Proceeds from sales
22,337
876,893
Proceeds from maturities, prepayments and calls
562,824
431,025
Purchases of securities
(770,362
)
(1,083,134
)
Held-to-maturity debt securities:
Proceeds from maturities, prepayments and calls
38,337
32,557
Purchases of securities
(1,081
)
(31,429
)
Purchases of premises and equipment – net
(17,829
)
(13,077
)
Net cash received from PFC acquisition
—
200,454
Sale of portfolio loans - net
—
73,893
Proceeds from bank owned life insurance
4,855
3,013
Other-net
(34,866
)
—
Net cash (used in) provided by investing activities
(840,596
)
144,469
FINANCING ACTIVITIES
(Decrease) increase in deposits
(55,598
)
286,046
Proceeds from Federal Home Loan Bank borrowings
1,850,000
1,175,000
Repayment of Federal Home Loan Bank borrowings
(1,100,000
)
(1,400,000
)
Increase (decrease) in other short-term borrowings
3,121
(78,572
)
Principal repayments of finance lease obligations
(3,569
)
(3,290
)
Dividends paid to common shareholders
(109,225
)
(94,918
)
Dividends paid to preferred shareholders
(12,721
)
(7,594
)
Issuance of preferred stock, net of issuance costs
—
224,383
Issuance of common stock
1,748
159
Treasury shares purchased - net
(7,962
)
(1,089
)
Net cash provided by financing activities
565,794
100,125
Net increase in cash, cash equivalents and restricted cash
22,751
440,100
Cash, cash equivalents and restricted cash at beginning of the period
956,109
568,137
Cash, cash equivalents and restricted cash at end of the period
$
978,860
$
1,008,237
SUPPLEMENTAL DISCLOSURES
Interest paid on deposits and other borrowings
$
336,847
$
338,662
Income taxes paid
36,892
21,850
Transfers of loans to other real estate owned
1,027
299
Transfer of loans held for sale to loans held for investment
36,509
—
Transfer of loans held for investment to loans held for sale
19,162
—
Non-cash transactions related to the PFC acquisition
—
1,007,845
See Notes to Consolidated Financial Statements.
9
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying unaudited interim financial statements of Wesbanco, Inc. and its consolidated subsidiaries (“Wesbanco” or the "Company") have been prepared in accordance with GAAP for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. These statements update, and should be read with, the audited consolidated financial statements in our 2025 Annual Report on Form 10-K filed with the SEC on March 2, 2026 (the "2025 Form 10-K"). They do not include all of the information and footnotes required for complete annual financial statements.
Our significant accounting policies are disclosed in Note 1, "Summary of Significant Accounting Policies" of our 2025 Form 10-K. The interim financial statements follow those policies, as supplemented below and reflecting the adoption described below. In management's opinion, these statements reflect all adjustments, including normal recurring adjustments, necessary to present fairly our financial position and results of operations for the periods presented. Interim results are not necessarily indicative of the results for the full year.
Loans Held for Sale
Loans transferred from held for investment to HFS for which the fair value option has not been elected are carried at the lower of amortized cost basis or fair value. Loans originated for sale under the fair value option continue to be carried at fair value.
Recently Adopted Accounting Standards
On January 1, 2026, we adoptedASU 2025-05, Financial Instruments - Credit Losses (Topic 326), and elected the practical expedient for estimating expected credit losses on in-scope current accounts receivable and contract assets arising under Topic 606. The guidance does not apply to our loans and adoption did not have a material effect on our consolidated financial statements, including the ACL.
Recently Issued Accounting Standards
Purchased Loans (ASU 2025-08). This guidance extends the gross-up approach to purchased seasoned loans. The initial allowance for credit losses is added to the loan's amortized cost basis rather than recognized as acquisition-date credit loss expense. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods, and applies prospectively to loans acquired on or after adoption. Early adoption is permitted. Adoption is not expected to have a material effect on our consolidated financial statements; the effect on future acquisitions will depend on the loans acquired.
Disaggregation of Income Statement Expenses (ASU 2024-03, as amended by ASU 2025-01). This guidance requires additional note disclosures disaggregating specified costs within relevant income statement expense captions. It is effective for annual periods beginning after December 15, 2026 and interim periods within annual periods beginning after December 15, 2027. Early adoption is permitted, and prospective or retrospective application is allowed. We expect additional expense disclosures, but no effect on recognition or measurement of expenses. The guidance does not require changes to expense captions on the face of the income statement.
Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06). This guidance removes the project-stage model for capitalizing internal-use software costs and is effective for annual periods beginning after December 15, 2027, including interim periods. Early adoption is permitted. We are currently evaluating the effect of adoption on our consolidated financial statements.
We also evaluated Derivative Scope and Share-Based Consideration (ASU 2025-07), Hedge Accounting Improvements (ASU 2025-09), Accounting for Government Grants (ASU 2025-10),Interim Reporting: Narrow-Scope Improvements (ASU 2025-11) and Codification Improvements (ASU 2025-12). Adoption of these standards is not expected to have a material effect on our consolidated financial statements. ASUs 2025-07, 2025-09 and 2025-12 are effective for annual periods beginning after December 15, 2026; ASU 2025-11 is effective for interim periods within annual periods beginning after December 15, 2027; and ASU 2025-10 is effective for annual periods beginning after December 15, 2028. Early adoption is permitted for each standard.
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NOTE 2. EARNINGS PER COMMON SHARE
Basic EPS is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding.
Diluted EPS is calculated by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding, adjusted for the dilutive effect of potential common shares issuable for stock options, TSRs, and restricted shares as calculated using the treasury stock method. Adjustments to the weighted average number of shares of common stock outstanding are made only when such adjustments dilute EPS. As of September 30, 2026 and 2025, the potential common shares issuable included in diluted shares outstanding consist of stock options that have an exercise price less than the market price as well as TSR and performance-based restricted shares that are estimated to be awarded as performance targets were met as of the end of the period. The 2026 diluted shares outstanding also include time-based restricted stock units granted in 2026.
The following table sets forth the computation of basic and diluted EPS.
Table 1: Earnings Per Common Share
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands, except shares and per share amounts)
2026
2025
2026
2025
Numerator for both basic and diluted earnings per common share:
Net income available to common shareholders
$
85,265
$
81,042
$
258,096
$
124,401
Denominator:
Total average basic common shares outstanding
95,950,360
95,995,174
96,027,044
89,593,739
Effect of dilutive stock options and other stock compensation (1)
682,586
121,443
521,121
124,967
Total diluted average common shares outstanding
96,632,946
96,116,617
96,548,165
89,718,706
Earnings per common share - basic
$
0.89
$
0.84
$
2.69
$
1.39
Earnings per common share - diluted
$
0.88
$
0.84
$
2.67
$
1.39
(1) There were 103,613 and 422,836 options to purchase shares were not included in the diluted shares computation for the nine months ended September 30, 2026 and 2025, respectively, because the exercise price was greater than the average market price of a common share; therefore, the effect would be antidilutive.
As previously disclosed, 28,738,104 shares were issued as merger consideration to complete the PFC acquisition on February 28, 2025. To accomplish this, Wesbanco used 8,421,434 shares of Treasury stock and 20,316,670 newly-issued common shares. These shares are included in the average shares outstanding beginning on February 28, 2025.
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NOTE 3. SECURITIES
The following table presents the fair value and amortized cost of AFS and HTM debt securities:
Table 2: Debt Securities Summary
September 30, 2026
December 31, 2025
(unaudited, in thousands)
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
Available-for-sale debt securities
U.S. Treasury
$
197,154
$
—
$
(444
)
$
196,710
$
196,586
$
271
$
—
$
196,857
U.S. Government sponsored entities and agencies
225,388
—
(27,660
)
197,728
243,408
212
(20,623
)
222,997
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
3,006,963
2,180
(279,896
)
2,729,247
2,771,608
15,149
(176,309
)
2,610,448
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
56,268
—
(3,618
)
52,650
66,043
233
(2,661
)
63,615
Asset backed securities
63,743
41
(183
)
63,601
69,095
45
(205
)
68,935
Obligations of states and political subdivisions
80,322
3
(6,248
)
74,077
74,738
412
(1,962
)
73,188
Corporate debt securities
39,582
509
(412
)
39,679
51,334
1,015
(57
)
52,292
Total available-for-sale debt securities
$
3,669,420
$
2,733
$
(318,461
)
$
3,353,692
$
3,472,812
$
17,337
$
(201,817
)
$
3,288,332
Held-to-maturity debt securities
U.S. Government sponsored entities and agencies
$
2,026
$
—
$
(176
)
$
1,850
$
2,341
$
—
$
(134
)
$
2,207
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
23,108
1
(2,255
)
20,854
27,014
2
(1,547
)
25,469
Obligations of states and political subdivisions
1,067,030
20
(167,517
)
899,533
1,100,788
2,137
(96,687
)
1,006,238
Corporate debt securities
1,975
—
(9
)
1,966
1,971
72
—
2,043
Total held-to-maturity debt securities (1)
$
1,094,139
$
21
$
(169,957
)
$
924,203
$
1,132,114
$
2,211
$
(98,368
)
$
1,035,957
Total debt securities
$
4,763,559
$
2,754
$
(488,418
)
$
4,277,895
$
4,604,926
$
19,548
$
(300,185
)
$
4,324,289
(1) Total HTM debt securities are presented on the Consolidated Balance Sheet net of their ACL totaling $0.2 million at September 30, 2026 and December 31, 2025.
Equity securities, of which $15.8 million and $28.2 million at September 30, 2026 and December 31, 2025, respectively, consist of investments in various mutual funds held in grantor trusts formed in connection with the Company’s deferred compensation plan, are recorded at fair value, and totaled $18.3 million and $30.8 million at September 30, 2026 and December 31, 2025, respectively.
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The following table presents the amortized cost and fair value of AFS and HTM debt securities by contractual maturity date at September 30, 2026. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay debt obligations with or without prepayment penalties. Mortgage-backed securities and collateralized mortgage obligations are classified in the table below based on their contractual maturity date; however, regular principal payments and prepayments of principal are received on a monthly basis.
Table 3: Debt Securities by Contractual Maturity Date
(unaudited, in thousands)
Within One Year
After 1 Year through 5 Years
After 5 Years through 10 Years
After 10 Years
Total
Available-for-sale debt securities:
U.S. Treasury
$
197,154
$
—
$
—
$
—
$
197,154
U.S. Government sponsored entities and agencies
2,001
87,307
43,129
92,951
225,388
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
35
26,153
287,312
2,693,463
3,006,963
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
2,029
29,958
3,889
20,392
56,268
Asset backed securities
—
—
—
63,743
63,743
Obligations of states and political subdivisions
2,046
37,938
16,924
23,414
80,322
Corporate debt securities
9,495
26,340
3,747
—
39,582
Total available-for-sale debt securities at amortized cost
$
212,760
$
207,696
$
355,001
$
2,893,963
$
3,669,420
Fair value
$
212,239
$
195,863
$
316,522
$
2,629,068
$
3,353,692
Weighted-average yield (1)
3.87
%
3.41
%
2.60
%
3.59
%
3.50
%
Held-to-maturity debt securities:
U.S. Government sponsored entities and agencies
$
—
$
1,001
$
1,025
$
—
$
2,026
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
—
1,865
4,731
16,512
23,108
Obligations of states and political subdivisions
15,236
298,819
548,776
204,199
1,067,030
Corporate debt securities
—
1,975
—
—
1,975
Total held-to-maturity debt securities at amortized cost
$
15,236
$
303,660
$
554,532
$
220,711
$
1,094,139
Fair value
$
15,127
$
282,984
$
454,488
$
171,604
$
924,203
Weighted-average yield (1)
3.86
%
3.52
%
2.79
%
3.06
%
3.06
%
(1) Weighted-average yields are based on the amortized cost with effective yields weighted for the contractual maturity of each security. Weighted-average yields on tax exempt securities have been calculated on a taxable equivalent basis using the federal statutory tax rate of 21%.
Securities with an aggregate carrying value of $2.7 billion and $2.8 billion at September 30, 2026 and December 31, 2025, respectively, were pledged as security for public and trust funds, and securities sold under agreements to repurchase. Proceeds from the sale of AFS securities for the nine months ended September 30, 2026 and 2025 totaled $22.3 million and $876.9 million, respectively. Net unrealized losses on AFS securities included in AOCI, net of tax, as of September 30, 2026 and December 31, 2025 were $241.6 million and $139.5 million, respectively.
The following table presents the gross realized gains and losses on sales and calls of AFS and HTM debt securities, as well as gains and losses on equity securities from both sales and market adjustments, for the three and nine months ended September 30, 2026 and 2025, respectively.
Table 4: Net Gains/(Losses) on Debt and Equity Securities (1)
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands)
2026
2025
2026
2025
Debt securities:
Gross realized gains
$
63
$
66
$
619
$
284
Gross realized losses
(7
)
(11
)
(425
)
(180
)
Net gains on debt securities
56
55
194
104
Equity securities:
Net unrealized (losses) gains recognized on securities still held (2)
(207
)
1,155
1,286
2,198
Net securities (losses) gains
$
(151
)
$
1,210
$
1,480
$
2,302
(1) All gains and losses presented are included in the Net securities (losses) gains line item of the Consolidated Income Statement.
(2) For equity securities related to the key officer and director deferred compensation plan, the corresponding change in the obligation to the participant is recognized in employee benefits expense.
The corporate and municipal bonds in Wesbanco’s HTM debt portfolio are analyzed quarterly to determine if an ACL is warranted. Wesbanco uses a database of historical financials of all corporate and municipal issuers and actual historic default and recovery rates on rated and non-rated transactions to estimate expected credit losses on an individual security basis. The expected credit losses are adjusted quarterly and are recorded in an ACL on the
13
Consolidated Balance Sheet, which is deducted from the amortized cost basis of the HTM portfolio as a contra asset. The losses are recorded on the Consolidated Income Statement in the provision for credit losses. Accrued interest receivable on HTM securities, which was $7.7 million and $8.2 million as of September 30, 2026 and December 31, 2025, respectively, is excluded from the estimate of credit losses. HTM investments in U.S. Government sponsored entities and agencies as well as mortgage-backed securities and collateralized mortgage obligations, which are all either issued by a direct governmental entity or a government-sponsored entity, have no historical evidence supporting expected credit losses; therefore, Wesbanco has estimated these losses at zero, and will monitor this assumption in the future for any economic or governmental policies that could affect this assumption.
The following table provides a roll-forward of the ACL on HTM securities for the nine months ended September 30, 2026 and 2025:
Table 5: ACLon HTM Securities
For the Nine Months Ended September 30, 2026 and 2025
Obligations of
states and
Corporate
political
debt
(unaudited, in thousands)
subdivisions
Securities
Total
Balance at December 31, 2025
$
155
$
13
$
168
Current period provision (1)
1
—
1
Balance at September 30, 2026
$
156
$
13
$
169
Balance at December 31, 2024
$
124
$
22
$
146
Current period provision (1)
34
1
35
Balance at September 30, 2025
$
158
$
23
$
181
(1) Total provision for credit losses on HTM securities is reported in the Consolidated Statement of Income in the provision for credit losses line item, which also includes the provision for credit losses - loans and loan commitments. For more information on the provision relating to loans and loan commitments, please see Note 4, "Loans and the Allowance for Credit Losses."
The following tables provide information on unrealized losses on AFS debt securities that have been in an unrealized loss position for less than twelve months and twelve months or more, for which an ACL has not been recorded, as of September 30, 2026 and December 31, 2025, respectively:
Table 6: Unrealized Loss and Fair Value of AFS Securities Without an ACL
September 30, 2026
Less than 12 months
12 months or more
Total
(unaudited, dollars in thousands)
Fair Value
Unrealized Losses (1)
# of Securities
Fair Value
Unrealized Losses (1)
# of Securities
Fair Value
Unrealized Losses (1)
# of Securities
U.S. Treasury
$
196,711
$
(444
)
4
$
—
$
—
—
$
196,711
$
(444
)
4
U.S. Government sponsored entities and agencies
29,183
(1,590
)
6
168,546
(26,070
)
38
197,729
(27,660
)
44
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
1,473,938
(64,171
)
332
1,148,750
(215,725
)
355
2,622,688
(279,896
)
687
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
14,508
(564
)
4
38,142
(3,054
)
16
52,650
(3,618
)
20
Asset backed securities
40,916
(151
)
8
7,689
(32
)
2
48,605
(183
)
10
Obligations of states and political subdivisions
49,921
(2,981
)
84
19,183
(3,267
)
25
69,104
(6,248
)
109
Corporate debt securities
18,907
(386
)
11
7,470
(26
)
2
26,377
(412
)
13
Total temporarily impaired securities
$
1,824,084
$
(70,287
)
449
$
1,389,780
$
(248,174
)
438
$
3,213,864
$
(318,461
)
887
(1) Represents temporary fluctuations resulting from changes in market rates in relation to fixed yields that are accounted for as an adjustment, net of taxes, to other comprehensive income in shareholders’ equity.
14
December 31, 2025
Less than 12 months
12 months or more
Total
(dollars in thousands)
Fair Value
Unrealized Losses (1)
# of Securities
Fair Value
Unrealized Losses (1)
# of Securities
Fair Value
Unrealized Losses (1)
# of Securities
U.S. Treasury
$
—
$
—
—
$
—
$
—
—
$
—
$
—
—
U.S. Government sponsored entities and agencies
8,252
(109
)
3
189,841
(20,514
)
42
198,093
(20,623
)
45
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
245,766
(1,340
)
59
1,307,219
(174,969
)
430
1,552,985
(176,309
)
489
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
—
—
—
48,325
(2,661
)
18
48,325
(2,661
)
18
Asset backed securities
58,042
(205
)
11
—
—
—
58,042
(205
)
11
Obligations of states and political subdivisions
4,168
(124
)
8
23,806
(1,838
)
33
27,974
(1,962
)
41
Corporate debt securities
11,050
(55
)
8
5,484
(2
)
2
16,534
(57
)
10
Total temporarily impaired securities
$
327,278
$
(1,833
)
89
$
1,574,675
$
(199,984
)
525
$
1,901,953
$
(201,817
)
614
(1) Represents temporary fluctuations resulting from changes in market rates in relation to fixed yields that are accounted for as an adjustment, net of taxes, to other comprehensive income in shareholders’ equity.
Wesbanco does not believe the securities presented above are impaired due to reasons of credit quality, as substantially all debt securities are rated above investment grade and all are paying principal and interest according to their contractual terms. Wesbanco does not intend to sell, nor is it more likely than not that it will be required to sell, loss position securities prior to recovery of their cost; therefore, management believes the unrealized losses detailed above do not require an ACL relating to these securities to be recognized. Securities that do not have readily determinable fair values and for which Wesbanco does not exercise significant influence are carried at cost. Cost method investments consist primarily of FHLB stock totaling $93.4 million and $58.5 million at September 30, 2026 and December 31, 2025, respectively, and are included in other assets on the Consolidated Balance Sheet. Cost method investments are evaluated for impairment whenever events or circumstances suggest that their carrying value may not be recoverable.
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NOTE 4. LOANS AND THE ALLOWANCE FOR CREDIT LOSSES
The recorded investment in loans is presented in the Consolidated Balance Sheet net of deferred loan fees, costs, and discounts on purchased loans. Net deferred loan costs were $14.0 million and $13.9 million at September 30, 2026 and December 31, 2025, respectively. The unaccreted discount on purchased loans from acquisitions was $261.2 million at September 30, 2026 and $302.4 million at December 31, 2025.
Table 7: Loans Summary
(unaudited, in thousands)
September 30, 2026
December 31, 2025
Commercial real estate:
Land and construction
$
1,637,322
$
1,783,637
Improved property
9,682,193
9,155,197
Total commercial real estate
11,319,515
10,938,834
Commercial and industrial
3,067,867
2,863,893
Residential real estate
3,998,944
3,938,585
Home equity
1,240,811
1,129,394
Consumer
273,414
355,726
Total portfolio loans
19,900,551
19,226,432
Loans held for sale
56,707
87,454
Total loans
$
19,957,258
$
19,313,886
Allowance for Credit Losses
The ACL under the CECL methodology is calculated on non-PCD loans utilizing a PD and LGD approach, which is then discounted to net present value. PD is the probability the asset will default within a given time frame and LGD is the percentage of the asset not expected to be collected due to default. The primary macroeconomic drivers of the quantitative model include forecasts of national unemployment and interest rates, as well as modeling adjustments for changes in prepayment speeds, portfolio mix, concentrations, and loan growth. At September 30, 2026, the primary drivers of the change in the allowance model calculation from December 31, 2025 were loan growth, changes in macroeconomic variables and prepayment speeds, increases to specific reserves on individually-evaluated loans, and improvements in certain qualitative factors. The forecast was based upon a probability weighted approach which is designed to incorporate loss projections from a baseline, upside and downside economy. Due to the nonlinearity of credit losses to the economy, the asymmetry is best captured by evaluating multiple economic scenarios through a probability weighted approach. At quarter-end, national unemployment was projected to be 4.7%, and subsequently increase to an average of 5.3% over the remainder of the forecast period. In addition to the quantitative and qualitative changes noted above, the allowance is reflective of $18.9 million in net charge-offs recorded during the first nine months of 2026. Accrued interest receivable for loans was $85.5 million and $87.8 million at September 30, 2026 and December 31, 2025, respectively. Wesbanco has made an accounting policy election to exclude accrued interest from the measurement of the ACL because the Company has a policy in place to reverse or write-off accrued interest when loans are placed on non-accrual.
16
The following table summarizes changes in the ACL applicable to each category of the loan portfolio:
Table 8: ACL by Loan Category
For the Nine Months Ended September 30, 2026 and 2025
(unaudited, in thousands)
Commercial Real Estate - Land and Construction
Commercial Real Estate- Improved Property
Commercial & Industrial
Residential Real Estate
Home Equity
Consumer
Deposit Overdrafts
Total
Balance at December 31, 2025
Allowance for credit losses - loans
$
10,707
$
96,714
$
64,932
$
33,416
$
2,383
$
8,742
$
1,855
$
218,749
Allowance for credit losses - loan commitments
5,499
—
552
890
—
9
—
6,950
Total beginning allowance for credit losses - loans and loan commitments
16,206
96,714
65,484
34,306
2,383
8,751
1,855
225,699
Provision for credit losses:
Provision for loan losses
(1,016
)
(1,462
)
14,354
601
971
216
1,001
14,665
Provision for loan commitments
1,767
263
26
217
—
11
—
2,284
Total provision for credit losses - loans and loan commitments (1)
751
(1,199
)
14,380
818
971
227
1,001
16,949
Charge-offs
—
(980
)
(15,229
)
(2,143
)
(1,265
)
(5,445
)
(1,484
)
(26,546
)
Recoveries
513
193
3,340
429
295
2,474
446
7,690
Net (charge-offs) recoveries
513
(787
)
(11,889
)
(1,714
)
(970
)
(2,971
)
(1,038
)
(18,856
)
Balance at September 30, 2026
Allowance for credit losses - loans
10,204
94,465
67,397
32,303
2,384
5,987
1,818
214,558
Allowance for credit losses - loan commitments
7,266
263
578
1,107
—
20
—
9,234
Total ending allowance for credit losses - loans and loan commitments
$
17,470
$
94,728
$
67,975
$
33,410
$
2,384
$
6,007
$
1,818
$
223,792
Balance at December 31, 2024
Allowance for credit losses - loans
$
8,411
$
59,828
$
42,398
$
21,790
$
1,235
$
3,391
$
1,713
$
138,766
Allowance for credit losses - loan commitments
5,105
—
—
1,015
—
—
—
6,120
Total beginning allowance for credit losses - loans and loan commitments
13,516
59,828
42,398
22,805
1,235
3,391
1,713
144,886
Initial allowance for credit losses on acquired PCD loans
177
7,998
7,160
3,192
604
3,095
—
22,226
Provision for credit losses:
Provision for loan losses
1,865
32,212
19,172
8,536
1,371
7,598
1,887
72,641
Provision for loan commitments
146
—
1,434
(82
)
—
10
—
1,508
Total provision for credit losses - loans and loan commitments (1)
2,011
32,212
20,606
8,454
1,371
7,608
1,887
74,149
Charge-offs
—
(4,498
)
(5,967
)
(862
)
(1,271
)
(6,333
)
(2,021
)
(20,952
)
Recoveries
15
339
1,568
349
309
1,850
555
4,985
Net (charge-offs) recoveries (2)
15
(4,159
)
(4,399
)
(513
)
(962
)
(4,483
)
(1,466
)
(15,967
)
Balance at September 30, 2025
Allowance for credit losses - loans
10,468
95,879
64,331
33,005
2,248
9,601
2,134
217,666
Allowance for credit losses - loan commitments
5,251
—
1,434
933
—
10
—
7,628
Total ending allowance for credit losses - loans and loan commitments
$
15,719
$
95,879
$
65,765
$
33,938
$
2,248
$
9,611
$
2,134
$
225,294
(1) Total provision for credit losses - loans and loan commitments is reported in the Consolidated Statements of Income in the provision for credit losses line item, which also includes the provision for credit losses on HTM securities. For more information on the provision relating to HTM securities, please see Note 3, "Securities."
(2) Charge-offs on the acquired PFC loan portfolio prior to the acquisition totaled $22.7 million and are not included in the table above.
17
The following table presents the ACL and recorded investment in loans by category, as of each period-end:
Table 9: ACL and Recorded Investment in Loans
(unaudited, in thousands)
Commercial Real Estate- Land and Construction
Commercial Real Estate- Improved Property
Commercial and Industrial
Residential Real Estate
Home Equity
Consumer
Deposit Overdrafts
Total
September 30, 2026
Allowance for credit losses:
Loans individually-evaluated
$
763
$
24,830
$
4,215
$
—
$
—
$
—
$
—
$
29,808
Loans collectively-evaluated
9,441
69,635
63,182
32,303
2,384
5,987
1,818
184,750
Loan commitments (1)
7,266
263
578
1,107
—
20
—
9,234
Total allowance for credit losses - loans and commitments
$
17,470
$
94,728
$
67,975
$
33,410
$
2,384
$
6,007
$
1,818
$
223,792
Portfolio loans:
Individually-evaluated for credit losses
$
26,250
$
43,483
$
5,365
$
—
$
—
$
—
$
—
$
75,098
Collectively-evaluated for credit losses
1,611,072
9,638,710
3,062,502
3,998,944
1,240,811
273,414
—
19,825,453
Total portfolio loans
$
1,637,322
$
9,682,193
$
3,067,867
$
3,998,944
$
1,240,811
$
273,414
$
—
$
19,900,551
December 31, 2025
Allowance for credit losses:
Loans individually-evaluated
$
—
$
20,990
$
6,918
$
—
$
—
$
—
$
—
$
27,908
Loans collectively-evaluated
10,707
75,724
58,014
33,416
2,383
8,742
1,855
190,841
Loan commitments (1)
5,499
—
552
890
—
9
—
6,950
Total allowance for credit losses - loans and commitments
$
16,206
$
96,714
$
65,484
$
34,306
$
2,383
$
8,751
$
1,855
$
225,699
Portfolio loans:
Individually-evaluated for credit losses
$
—
$
42,010
$
6,965
$
—
$
—
$
—
$
—
$
48,975
Collectively-evaluated for credit losses
1,783,637
9,113,187
2,856,928
3,938,585
1,129,394
355,726
—
19,177,457
Total portfolio loans
$
1,783,637
$
9,155,197
$
2,863,893
$
3,938,585
$
1,129,394
$
355,726
$
—
$
19,226,432
(1) For additional detail relating to loan commitments, see Note 11, "Commitments and Contingent Liabilities."
Commercial Loan Risk Grades
Commercial loan risk grades are determined based on an evaluation of the relevant characteristics of each loan, assigned at inception and adjusted thereafter at any time to reflect changes in the risk profile throughout the life of each loan. The primary factors used to determine the risk grade are the sufficiency, reliability and sustainability of the primary source of repayment and overall financial strength of the borrower. The rating system more heavily weights the debt service coverage, leverage and loan to value factors to derive the risk grade. Other factors that are considered at a lesser weighting include management, industry or property type risks, payment history, collateral or guarantees.
CRE – land and construction consists of loans to finance investments in vacant land, land development, construction of residential housing, and construction of commercial buildings. CRE – improved property consists of loans for the purchase or refinance of all types of improved owner-occupied and investment properties. Factors that are considered in assigning the risk grade vary depending on the type of property financed. The risk grade assigned to construction and development loans is based on the overall viability of the project, the experience and financial capacity of the developer or builder to successfully complete the project, project specific and market absorption rates and comparable property values, and the amount of pre-sales for residential housing construction or pre-leases for commercial investment property. The risk grade assigned to commercial investment property loans is based primarily on the adequacy of the net operating income generated by the property to service the debt (“debt service coverage”), the loan to appraised value, the type, quality, industry and mix of tenants, and the terms of leases. The risk grade assigned to owner-occupied CRE is based primarily on global debt service coverage and the leverage of the business, but may also consider the industry in which the business operates, the business’ specific competitive advantages or disadvantages, collateral margins and the quality and experience of management.
C&I loans consist of revolving lines of credit to finance accounts receivable, inventory and other general business purposes; term loans to finance fixed assets other than real estate, and letters of credit to support trade, insurance or governmental requirements for a variety of businesses. Most C&I borrowers are privately-held companies with annual sales up to $100 million. Primary factors that are considered in risk rating C&I loans include debt service coverage and leverage. Other factors including operating trends, collateral coverage along with management experience are also considered.
18
Pass loans are those that exhibit a history of positive financial results that are at least comparable to the average for their industry or type of real estate. The primary source of repayment is acceptable and these loans are expected to perform satisfactorily during most economic cycles. Pass loans typically have no significant external factors that are expected to adversely affect these borrowers more than others in the same industry or property type. Any minor unfavorable characteristics of these loans are outweighed or mitigated by other positive factors including but not limited to adequate secondary or tertiary sources of repayment, including guarantees.
Criticized loans, considered as compromised, have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the bank's credit position at some future date. Criticized loans are not adversely classified by the banking regulators and do not expose the bank to sufficient risk to warrant adverse classification.
Classified loans, considered as substandard and doubtful, are equivalent to the classifications used by banking regulators. Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the bank will sustain some loss if the deficiencies are not corrected. These loans may or may not be reported as non-accrual. Doubtful loans have all the weaknesses inherent in those classified substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions, and values, highly questionable and improbable. These loans are reported as non-accrual.
The following table summarizes commercial loans by their assigned risk grade:
Table 10: Commercial Loans by Internally Assigned Risk Grade (1)
(unaudited, in thousands)
Commercial Real Estate- Land and Construction
Commercial Real Estate- Improved Property
Commercial & Industrial
Total Commercial Loans
As of September 30, 2026
Pass
$
1,578,258
$
9,278,156
$
2,895,883
$
13,752,297
Criticized - compromised
29,529
213,818
87,086
330,433
Classified - substandard
29,535
190,219
84,898
304,652
Classified - doubtful
—
—
—
—
Total
$
1,637,322
$
9,682,193
$
3,067,867
$
14,387,382
As of December 31, 2025
Pass
$
1,748,260
$
8,712,676
$
2,736,863
$
13,197,799
Criticized - compromised
8,331
320,185
84,552
413,068
Classified - substandard
27,046
122,336
42,478
191,860
Classified - doubtful
—
—
—
—
Total
$
1,783,637
$
9,155,197
$
2,863,893
$
13,802,727
(1) Unfunded commitments on criticized and classified commercial loans of $32.5 million at September 30, 2026 and $57.1 million at December 31, 2025 are not included in the table above.
Consumer Loan Risk Grades
Residential real estate, home equity and consumer loans are not assigned internal risk grades other than as required by regulatory guidelines that are based primarily on the age of past due loans. Wesbanco primarily evaluates the credit quality of residential real estate, home equity and consumer loans based on repayment performance and historical loss rates. The aggregate amount of residential real estate, home equity and consumer loans classified as substandard in accordance with regulatory guidelines was $68.6 million at September 30, 2026 and $61.4 million at December 31, 2025, of which $14.1 million and $16.5 million were accruing, for each period, respectively.
19
Past Due and Non-performing Loans
The following table summarizes the age analysis by loan category:
Table 11: Age Analysis of Loans
(unaudited, in thousands)
Current
30-59 Days Past Due
60-89 Days Past Due
90 Days or More Past Due
Total Past Due
Total Loans
90 Days or More PastDueand Accruing
As of September 30, 2026
Commercial real estate:
Land and construction
$
1,586,584
$
23,125
$
300
$
27,313
$
50,738
$
1,637,322
$
—
Improved property
9,614,764
28,870
3,505
35,054
67,429
9,682,193
9,178
Total commercial real estate
11,201,348
51,995
3,805
62,367
118,167
11,319,515
9,178
Commercial and industrial
3,044,721
7,325
3,282
12,539
23,146
3,067,867
397
Residential real estate
3,946,076
397
14,889
37,582
52,868
3,998,944
11,332
Home equity
1,219,341
11,324
2,677
7,469
21,470
1,240,811
2,020
Consumer
268,214
3,203
1,358
639
5,200
273,414
792
Total portfolio loans
19,679,700
74,244
26,011
120,596
220,851
19,900,551
23,719
Loans held for sale
37,545
—
—
19,162
19,162
56,707
—
Total loans
$
19,717,245
$
74,244
$
26,011
$
139,758
$
240,013
$
19,957,258
$
23,719
Non-performing loans included above are as follows:
Non-accrual loans
$
46,428
$
6,339
$
5,326
$
116,039
$
127,704
$
174,132
As of December 31, 2025
Commercial real estate:
Land and construction
$
1,755,314
$
13,535
$
13,956
$
832
$
28,323
$
1,783,637
$
—
Improved property
9,090,160
13,462
7,636
43,939
65,037
9,155,197
20,507
Total commercial real estate
10,845,474
26,997
21,592
44,771
93,360
10,938,834
20,507
Commercial and industrial
2,838,247
2,055
7,434
16,157
25,646
2,863,893
777
Residential real estate
3,889,494
738
13,513
34,840
49,091
3,938,585
12,479
Home equity
1,106,652
9,938
4,162
8,642
22,742
1,129,394
2,882
Consumer
345,927
6,119
1,822
1,858
9,799
355,726
1,138
Total portfolio loans
19,025,794
45,847
48,523
106,268
200,638
19,226,432
37,783
Loans held for sale
87,454
—
—
—
—
87,454
—
Total loans
$
19,113,248
$
45,847
$
48,523
$
106,268
$
200,638
$
19,313,886
$
37,783
Non-performing loans included above are as follows:
Non-accrual loans
$
19,928
$
1,215
$
1,956
$
68,485
$
71,656
$
91,584
20
The following tables summarize non-performing loans:
Table 12: Non-performing Portfolio Loans (1)
September 30, 2026
December 31, 2025
Unpaid
Unpaid
Principal
Recorded
Related
Principal
Recorded
Related
(unaudited, in thousands)
Balance (2)
Investment
Allowance
Balance (2)
Investment
Allowance
With no related specific allowance recorded:
Commercial real estate:
Land and construction
$
15,364
$
15,265
$
—
$
832
$
832
$
—
Improved property
19,651
16,782
—
20,883
18,265
—
Commercial and industrial
22,842
16,539
—
12,043
9,133
—
Residential real estate
55,416
43,625
—
44,292
34,332
—
Home equity
14,059
10,492
—
12,673
9,248
—
Consumer
1,321
333
—
2,875
1,326
—
Total non-accrual loans without a specific allowance
128,653
103,036
—
93,598
73,136
—
With a specific allowance recorded:
Commercial real estate:
Land and construction
20,112
12,167
763
—
—
—
Improved property
34,750
34,402
23,180
11,627
11,489
6,377
Commercial and industrial
5,365
5,365
4,215
6,959
6,959
6,918
Residential real estate
—
—
—
—
—
—
Home equity
—
—
—
—
—
—
Consumer
—
—
—
—
—
—
Total non-accrual loans with a specific allowance
60,227
51,934
28,158
18,586
18,448
13,295
Total non-performing portfolio loans (3) (4)
$
188,880
$
154,970
$
28,158
$
112,184
$
91,584
$
13,295
(1) Non-performing loans consist solely of non-accrual loans.
(2) The difference between the unpaid principal balance and the recorded investment generally reflects amounts that have been previously charged-off, fair market value adjustments on acquired non-performing loans and capitalized loan origination fees and costs.
(3) At September 30, 2026, there were nineteen borrowers with loan balances greater than $1.0 million, which totaled $88.6 million, as compared to eleven borrowers with loan balances greater than $1.0 million totaling $35.5 million at December 31, 2025. Total non-performing loans may include loans that are also restructured for borrowers experiencing financial difficulty. See the "Financial Difficulty Modifications" section for further detail.
(4) At September 30, 2026, one loan on non-accrual with an amortized cost of $19.2 million was included in loans HFS. Because it is HFS, it is not reflected in Table 12, but is included in Table 11 and Table 13 as part of non-accrual loans.
For the Three Months Ended
For the Nine Months Ended
September 30, 2026
September 30, 2025
September 30, 2026
September 30, 2025
Average
Interest
Average
Interest
Average
Interest
Average
Interest
Recorded
Income
Recorded
Income
Recorded
Income
Recorded
Income
(unaudited, in thousands)
Investment
Recognized
Investment
Recognized
Investment
Recognized
Investment
Recognized
With no related specific allowance recorded:
Commercial real estate:
Land and construction
$
15,660
$
—
$
1,526
$
—
$
15,089
$
—
$
763
$
—
Improved property
25,064
—
16,934
—
25,420
—
18,463
—
Commercial and industrial
14,847
—
9,109
—
13,143
—
7,590
—
Residential real estate
40,273
—
27,963
—
37,423
—
23,613
—
Home equity
10,328
—
8,338
—
9,934
—
7,660
—
Consumer
322
—
2,087
—
750
—
1,901
—
Total non-accrual loans without a specific allowance
106,494
—
65,957
—
101,759
—
59,990
—
With a specific allowance recorded:
Commercial real estate:
Land and construction
16,140
—
—
—
8,070
—
—
—
Improved property
25,670
—
14,099
—
19,991
—
8,609
—
Commercial and industrial
6,165
—
9,348
—
6,562
—
6,414
—
Total non-accrual loans with a specific allowance
47,975
—
23,447
—
34,623
—
15,023
—
Total non-performing portfolio loans
$
154,469
$
—
$
89,404
$
—
$
136,382
$
—
$
75,013
$
—
21
The following table summarizes non-accrual loans:
Table 13: Non-accrual Loans
September 30,
December 31,
(unaudited, in thousands)
2026
2025
Commercial real estate:
Land and construction
$
27,432
$
832
Improved property
51,184
29,754
Total commercial real estate
78,616
30,586
Commercial and industrial
21,904
16,092
Residential real estate
43,625
34,332
Home equity
10,492
9,248
Consumer
333
1,326
Total portfolio loans
154,970
91,584
Loans held for sale
19,162
—
Total non-accrual loans
$
174,132
$
91,584
22
Financial Difficulty Modifications
Tables in the following section exclude the financial effects of modifications for loans that were paid off or are otherwise no longer in the loan portfolio as of period end. The following table displays the details of portfolio loans that were modified during the three and nine months ended September 30, 2026 and 2025, presented by loan category:
Table 14: FDMs by Loan Category (1)
For the Three Months Ended September 30, 2026
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Term Extension and Rate Reduction
Total
% of Total by Loan Category
Commercial real estate - land and construction
$
—
$
—
$
—
$
—
$
—
—
Commercial real estate - improved property
31,604
—
—
—
31,604
0.3
Commercial and industrial
22,471
—
—
—
22,471
0.7
Residential real estate
—
78
—
—
78
—
Home equity
—
—
—
—
—
—
Consumer
—
—
—
—
—
—
Total
$
54,075
$
78
$
—
$
—
$
54,153
0.3
For the Three Months Ended September 30, 2025
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Term Extension and Rate Reduction
Total
% of Total by Loan Category
Commercial real estate - land and construction
$
29,675
$
—
$
—
$
—
$
29,675
1.6
Commercial real estate - improved property
30,601
—
—
—
30,601
0.3
Commercial and industrial
445
—
—
—
445
—
Residential real estate
—
—
1,939
—
1,939
—
Home equity
—
—
761
—
761
0.1
Consumer
—
—
427
—
427
0.1
Total
$
60,721
$
—
$
3,127
$
—
$
63,848
0.3
For the Nine Months Ended September 30, 2026
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Term Extension and Rate Reduction
Total
% of Total by Loan Category
Commercial real estate - land and construction
$
—
$
—
$
—
$
—
$
—
—
Commercial real estate - improved property
53,924
—
—
—
53,924
0.6
Commercial and industrial
28,813
—
—
—
28,813
0.9
Residential real estate
—
245
31
—
276
—
Home equity
—
—
—
—
—
—
Consumer
—
—
—
—
—
—
Total
$
82,737
$
245
$
31
$
—
$
83,013
0.4
For the Nine Months Ended September 30, 2025
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Term Extension and Rate Reduction
Total
% of Total by Loan Category
Commercial real estate - land and construction
$
53,895
$
—
$
—
$
—
$
53,895
3.0
Commercial real estate - improved property
46,484
—
1,473
242
48,199
0.5
Commercial and industrial
4,913
9
9
—
4,931
0.2
Residential real estate
—
—
4,390
—
4,390
0.1
Home equity
—
—
1,474
—
1,474
0.1
Consumer
—
—
806
—
806
0.2
Total
$
105,292
$
9
$
8,152
$
242
$
113,695
0.6
(1)
Excludes $5.0 million and $1.7 million of unfunded loan commitments modified during the nine months ended September 30, 2026 and 2025, respectively
23
The following table summarizes the financial impacts of loan modifications and payment deferrals made to portfolio loans during the three and nine months ended September 30, 2026 and 2025, presented by loan category:
Table 15: Financial Effect of FDMs
For the Three Months Ended
For the Three Months Ended
September 30, 2026
September 30, 2025
(unaudited, in thousands)
Weighted-Average Term Extension (in months)
Weighted-Average Term Extension (in months)
Commercial real estate - land and construction
—
6
Commercial real estate - improved property
4
7
Commercial and industrial
10
9
Residential real estate
—
—
Home equity
—
—
Consumer
—
—
For the Nine Months Ended
For the Nine Months Ended
September 30, 2026
September 30, 2025
(unaudited, in thousands)
Weighted-Average Term Extension (in months)
Weighted-Average Term Extension (in months)
Commercial real estate - land and construction
—
6
Commercial real estate - improved property
8
8
Commercial and industrial
9
12
Residential real estate
—
—
Home equity
—
—
Consumer
—
—
24
The following table summarizes loans with FDMs which defaulted (defined as 90 days past due) within 12 months of the loan being modified during the three and nine months ended September 30, 2026 and 2025. Modified loans, including those that have defaulted, are already included in the ACL through the various methodologies used to estimate the allowance. As such, no modification to the allowance is recorded specifically due to a modified loan subsequently defaulting.
Table 16: FDMs on Loans that Subsequently Defaulted
For the Three Months Ended
For the Three Months Ended
September 30, 2026
September 30, 2025
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Total
Term Extension
Rate Reduction
Payment Delay
Total
Commercial real estate - land and construction
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial real estate - improved property
—
—
—
—
23,520
—
—
23,520
Commercial and industrial
—
—
—
—
1,381
—
—
1,381
Residential real estate
—
108
—
108
—
—
387
387
Home equity
—
—
—
—
—
—
175
175
Consumer
—
—
—
—
—
—
95
95
Total loans that subsequently defaulted
$
—
$
108
$
—
$
108
$
24,901
$
—
$
657
$
25,558
For the Nine Months Ended
For the Nine Months Ended
September 30, 2026
September 30, 2025
(unaudited, in thousands)
Term Extension
Rate Reduction
Payment Delay
Total
Term Extension
Rate Reduction
Payment Delay
Total
Commercial real estate - land and construction
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial real estate - improved property
—
—
—
—
26,988
—
—
26,988
Commercial and industrial
190
—
—
190
1,381
—
—
1,381
Residential real estate
—
108
—
108
—
—
510
510
Home equity
—
—
—
—
—
—
286
286
Consumer
—
—
—
—
—
—
94
94
Total loans that subsequently defaulted
$
190
$
108
$
—
$
298
$
28,369
$
—
$
890
$
29,259
25
The following tables present an aging analysis of portfolio loans by loan category that were modified during the twelve months prior to September 30, 2026 and September 30, 2025.
Table 17: Aging Analysis of Modified Portfolio Loans
At September 30, 2026
(unaudited, in thousands)
30-59 Days Past Due
60-89 Days Past Due
90 Days or More Past Due
Total Past Due
Current
Total
Commercial real estate - land and construction
$
—
$
—
$
—
$
—
$
—
$
—
Commercial real estate - improved property
—
—
—
—
92,791
92,791
Commercial and industrial
—
—
75
75
28,858
28,933
Residential real estate
—
96
462
558
2,118
2,676
Home equity
—
—
250
250
358
608
Consumer
—
—
—
—
222
222
Total modified loans
$
—
$
96
$
787
$
883
$
124,347
$
125,230
At September 30, 2025
(unaudited, in thousands)
30-59 Days Past Due
60-89 Days Past Due
90 Days or More Past Due
Total Past Due
Current
Total
Commercial real estate - land and construction
$
—
$
293
$
832
$
1,125
$
53,600
$
54,725
Commercial real estate - improved property
—
—
5,312
5,312
84,778
90,090
Commercial and industrial
—
—
7,894
7,894
3,997
11,891
Residential real estate
—
1,513
1,247
2,760
3,069
5,829
Home equity
290
225
425
940
911
1,851
Consumer
14
41
94
149
657
806
Total modified loans
$
304
$
2,072
$
15,804
$
18,180
$
147,012
$
165,192
26
The following tables summarize amortized cost basis loan balances by year of origination and credit quality indicator:
Table 18: Amortized Cost Basis by Loan Origination Year
Loans As of September 30, 2026
Amortized Cost Basis by Origination Year
(unaudited, in thousands)
2026
2025
2024
2023
2022
Prior
Revolving Loans Amortized Cost Basis
Revolving Loans Converted to Term
Total
Commercial real estate: land and construction
Risk rating:
Pass
$
283,546
$
475,662
$
228,759
$
125,715
$
21,021
$
77,744
$
130,956
$
234,855
$
1,578,258
Criticized - compromised
—
958
19,337
195
4,507
722
3,038
772
29,529
Classified - substandard
—
—
197
—
—
1,958
—
27,380
29,535
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
283,546
$
476,620
$
248,293
$
125,910
$
25,528
$
80,424
$
133,994
$
263,007
$
1,637,322
Current-period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial real estate: improved property
Risk rating:
Pass
$
1,461,723
$
1,071,164
$
569,249
$
441,421
$
1,219,131
$
3,205,816
$
214,945
$
1,094,707
$
9,278,156
Criticized - compromised
118
1,847
5,931
5,200
55,551
119,125
3,128
22,918
213,818
Classified - substandard
—
1,007
8,124
13,991
61,084
57,354
2,017
46,642
190,219
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
1,461,841
$
1,074,018
$
583,304
$
460,612
$
1,335,766
$
3,382,295
$
220,090
$
1,164,267
$
9,682,193
Current-period gross charge-offs
$
—
$
—
$
—
$
31
$
227
$
722
$
—
$
—
$
980
Commercial and industrial
Risk rating:
Pass
$
461,350
$
312,252
$
137,878
$
119,225
$
240,499
$
344,721
$
1,043,473
$
236,485
$
2,895,883
Criticized - compromised
2,478
8,345
4,946
709
3,606
1,842
57,800
7,360
87,086
Classified - substandard
—
188
34,584
5,587
10,315
14,621
16,330
3,273
84,898
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
463,828
$
320,785
$
177,408
$
125,521
$
254,420
$
361,184
$
1,117,603
$
247,118
$
3,067,867
Current-period gross charge-offs
$
—
$
157
$
3,183
$
1,016
$
1,442
$
1,619
$
679
$
7,133
$
15,229
Residential real estate
Loan delinquency:
Current
$
344,019
$
239,659
$
106,483
$
217,763
$
678,609
$
1,498,321
$
—
$
861,222
$
3,946,076
30-59 days past due
—
—
—
—
—
397
—
—
397
60-89 days past due
—
—
991
2,870
2,395
6,768
—
1,865
14,889
90 days or more past due
—
1,403
2,659
6,498
5,733
17,757
—
3,532
37,582
Total
$
344,019
$
241,062
$
110,133
$
227,131
$
686,737
$
1,523,243
$
—
$
866,619
$
3,998,944
Current-period gross charge-offs
$
—
$
56
$
162
$
1,002
$
232
$
358
$
—
$
333
$
2,143
Home equity
Loan delinquency:
Current
$
16,929
$
2,655
$
5,835
$
3,449
$
5,305
$
25,555
$
1,147,061
$
12,552
$
1,219,341
30-59 days past due
—
475
776
857
1,033
1,511
6,393
279
11,324
60-89 days past due
—
63
613
753
462
582
152
52
2,677
90 days or more past due
—
420
964
1,998
662
2,858
9
558
7,469
Total
$
16,929
$
3,613
$
8,188
$
7,057
$
7,462
$
30,506
$
1,153,615
$
13,441
$
1,240,811
Current-period gross charge-offs
$
—
$
49
$
208
$
267
$
103
$
557
$
18
$
63
$
1,265
Consumer
Loan delinquency:
Current
$
22,453
$
34,297
$
54,585
$
45,145
$
48,520
$
34,181
$
28,933
$
100
$
268,214
30-59 days past due
275
324
731
771
801
262
38
1
3,203
60-89 days past due
11
113
252
356
364
262
—
—
1,358
90 days or more past due
34
30
136
176
57
206
—
—
639
Total
$
22,773
$
34,764
$
55,704
$
46,448
$
49,742
$
34,911
$
28,971
$
101
$
273,414
Current-period gross charge-offs
$
43
$
557
$
1,289
$
1,064
$
1,661
$
815
$
8
$
8
$
5,445
27
Loans As of December 31, 2025
Amortized Cost Basis by Origination Year
(in thousands)
2025
2024
2023
2022
2021
Prior
Revolving Loans Amortized Cost Basis
Revolving Loans Converted to Term
Total
Commercial real estate: land and construction
Risk rating:
Pass
$
376,564
$
427,548
$
293,344
$
113,269
$
56,846
$
73,874
$
160,549
$
246,266
$
1,748,260
Criticized - compromised
86
—
104
1,016
—
1,461
2,000
3,664
8,331
Classified - substandard
—
—
—
—
—
48
—
26,998
27,046
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
376,650
$
427,548
$
293,448
$
114,285
$
56,846
$
75,383
$
162,549
$
276,928
$
1,783,637
Current-period gross charge-offs
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Commercial real estate: improved property
Risk rating:
Pass
$
1,095,343
$
552,084
$
565,203
$
1,434,869
$
870,120
$
2,903,510
$
213,380
$
1,078,167
$
8,712,676
Criticized - compromised
—
56,128
19,680
93,507
19,403
46,350
69
85,048
320,185
Classified - substandard
237
20,754
6,563
39,305
3,699
40,437
—
11,341
122,336
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
1,095,580
$
628,966
$
591,446
$
1,567,681
$
893,222
$
2,990,297
$
213,449
$
1,174,556
$
9,155,197
Current-period gross charge-offs
$
—
$
—
$
112
$
7
$
142
$
4,221
$
—
$
35
$
4,517
Commercial and industrial
Risk rating:
Pass
$
441,249
$
209,251
$
161,292
$
284,974
$
167,107
$
285,489
$
988,436
$
199,065
$
2,736,863
Criticized - compromised
160
5,211
3,453
20,461
5,770
7,984
37,689
3,824
84,552
Classified - substandard
27
3,077
5,200
5,988
3,816
8,410
6,701
9,259
42,478
Classified - doubtful
—
—
—
—
—
—
—
—
—
Total
$
441,436
$
217,539
$
169,945
$
311,423
$
176,693
$
301,883
$
1,032,826
$
212,148
$
2,863,893
Current-period gross charge-offs
$
—
$
1,453
$
739
$
1,138
$
553
$
959
$
1,088
$
1,318
$
7,248
Residential real estate
Loan delinquency:
Current
$
301,928
$
148,830
$
252,536
$
726,653
$
625,616
$
1,002,612
$
—
$
831,319
$
3,889,494
30-59 days past due
—
—
—
—
—
738
—
—
738
60-89 days past due
119
1,152
1,399
2,362
1,928
5,742
—
811
13,513
90 days or more past due
501
1,905
5,270
6,116
3,407
14,477
—
3,164
34,840
Total
$
302,548
$
151,887
$
259,205
$
735,131
$
630,951
$
1,023,569
$
—
$
835,294
$
3,938,585
Current-period gross charge-offs
$
—
$
62
$
173
$
602
$
29
$
528
$
—
$
71
$
1,465
Home equity
Loan delinquency:
Current
$
13,731
$
3,717
$
3,194
$
3,665
$
1,852
$
22,200
$
1,042,133
$
16,160
$
1,106,652
30-59 days past due
177
728
324
729
141
2,126
5,427
286
9,938
60-89 days past due
11
713
812
990
253
1,171
110
102
4,162
90 days or more past due
55
1,256
1,932
1,253
596
2,628
76
846
8,642
Total
$
13,974
$
6,414
$
6,262
$
6,637
$
2,842
$
28,125
$
1,047,746
$
17,394
$
1,129,394
Current-period gross charge-offs
$
—
$
79
$
562
$
322
$
137
$
387
$
42
$
36
$
1,565
Consumer
Loan delinquency:
Current
$
54,554
$
74,906
$
65,337
$
74,538
$
24,333
$
24,369
$
27,857
$
33
$
345,927
30-59 days past due
319
1,234
1,435
1,621
553
545
412
—
6,119
60-89 days past due
82
533
471
436
140
160
—
—
1,822
90 days or more past due
97
258
504
503
157
339
—
—
1,858
Total
$
55,052
$
76,931
$
67,747
$
77,098
$
25,183
$
25,413
$
28,269
$
33
$
355,726
Current-period gross charge-offs
$
262
$
2,424
$
1,931
$
2,168
$
937
$
712
$
—
$
—
$
8,434
The following table summarizes OREO and repossessed assets included in other assets:
Table 19: OREO and Repossessed Assets
September 30,
December 31,
(unaudited, in thousands)
2026
2025
OREO
$
1,593
$
618
Repossessed assets
191
289
Total OREO and repossessed assets
$
1,784
$
907
Residential real estate loans included in OREO totaled $1.2 million at September 30, 2026 and $0.6 million at December 31, 2025. At September 30, 2026 and December 31, 2025, formal foreclosure proceedings were in process on residential real estate loans totaling $18.0 million and $11.4 million, respectively.
28
NOTE 5. INVESTMENTS IN LIMITED PARTNERSHIPS
Wesbanco is a limited partner in several tax-advantaged limited partnerships whose purpose is to invest in approved low-income housing investment tax credit projects. These investments are accounted for using the proportional amortization method of accounting and are included in other assets in the Consolidated Balance Sheet. The limited partnerships are considered to be VIEs as they generally do not have equity investors with voting rights or have equity investors that do not provide sufficient financial resources to support their activities. The VIEs have not been consolidated because Wesbanco is not considered the primary beneficiary. All of Wesbanco’s investments in limited partnerships are privately held, and their market values are not readily available. As of September 30, 2026 and December 31, 2025, Wesbanco had $85.5 million and $83.7 million, respectively, invested in these partnerships. Wesbanco also recognizes the unconditional unfunded equity commitments of $34.7 million and $37.5 million at September 30, 2026 and December 31, 2025, respectively, within other liabilities on the Consolidated Balance Sheet. Wesbanco classifies the amortization of the investment as a component of income tax expense (benefit) and proportionally amortizes the investment over the tax credit period. The amortization for the three months ended September 30, 2026 and 2025 was $3.1 million and $3.0 million, respectively. The amortization for the nine months ended September 30, 2026 and 2025 was $9.3 million and $7.9 million, respectively. Tax benefits attributed to these partnerships include low-income housing tax credits, which are projected to total $11.6 million for 2026, and totaled $9.9 million for 2025, and are included in income tax expense.
Wesbanco is also a limited partner in three other limited partnerships as of September 30, 2026. These provide seed money and capital to startup companies, and financing to low-income housing projects. As of September 30, 2026 and December 31, 2025, Wesbanco had $4.2 million and $4.0 million, respectively, invested in these partnerships, which are recorded in other assets using the equity method.
The following table presents the scheduled equity commitments to be paid to the limited partnerships over the next five years and in the aggregate thereafter as of September 30, 2026:
Table 20: Limited Partnership Commitments
(unaudited, in thousands)
Year
Amount
2026
$
3,827
2027
11,518
2028
10,282
2029
3,923
2030
1,685
2031 and thereafter
3,499
Total
$
34,734
29
NOTE 6. DERIVATIVES AND HEDGING ACTIVITIES
Risk Management Objective of Using Derivatives
Wesbanco is exposed to certain risks arising from both its business operations and economic conditions. Wesbanco principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. Wesbanco manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its assets and liabilities. Wesbanco’s existing interest rate derivatives result from a service provided to certain qualifying customers and, therefore, are not used to manage the interest rate risk of Wesbanco’s assets or liabilities. Wesbanco manages a matched book with respect to its derivative instruments in order to minimize its net risk exposure resulting from such transactions. A matched book is when the assets and liabilities of Wesbanco Bank, Inc., Wesbanco's banking subsidiary (the "Bank") are equally distributed with similar maturities.
Loan Swaps
Wesbanco executes interest rate swaps and interest rate caps with commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps and caps are economically hedged by offsetting interest rate swaps and caps that Wesbanco executes with a third party, such that Wesbanco minimizes its net risk exposure resulting from such transactions. As the interest rate swaps and caps associated with this program do not meet the hedge accounting requirements of ASC 815, changes in the fair value of both the customer and offsetting third-party derivatives are recognized directly in earnings. As of September 30, 2026 and December 31, 2025, Wesbanco had 383 and 368 customer interest rate swaps and caps, respectively, with an aggregate notional amount of $2.8 billion and $2.6 billion, respectively, related to this program. Wesbanco recognized income for the related swap and cap fees of $2.8 million and $3.2 million for the three months ended September 30, 2026 and 2025, respectively, and $6.8 million and $6.6 million for the nine months ended September 30, 2026 and 2025, respectively.
Risk participation agreements are entered into as financial guarantees of performance on interest rate swap derivatives. The purchased asset or sold liability allows Wesbanco to participate-in (fee received) or participate-out (fee paid) the risk associated with certain derivative positions executed by the borrower of the lead bank in a loan syndication. As of September 30, 2026 and December 31, 2025, Wesbanco had 24 and 26, respectively, risk participation-in agreements with an aggregate notional amount of $331.5 million and $271.8 million, respectively. As of September 30, 2026 and December 31, 2025, Wesbanco had nine risk participation-out agreements with an aggregate notional amount of $88.8 million and $89.5 million, respectively.
Mortgage Loans Held for Sale and Interest Rate Lock Commitments
Certain residential mortgage loans are originated for sale in the secondary mortgage loan market. These loans are classified as HFS and carried at fair value as Wesbanco has elected the fair value option. Fair value is determined based on rates obtained from the secondary market for loans with similar characteristics. Wesbanco sells loans to the secondary market on either a mandatory or best efforts basis. The loans sold on a mandatory basis are not committed to an investor until the loan is closed with the borrower. Wesbanco enters into forward to be announced (“TBA”) contracts to manage the interest rate risk between the lock commitment and the closing of the loan. The total balance of forward TBA contracts entered into was $46.5 million and $91.0 million at September 30, 2026 and December 31, 2025, respectively. The loans sold on a best efforts basis are committed to an investor simultaneous to the interest rate commitment with the borrower, and as a result, the Company does not enter into a separate forward TBA contract to offset the fair value risk as the investor accepts such risk in exchange for paying a lower premium on sale.
Fair Values of Derivative Instruments on the Balance Sheet
All derivatives are carried on the Consolidated Balance Sheet at fair value. Derivative assets are classified as other assets and derivative liabilities are classified as other liabilities on the Consolidated Balance Sheet. Changes in fair value are recognized in earnings. None of Wesbanco’s derivatives are designated in a qualifying hedging relationship under ASC 815.
The table below presents the fair value of Wesbanco’s derivative financial instruments as well as their classification on the Consolidated Balance Sheet as of September 30, 2026 and December 31, 2025:
Table 21: Financial Derivatives
September 30, 2026
December 31, 2025
(unaudited, in thousands)
Notional or Contractual Amount
Asset Derivatives
Liability Derivatives
Notional or Contractual Amount
Asset Derivatives
Liability Derivatives
Derivatives
Loan Swaps:
Interest rate swaps and caps
$
2,779,418
$
99,078
$
97,876
$
2,612,677
$
63,144
$
64,181
Other contracts:
Interest rate lock commitments
20,962
237
—
27,615
692
—
Forward TBA contracts
46,500
1,082
—
91,000
—
213
Total derivatives
$
100,397
$
97,876
$
63,836
$
64,394
30
Effect of Derivative Instruments on the Income Statement
The table below presents the change in the fair value of the Company’s derivative financial instruments reflected within non-interest income on the Consolidated Income Statement for the three and nine months ended September 30, 2026 and 2025, respectively.
Table 22: Gains/(Losses) onFinancial Derivatives
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands)
Location of Gain/(Loss)
2026
2025
2026
2025
Interest rate swaps and caps
Net swap fee and valuation income
$
2,051
$
22
$
2,251
$
(1,665
)
Interest rate lock commitments
Mortgage banking income
(622
)
(532
)
(455
)
1,037
Forward TBA contracts
Mortgage banking income
1,458
(836
)
1,813
(1,872
)
Total
$
2,887
$
(1,346
)
$
3,609
$
(2,500
)
Credit-risk-related Contingent Features
Wesbanco has agreements with its derivative counterparties that contain a provision, which provides that if Wesbanco defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Wesbanco could also be declared in default on its derivative obligations.
Wesbanco also has agreements with certain of its derivative counterparties that contain a provision where if Wesbanco fails to maintain its status as either a “well” or “adequately-capitalized” institution, then the counterparty could terminate the derivative positions and Wesbanco would be required to settle its obligations under the agreements.
Dependent upon the net present value of the underlying swaps, Wesbanco has minimum collateral posting thresholds with certain of its derivative counterparties. Wesbanco was holding net cash collateral from various derivative counterparties totaling $78.7 million within interest bearing deposit accounts as of September 30, 2026, while Wesbanco had posted net cash collateral with a market value of $16.0 million as of December 31, 2025. If Wesbanco had breached any of these provisions at September 30, 2026, it could have been required to settle its obligations under the agreements at the termination value and would have been required to pay any additional amounts due in excess of amounts previously posted as collateral with the respective counterparties.
NOTE 7. BENEFIT PLANS
The following table presents the net periodic pension income for Wesbanco’s Defined Benefit Pension Plan ("the Plan”) and the related components:
Table 23: Net Periodic Pension Income
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands)
2026
2025
2026
2025
Service cost – benefits earned during year
$
209
$
269
$
667
$
800
Interest cost on projected benefit obligation
716
775
2,207
2,299
Expected return on plan assets
(1,730
)
(1,620
)
(5,075
)
(4,808
)
Amortization of prior service cost
1
(9
)
(16
)
(26
)
Amortization of net (gain) loss
(165
)
(48
)
(489
)
(144
)
Net periodic pension income
$
(969
)
$
(633
)
$
(2,706
)
$
(1,879
)
The service cost of $0.7 million and $0.8 million for the nine months ended September 30, 2026 and 2025, respectively, is included in salaries and wages, and periodic pension income of $3.4 million and $2.7 million for the nine months ended September 30, 2026 and 2025, respectively, is included in employee benefits.
The Plan covers all employees of Wesbanco and its subsidiaries who were hired on or before August 1, 2007 who satisfy minimum age and length of service requirements, and is not available to employees hired after such date.
A minimum required contribution of $2.9 million is due in 2026, which can be offset in whole or in part by the Plan's $67.4 million available credit balance. Wesbanco currently does not expect to make a voluntary contribution to the Plan in 2026.
On June 22, 2026, Wesbanco adopted an amendment to the Plan to freeze future benefit accruals. Effective December 31, 2026, all future benefit accruals for active participants under the Plan will discontinue. Participants will no longer earn additional benefits for future service rendered after the effective date. Benefits earned by participants up to the effective date are fully vested and preserved in accordance with the Plan provisions and applicable law.
31
The freeze of the Plan constitutes a curtailment under ASC 715, Compensation - Retirement Benefits. As a result of the Plan amendment, Wesbanco remeasured the Plan obligations as of June 30, 2026. The remeasurement reduced the projected benefit obligation to $53.2 million due to the elimination of future salary progression. Wesbanco recognized a $4.8 million pre-tax curtailment gain in the second quarter of 2026. The gain is included in other non-interest income.
NOTE 8. FAIR VALUE MEASUREMENT
Fair value estimates are based on quoted market prices, if available, quoted market prices of similar assets or liabilities, or the present value of expected future cash flows and other valuation techniques. These valuations are significantly affected by discount rates, cash flow assumptions, and risk assumptions used. Therefore, fair value estimates may not be substantiated by comparison to independent markets and are not intended to reflect the proceeds that may be realizable in an immediate settlement of the instruments.
Fair value is determined at one point in time and is not representative of future value. These amounts do not reflect the total value of a going concern organization. Management does not have the intention to dispose of a significant portion of its assets and liabilities, and therefore the unrealized gains or losses should not be interpreted as a forecast of future earnings and cash flows.
The following is a discussion of assets and liabilities measured at fair value on a recurring basis and valuation techniques applied:
Investment securities:The fair value of investment securities which are measured on a recurring basis are determined primarily by obtaining quoted prices on nationally recognized securities exchanges or matrix pricing, which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other similar securities. These securities are classified within level 1 or 2 in the fair value hierarchy. Positions that are not traded in active markets for which valuations are generated using assumptions not observable in the market or management’s best estimate are classified within level 3 of the fair value hierarchy. This includes certain specific municipal debt issues for which the credit quality and discount rate must be estimated.
Loans held for sale: Loans HFS are generally carried, in aggregate, at fair value as Wesbanco previously elected the fair value option. The use of a valuation model using quoted prices of similar instruments are significant inputs in arriving at the fair value and therefore loans HFS are classified within level 2 of the fair value hierarchy.
At September 30, 2026, loans HFS also included one commercial loan for which the fair value option was not elected upon acquisition. Consequently, the loan is measured at amortized cost under the lower-of-cost-or-market model and is disclosed as a Level 3 fair value estimate in the fair value of other instruments, Table 26, but is not included in the recurring fair value hierarchy disclosures, Table 24.
Derivatives: Wesbanco enters into interest rate swap agreements with qualifying commercial customers to meet their financing, interest rate and other risk management needs. These agreements provide the customer the ability to convert from variable to fixed interest rates. The credit risk associated with derivatives executed with customers is essentially the same as that involved in extending loans and is subject to normal credit policies and monitoring. Those interest rate swaps are economically hedged by offsetting interest rate swaps that Wesbanco executes with derivative counterparties in order to offset its exposure on the fixed components of the customer interest rate swap agreements. The interest rate swap agreement with the loan customer and with the counterparty is reported at fair value in other assets and other liabilities on the consolidated balance sheet with any resulting gain or loss recorded in current period earnings as other income and other expense.
Wesbanco enters into forward TBA contracts to manage the interest rate risk between the loan commitments to the customer and the closing of the loan for loans that will be sold on a mandatory basis to secondary market investors. The forward TBA contract is reported at fair value in other assets and other liabilities on the Consolidated Balance Sheet with any resulting gain or loss recorded in current period’s earnings as mortgage banking income.
Wesbanco determines the fair value for derivatives using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. Wesbanco incorporates credit valuation adjustments to appropriately reflect both its own non-performance risk and the respective counterparty’s non-performance risk in the fair value measurements, and therefore both the derivative asset and derivative liability are classified within level 2 of the fair value hierarchy.
We may be required from time to time to measure certain assets and liabilities at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or market accounting or write-downs of individual assets and liabilities.
Collateral dependent loans:Collateral dependent loans are carried at the amortized cost basis less the specific allowance calculated under CECL. Collateral dependent loans are calculated using a cost basis approach or collateral value approach, and therefore are classified within level 3 of the fair value hierarchy.
Other real estate owned and repossessed assets: OREO and repossessed assets are carried at the lower of the investment in the assets or the fair value of the assets less estimated selling costs. The use of independent appraisals and management’s best judgment are significant inputs in arriving at the fair value measure of the underlying collateral, and therefore OREO and repossessed assets are classified within level 3 of the fair value hierarchy.
32
The fair value amounts presented in the tables below are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. The following tables set forth Wesbanco’s financial assets and liabilities that were accounted for at fair value on a recurring and nonrecurring basis by level within the fair value hierarchy as of September 30, 2026 and December 31, 2025:
Table 24: Recurring and Nonrecurring Fair Value Measurements
September 30, 2026
Fair Value Measurements Using:
September 30,
Quoted Prices in Active Markets for Identical Assets
Significant Other Observable Inputs
Significant Unobservable Inputs
(unaudited, in thousands)
2026
(level 1)
(level 2)
(level 3)
Recurring fair value measurements
Equity securities
$
18,303
$
18,303
$
—
$
—
Available-for-sale debt securities
U.S. Treasury
196,710
196,710
—
—
U.S. Government sponsored entities and agencies
197,728
—
197,728
—
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
2,729,247
—
2,729,247
—
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
52,650
—
52,650
—
Asset backed securities
63,601
—
63,601
—
Obligations of states and political subdivisions
74,077
—
71,971
2,106
Corporate debt securities
39,679
—
39,679
—
Total available-for-sale debt securities
$
3,353,692
$
196,710
$
3,154,876
$
2,106
Loans held for sale (1)
37,545
—
37,545
—
Other assets—interest rate derivatives agreements
99,078
—
99,078
—
Total assets recurring fair value measurements
$
3,508,618
$
215,013
$
3,291,499
$
2,106
Other liabilities—interest rate derivatives agreements
$
97,876
$
—
$
97,876
$
—
Total liabilities recurring fair value measurements
$
97,876
$
—
$
97,876
$
—
Nonrecurring fair value measurements
Collateral dependent loans
$
27,643
$
—
$
—
$
27,643
Other real estate owned and repossessed assets
1,784
—
—
1,784
Total nonrecurring fair value measurements
$
29,427
$
—
$
—
$
29,427
(1) At September 30, 2026, loans HFS included one commercial loan, which is carried at its amortized cost of $19.2 million. Because it is carried at its amortized cost rather than its fair value, it is not included in the table above.
33
December 31, 2025
Fair Value Measurements Using:
December 31,
Quoted Prices in Active Markets for Identical Assets
Significant Other Observable Inputs
Significant Unobservable Inputs
(in thousands)
2025
(level 1)
(level 2)
(level 3)
Recurring fair value measurements
Equity securities
$
30,809
$
30,809
$
—
$
—
Available-for-sale debt securities:
U.S. Treasury
196,857
196,857
—
—
U.S. Government sponsored entities and agencies
222,997
—
222,997
—
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
2,610,448
—
2,610,448
—
Commercial mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
63,615
—
63,615
—
Asset backed securities
68,935
—
68,935
—
Obligations of state and political subdivisions
73,188
—
70,903
2,285
Corporate debt securities
52,292
—
52,292
—
Total available-for-sale debt securities
$
3,288,332
$
196,857
$
3,089,190
$
2,285
Loans held for sale
87,454
—
87,454
—
Other assets—interest rate derivatives agreements
63,144
—
63,144
—
Total assets recurring fair value measurements
$
3,469,739
$
227,666
$
3,239,788
$
2,285
Other liabilities—interest rate derivatives agreements
$
64,181
$
—
$
64,181
$
—
Total liabilities recurring fair value measurements
$
64,181
$
—
$
64,181
$
—
Nonrecurring fair value measurements
Collateral dependent loans
$
20,400
$
—
$
—
$
20,400
Other real estate owned and repossessed assets
907
—
—
907
Total nonrecurring fair value measurements
$
21,307
$
—
$
—
$
21,307
Wesbanco’s policy is to recognize transfers between levels as of the actual date of the event or change in circumstances that caused the transfer. There were no transfers between level 1, 2 or 3 for the three and nine months ended September 30, 2026 or for the year ended December 31, 2025.
The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which Wesbanco has utilized level 3 inputs to determine fair value:
Table 25: Quantitative Information about Level 3 Fair Value Measurements
Quantitative Information about Level 3 Fair Value Measurements
Fair Value
Valuation
Unobservable
Range (Weighted
(unaudited, in thousands)
Estimate
Techniques
Input
Average)
September 30, 2026
Collateral dependent loans
$
27,643
Appraisal of collateral (1)
Appraisal adjustments (2)
0.0%-(27.8%)/(5.2%)
Liquidation expenses (2)
(3.6%)-(10.5%)/(9.8%)
Other real estate owned and repossessed assets
$
1,784
Appraisal of collateral (1), (3)
December 31, 2025
Collateral dependent loans
$
20,400
Appraisal of collateral (1)
Appraisal adjustments (2)
0.0%-(20.8%)/(7.3%)
Liquidation expenses (2)
(8.2%)-(10.5%)/(9.7%)
Other real estate owned and repossessed assets
$
907
Appraisal of collateral (1), (3)
(1)
Fair value is generally determined through independent appraisals of the underlying collateral, which generally include various level 3 inputs that are not identifiable.
(2) Appraisals may be adjusted by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range and weighted average of appraisal adjustments and liquidation expense are presented as a percent of the appraisal.
(3) Includes estimated liquidation expenses and numerous dissimilar qualitative adjustments by management, which are not identifiable.
34
The following tables present the carrying amounts and estimated fair values, as well as the level within the fair value hierarchy, of other financial instruments on the Consolidated Balance Sheet:
Table 26: Fair Value of Other Financial Instruments
Fair Value Measurements at
September 30, 2026
Carrying
Fair Value
Quoted Prices in Active Markets for Identical Assets
Significant Other Observable Inputs
Significant Unobservable Inputs
(unaudited, in thousands)
Amount
Estimate
(level 1)
(level 2)
(level 3)
Financial Assets
Cash and due from banks
$
978,860
$
978,860
$
978,860
$
—
$
—
Net held-to-maturity debt securities
1,093,970
924,203
—
924,101
102
Net loans
19,685,993
19,332,186
—
—
19,332,186
Loans held for sale (1)
19,162
20,440
—
—
20,440
Accrued interest receivable
106,182
106,182
106,182
—
—
Financial Liabilities
Deposits
21,612,503
21,593,040
19,105,584
2,487,456
—
Federal Home Loan Bank borrowings
1,950,000
1,942,923
—
1,942,923
—
Other borrowings
113,800
104,171
104,171
—
—
Subordinated debt and junior subordinated debt
308,991
301,104
—
301,104
—
Accrued interest payable
21,363
21,363
21,363
—
—
(1) This line represents one commercial loan HFS on the balance sheet at its amortized cost of $19.2 million. This loan is not included in the $37.5 million of loans HFS detailed in Table 24.
Fair Value Measurements at
December 31, 2025
Carrying
Fair Value
Quoted Prices in Active Markets for Identical Assets
Significant Other Observable Inputs
Significant Unobservable Inputs
(in thousands)
Amount
Estimate
(level 1)
(level 2)
(level 3)
Financial Assets
Cash and due from banks
$
956,109
$
956,109
$
956,109
$
—
$
—
Net held-to-maturity debt securities
1,131,946
1,035,957
—
1,035,821
136
Net loans
19,007,683
18,563,341
—
—
18,563,341
Accrued interest receivable
106,651
106,651
106,651
—
—
Financial Liabilities
Deposits
21,668,840
21,657,121
18,793,468
2,863,653
—
Federal Home Loan Bank borrowings
1,200,000
1,200,761
—
1,200,761
—
Other borrowings
110,679
105,240
105,240
—
—
Subordinated debt and junior subordinated debt
308,529
298,974
—
298,974
—
Accrued interest payable
19,150
19,150
19,150
—
—
The following methods and assumptions were used to measure the fair value of financial instruments recorded at cost on Wesbanco’s Consolidated Balance Sheet:
Cash and due from banks:The carrying amount for cash and due from banks is a reasonable estimate of fair value.
Held-to-maturity debt securities:Fair values for debt securities HTM are determined in the same manner as investment securities, which are described above. The carrying value is net of the ACL on HTM debt securities.
35
Net loans:Fair values for loans are estimated in a valuation model using a discounted cash flow methodology. The discount rates take into account interest rates currently being offered to customers for loans with similar terms, the credit risk associated with the loan and other market factors, including liquidity. Wesbanco believes the discount rates are consistent with transactions occurring in the marketplace for both performing and distressed loan types. The carrying value is net of the ACL and other associated premiums and discounts. Due to the significant judgment involved in evaluating credit quality, loans are classified within level 3 of the fair value hierarchy.
Accrued interest receivable:The carrying amount of accrued interest receivable approximates its fair value.
Deposits:The carrying amount is considered a reasonable estimate of fair value for demand, savings and other variable rate deposit accounts. The fair value of fixed maturity certificates of deposit is estimated by a discounted cash flow method using rates currently offered for deposits of similar remaining maturities.
Federal Home Loan Bank borrowings:The fair value of FHLB borrowings is based on rates currently available to Wesbanco for borrowings with similar terms and remaining maturities.
Other borrowings:The carrying amount of federal funds purchased and overnight sweep accounts generally approximate fair value. Other repurchase agreements are based on quoted market prices if available. If market prices are not available, for certain fixed and adjustable rate repurchase agreements, then quoted market prices of similar instruments are used.
Subordinated debt and junior subordinated debt:The fair value of subordinated debt is determined primarily by obtaining quoted prices on nationally recognized securities exchanges or matrix pricing, which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other similar securities. These securities are classified within level 2 in the fair value hierarchy.Due to the pooled nature of junior subordinated debt owed to unconsolidated subsidiary trusts, which are not actively traded, estimated fair value is determined by using comparable corporate bond indices and swap rates from the financial services sector and factoring in the applicable credit spreads and optional early redemption provisions.
Accrued interest payable:The carrying amount of accrued interest payable approximates its fair value.
Off-balance sheet financial instruments:Off-balance sheet financial instruments consist of commitments to extend credit, including letters of credit. Fair values for commitments to extend credit are estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present credit standing of the counterparties. The estimated fair value of the commitments to extend credit and letters of credit are insignificant and therefore are not presented in the above tables.
36
NOTE 9. REVENUE RECOGNITION
Interest income, net securities gains and bank-owned life insurance are not in scope of ASC 606, "Revenue from Contracts with Customers." For the revenue streams in scope of ASC 606 - trust fees, service charges on deposits, net securities brokerage revenue, payment processing fees, digital banking income, net swap fee and valuation income, mortgage banking income and net gain on OREO and other assets – there are no significant judgments related to the amount and timing of revenue recognition.
The following table summarizes the point of revenue recognition and the income recognized for each of the revenue streams for the three and nine months ended September 30, 2026 and 2025, respectively:
Table 27: Non-interest Income by Revenue Stream
Point of Revenue
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, in thousands)
Recognition
2026
2025
2026
2025
Revenue Streams
Trust fees
Trust account fees
Over time
$
7,411
$
6,955
$
23,390
$
21,327
WesMark fees
Over time
2,255
2,032
6,548
6,015
Total trust fees
9,666
8,987
29,938
27,342
Service charges on deposits
Commercial banking fees
Over time
2,785
2,463
8,146
6,846
Personal service charges
At a point in time and over time
9,478
8,700
26,623
23,387
Total service charges on deposits
12,263
11,163
34,769
30,233
Net securities brokerage revenue
Annuity commissions
At a point in time
2,095
2,237
6,745
6,834
Equity and debt security trades
At a point in time
143
73
497
282
Managed money
Over time
641
366
1,947
1,030
Trail commissions
Over time
388
285
1,219
864
Total net securities brokerage revenue
3,267
2,961
10,408
9,010
Payment processing fees (1)
At a point in time and over time
889
844
2,536
2,539
Digital banking income
At a point in time
7,476
7,324
21,485
20,053
Net swap fee and valuation income (2)
At a point in time
4,857
3,231
9,054
4,937
Mortgage banking income
At a point in time
123
1,898
2,096
5,402
Net gains on other real estate owned and other assets
At a point in time and over time
194
329
2,776
400
(1)
Included in other non-interest income.
(2)
Changes in the fair value of the underlying swaps are not within the scope of ASC 606 and totaled $2.1 million and $22 thousand for the three months ended September 30, 2026 and 2025, respectively. Fair value adjustments were $2.3 million and ($1.7) million for the nine months ended September 30, 2026 and 2025, respectively.
37
NOTE 10. COMPREHENSIVE INCOME/(LOSS)
The activity in AOCI for the nine months ended September 30, 2026 and 2025 is as follows:
Table 28: Accumulated Other Comprehensive Income/(Loss) (1)
(unaudited, in thousands)
Defined Benefit Plans
Unrealized Gains (Losses) on Debt Securities Available-for-Sale
Total
Balance at December 31, 2025
$
6,584
$
(139,904
)
$
(133,320
)
Other comprehensive loss before reclassifications
—
(100,805
)
(100,805
)
Amounts reclassified from accumulated other comprehensive loss
(690
)
(884
)
(1,574
)
Period change
(690
)
(101,689
)
(102,379
)
Balance at September 30, 2026
$
5,894
$
(241,593
)
$
(235,699
)
Balance at December 31, 2024
$
5,124
$
(223,756
)
$
(218,632
)
Other comprehensive income before reclassifications
—
70,930
70,930
Amounts reclassified from accumulated other comprehensive income
(416
)
(551
)
(967
)
Period change
(416
)
70,379
69,963
Balance at September 30, 2025
$
4,708
$
(153,377
)
$
(148,669
)
(1)
All amounts are net of tax. Related income tax expense or benefit is calculated using a combined Federal and State income tax rate approximating 23% in both periods presented.
The following table provides details about amounts reclassified from AOCI for the three and nine months ended September 30, 2026 and 2025:
Table 29: Reclassifications from AOCI
AOCI Component Details
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
Affected Line Item in the Statement of Comprehensive Income
(unaudited, in thousands)
2026
2025
2026
2025
Debt securities available-for-sale (1):
Net securities gains reclassified into earnings
$
(62
)
$
(55
)
$
(200
)
$
(104
)
Net securities gains/(losses) (Non-interest income)
Related income tax effect ⁽²⁾
14
16
46
30
Provision for income taxes
Amortization of state tax rate change reclassified into earnings
(243
)
(209
)
(730
)
(477
)
Provision for income taxes
Net effect on accumulated other comprehensive income for the period
(291
)
(248
)
(884
)
(551
)
Defined benefit plans (3):
Amortization of net gain and prior service costs
(302
)
(186
)
(896
)
(552
)
Employee benefits (Non-interest expense)
Related income tax effect ⁽²⁾
70
45
206
136
Provision for income taxes
Net effect on accumulated other comprehensive income for the period
(232
)
(141
)
(690
)
(416
)
Total reclassifications for the period
$
(523
)
$
(389
)
$
(1,574
)
$
(967
)
(1)
For additional detail related to unrealized gains on securities and related amounts reclassified from AOCI, see Note 3, “Securities.”
(2)
Income tax expense or benefit is calculated using a combined Federal and State income tax rate approximating 23% in both periods presented.
(3)
Included in the computation of net periodic pension cost. See Note 7, “Benefit Plans” for additional detail.
38
NOTE 11. COMMITMENTS AND CONTINGENT LIABILITIES
Commitments
In the normal course of business, Wesbanco offers off-balance sheet credit arrangements to enable its customers to meet their financing objectives. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the financial statements. Wesbanco’s exposure to credit losses in the event of non-performance by the other parties to the financial instruments for commitments to extend credit and standby letters of credit is limited to the contractual amount of those instruments. Wesbanco uses the same credit policies in making commitments and conditional obligations as for all other lending. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.
Letters of credit are conditional commitments issued by banks to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support public and private borrowing arrangements, including normal business activities, bond financing and similar transactions. Letters of credit are considered guarantees. The liability associated with letters of credit was $0.3 million and $0.4 million as of September 30, 2026 and December 31, 2025, respectively.
Contingent obligations to purchase loans funded by other entities include credit card guarantees, loans sold with recourse as well as obligations to the FHLB. Credit card guarantees are credit card balances not owned by Wesbanco, whereby the Bank guarantees the performance of the cardholder.
The following table presents total commitments to extend credit, guarantees and various letters of credit outstanding:
Table 30: Commitments (1)
September 30,
December 31,
(unaudited, in thousands)
2026
2025
Lines of credit
$
5,989,423
$
5,231,344
Loans approved but not closed
752,512
469,694
Overdraft limits
544,105
556,063
Letters of credit
59,164
56,030
Contingent obligations and other guarantees
35,964
36,179
(1) The ACL associated with commitments was $9.2 million and $7.0 million at September 30, 2026 and December 31, 2025, respectively, and is included in other liabilities on the Consolidated Balance Sheet.
Contingent Liabilities
Wesbanco is a party to various legal and administrative proceedings and claims. While any litigation contains an element of uncertainty, management does not believe that a material loss related to such proceedings or claims pending or known to be threatened is reasonably possible.
NOTE 12. BUSINESS SEGMENTS
Wesbanco operates two reportable segments: community banking and trust and investment services. Wesbanco’s community banking segment offers a wide range of banking products and services through various delivery channels and business units, including commercial demand, individual demand and time deposit accounts; commercial, mortgage and individual installment loans, and certain non-traditional offerings, such as insurance and securities brokerage services. For purposes of determining the community banking reportable segment, these lines of business are aggregated, in accordance with the review of the CODM. The trust and investment services segment offers trust services as well as various alternative investment products, including mutual funds, and also serves as investment adviser to a family of mutual funds called the “WesMark Funds.” The fund family is comprised of the WesMark Large Company Fund, the WesMark Balanced Fund, the WesMark Small Company Fund, the WesMark Government Bond Fund, the WesMark West Virginia Municipal Bond Fund, and the WesMark Tactical Opportunity Fund. Corporate support functions, which are generally all attributable to the parent company, do not represent a reportable segment and are presented within Corporate Other for purposes of reconciling to the Consolidated Financial Statements. All of Wesbanco’s revenue is derived from domestic operations, and Wesbanco has no major customers providing greater than 10% of total segment revenue. Wesbanco’s CODM is its President and Chief Executive Officer. The CODM uses net income as the reported measure of segment profit or loss in making business decisions regarding reinvestment into the Company’s segments, using profits for acquisitions and/or paying dividends to shareholders. In addition, net income is used to monitor budget versus actual results, to perform competitive analysis by benchmarking to peers and as a factor to establish compensation for certain employees. Wesbanco does not have any material intra-entity sales or transfers.
The market value of trust assets totaled approximately $8.1 billion and $7.7 billion at September 30, 2026 and 2025, respectively. These assets are held by Wesbanco in fiduciary or agency capacities and are not included as assets on Wesbanco’s Consolidated Balance Sheet. Therefore, substantially all of Wesbanco’s assets are attributable to the community banking segment.
39
The following tables present Wesbanco's business segment results as received and reviewed on a regular basis by the CODM:
Table 31: Business Segment Results
Community Banking
Trust and Investment
Corporate Other
Total
(unaudited, in thousands)
2026
2025
2026
2025
2026
2025
2026
2025
For the Three Months Ended September 30
Interest and dividend income
$
344,548
$
342,886
$
—
$
—
$
—
$
—
Less: Interest expense (1)
112,100
118,756
1,598
2,078
3,973
5,336
Net interest income
232,448
224,130
(1,598
)
(2,078
)
(3,973
)
(5,336
)
Less: Provision for credit losses
8,661
2,082
—
—
—
—
Net interest income after provision for credit losses
223,787
222,048
(1,598
)
(2,078
)
(3,973
)
(5,336
)
Non-interest income:
Trust fees
—
—
7,411
6,955
—
—
WesMark fees
—
—
2,255
2,032
—
—
Service charges on deposits
12,263
11,163
—
—
—
—
Digital banking income
7,476
7,324
—
—
—
—
Net swap fee and valuation income
4,857
3,231
—
—
—
—
Net securities brokerage revenue
3,267
2,961
—
—
—
—
Net insurance services revenue
874
929
—
—
—
—
Bank-owned life insurance
4,311
3,765
—
—
—
—
Payment processing fees
889
843
—
—
—
—
Net securities (losses) gains
(151
)
1,210
—
—
—
—
Net gain on OREO and other assets
194
329
—
—
—
—
Mortgage banking income
123
1,898
—
—
—
—
Other income
2,097
1,929
—
284
—
11
Total revenues
$
259,987
$
257,630
$
8,068
$
7,193
$
(3,973
)
$
(5,325
)
$
264,082
$
259,498
Less (2):
Salaries and wages
66,761
58,361
2,318
2,222
—
—
Employee benefits
14,326
17,553
527
487
—
—
Net occupancy (3)
7,858
8,747
69
72
—
—
Equipment and software (4)
15,100
16,290
513
20
—
—
Miscellaneous taxes
4,997
4,933
2
1
—
—
Professional services
4,628
4,463
248
223
2,479
2,116
Marketing
4,939
2,970
26
9
—
—
FDIC insurance
4,631
5,820
—
—
—
—
Supplies
2,031
2,403
52
41
—
—
Telecommunications
1,046
1,533
—
—
—
—
General administration
2,328
2,543
55
46
490
348
Merger-related and restructuring
730
11,395
—
—
—
(12
)
Amortization of intangibles
6,826
8,385
296
40
—
—
Corporate overhead expenses (5)
—
—
1,821
1,747
—
—
Other segment items (6)
5,686
3,240
124
183
(40
)
9
Segment profit (loss) before provision for income taxes
118,100
108,994
2,017
2,102
(6,902
)
(7,786
)
Provision for income taxes
24,919
20,979
423
441
(1,632
)
(1,683
)
Segment profit (loss)
$
93,181
$
88,015
$
1,594
$
1,661
$
(5,270
)
$
(6,103
)
$
89,505
$
83,573
Reconciliation of segment profit
Preferred stock dividends
(4,240
)
(2,531
)
Net income available to common shareholders
$
85,265
$
81,042
(1) Within Corporate Other, this represents interest expense on subordinated and junior subordinated debt issued by the parent company of Wesbanco.
(2) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(3)Includes depreciation and amortization expense of $2.2 million for the community banking segment for both the three months ended September 30, 2026 and 2025. Such expenses for the trust and investment services segment were immaterial.
(4)Includes depreciation and amortization expense of $2.9 million and $3.0 million for the community banking segment for the three months ended September 30, 2026 and 2025, respectively. Such expenses for the trust and investment services segment were immaterial.
(5) Consist of audit and accounting services, human resources, bank administration and information technology expenses.
(6) Other segment items included in segment expenses for the community banking segment include ATM and digital banking interchange expenses, correspondent service fee expense, postage expense, corporate insurance expense and other general banking service expenses. Other segment items included in segment expenses for the trust and investment services segment include postage expense, securities safekeeping expense and other miscellaneous operating expenses.
40
(Business Segment Results, continued)
Community Banking
Trust and Investment
Corporate Other
Total
(unaudited, in thousands)
2026
2025
2026
2025
2026
2025
2026
2025
For the Nine Months Ended September 30
Interest and dividend income
$
1,003,222
$
932,500
$
—
$
—
$
—
$
—
Less: Interest expense (1)
321,565
321,210
5,067
4,512
12,151
14,774
Net interest income
681,657
611,290
(5,067
)
(4,512
)
(12,151
)
(14,774
)
Less: Provision for credit losses
16,949
74,183
—
—
—
—
Net interest income after provision for credit losses
664,708
537,107
(5,067
)
(4,512
)
(12,151
)
(14,774
)
Non-interest income:
Trust fees
—
—
23,390
21,327
—
—
WesMark fees
—
—
6,548
6,015
—
—
Service charges on deposits
34,769
30,233
—
—
—
—
Digital banking income
21,485
20,053
—
—
—
—
Net swap fee and valuation income
9,054
4,937
—
—
—
—
Net securities brokerage revenue
10,408
9,010
—
—
—
—
Net insurance services revenue
3,211
2,999
—
—
—
—
Bank-owned life insurance
12,439
10,643
—
—
—
—
Payment processing fees
2,536
2,539
—
—
—
—
Net securities gains
1,480
2,302
—
—
—
—
Net gain on OREO and other assets
2,776
400
—
—
—
—
Mortgage banking income
2,096
5,402
—
—
—
—
Other income
11,133
6,554
—
1,044
3
28
Total revenues
$
776,095
$
632,179
$
24,871
$
23,874
$
(12,148
)
$
(14,746
)
$
788,818
$
641,307
Less (2):
Salaries and wages
192,720
162,960
6,724
6,354
—
—
Employee benefits
50,016
48,350
1,597
1,517
—
—
Net occupancy (3)
24,115
24,517
205
199
—
—
Equipment and software (4)
45,419
46,346
1,511
154
—
—
Miscellaneous taxes
14,563
14,225
5
4
—
—
Professional services
12,977
12,870
613
527
7,717
5,658
Marketing
8,705
7,166
58
59
—
—
FDIC insurance
13,582
15,487
—
—
—
—
Supplies
5,875
6,125
141
135
—
—
Telecommunications
3,353
4,284
—
—
—
—
General administration
6,453
6,160
159
128
1,221
765
Merger-related and restructuring
4,396
65,387
—
—
1,050
7,062
Amortization of intangibles
20,535
21,385
888
468
—
—
Corporate overhead expenses (5)
—
—
5,640
5,348
—
—
Other segment items (6)
15,926
12,796
390
264
102
(11
)
Segment profit (loss) before provision for income taxes
357,460
184,121
6,940
8,717
(22,238
)
(28,220
)
Provision for income taxes
75,465
36,794
1,457
1,830
(5,577
)
(6,001
)
Segment profit (loss)
$
281,995
$
147,327
$
5,483
$
6,887
$
(16,661
)
$
(22,219
)
$
270,817
$
131,995
Reconciliation of segment profit
Preferred stock dividends
(12,721
)
(7,594
)
Net income available to common shareholders
$
258,096
$
124,401
(1) Within Corporate Other, this represents interest expense on subordinated and junior subordinated debt issued by the parent company of Wesbanco.
(2) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(3)Includes depreciation and amortization expense of $6.4 million and $6.3 million for the community banking segment for the nine months ended September 30, 2026 and 2025, respectively. Such expenses for the trust and investment services segment were immaterial.
(4)Includes depreciation and amortization expense of $8.7 million and $8.6 million for the community banking segment for the nine months ended September 30, 2026 and 2025, respectively. Such expenses for the trust and investment services segment were immaterial.
(5) Consist of audit and accounting services, human resources, bank administration and information technology expenses.
(6)Other segment items included in segment expenses for the community banking segment include ATM and digital banking interchange expenses, correspondent service fee expense, postage expense, corporate insurance expense and other general banking service expenses. Other segment items included in segment expenses for the trust and investment services segment include postage expense, securities safekeeping expense and other miscellaneous operating expenses.
41
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management’s Discussion and Analysis (“MD&A”) represents an overview of the results of operations and financial condition of Wesbanco for the three and nine months ended September 30, 2026. This discussion and analysis should be read in conjunction with the Consolidated Financial Statements and Notes thereto.
FORWARD-LOOKING STATEMENTS
Forward-looking statements in this report relating to Wesbanco’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this report should be read in conjunction with Wesbanco’s Form 10-K for the year ended December 31, 2025 and documents subsequently filed by Wesbanco with the SEC including Wesbanco's Form 10-Q for the quarters ending March 31, 2026 and June 30, 2026, which are available at the SEC’s website, www.sec.gov or at Wesbanco’s website, www.wesbanco.com. Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties, including those detailed in Wesbanco’s most recent Annual Report on Form 10-K under “Risk Factors” in Part I, Item 1A and in our other reports filed with the SEC. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including, without limitation, the effects of changing regional and national economic conditions; changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to Wesbanco and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board, the FDIC, the SEC, the Financial Institution Regulatory Authority, the Municipal Securities Rulemaking Board, the Securities Investors Protection Corporation, the Consumer Financial Protection Bureau and other regulatory bodies; potential legislative and federal and state regulatory actions and reform, including, without limitation, the impact of the implementation of the Dodd-Frank Act; adverse decisions of federal and state courts; fraud, scams and schemes of third parties; cyber-security breaches; competitive conditions in the financial services industry; rapidly changing technology affecting financial services; marketability of debt instruments and corresponding impact on fair value adjustments; and/or other external developments materially impacting Wesbanco’s operational and financial performance. Wesbanco does not assume any duty to update forward-looking statements.
OVERVIEW
Wesbanco is a multi-state bank holding company operating through 216 branches and 235 ATMs in West Virginia, Ohio, western Pennsylvania, Kentucky, Indiana, Michigan, Maryland, Tennessee, Virginia and Florida offering retail banking, corporate banking, personal and corporate trust services, brokerage services, mortgage banking and insurance. Wesbanco’s businesses are significantly impacted by economic factors such as market interest rates, federal monetary and regulatory policies, local and regional economic conditions and the competitive environment’s effect upon Wesbanco’s business volumes. Wesbanco’s deposit levels are affected by numerous factors including personal savings rates, personal income, and competitive rates on alternative investments, as well as competition from other financial institutions within the markets we serve and liquidity needs of Wesbanco. Loan levels are also subject to various factors including construction demand, business financing needs, consumer spending and interest rates, as well as loan terms offered by competing lenders.
APPLICATION OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Wesbanco’s critical accounting policies involving the significant judgments and assumptions used in the preparation of the Consolidated Financial Statements as of September 30, 2026 have remained unchanged from the disclosures presented in Wesbanco’s Annual Report on Form 10-K for the year ended December 31, 2025 within the section “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
42
RESULTS OF OPERATIONS
EARNINGS SUMMARY
Net income available to common shareholders of $85.3 million, or $0.88 diluted earnings per share, for the third quarter of 2026 increased $4.2 million, or 5.2%, compared to $81.0 million, or $0.84 diluted earnings per share, for the third quarter of 2025 primarily driven by higher net interest income and lower non-interest expense, partially offset by a higher provision for credit losses. Net income available to common shareholders of $258.1 million, or $2.67 diluted earnings per share, for the first nine months of 2026 increased $133.7 million compared to $124.4 million, or $1.39 diluted earnings per share, for the same period in 2025 due to higher net interest and non-interest income, a lower provision for credit losses and a decline in non-interest expense.
Net interest income for the third quarter of 2026 was $226.9 million, an increase of $10.2 million, or 4.7% year-over-year, driven by loan growth, upward loan repricing, and higher securities yields. The third quarter net interest margin of 3.60% improved 7 basis points year-over-year primarily due to lower funding costs. Deposit funding costs of 2.39% for the third quarter of 2026 decreased 17 basis points from the third quarter of 2026. When including non-interest bearing deposits, deposit funding costs for the third quarter were 1.80%.
Provision for credit losses of $8.7 million for third quarter of 2026, increased $6.6 million compared to $2.1 million for the same period in 2025. The increase was primarily driven by loan growth, along with an increase in individually-evaluated loans. The increase is partially offset by prepayment speed fluctuations, changes to macroeconomic factors, interest rate driven model assumptions, and improvements in certain qualitative factors, all of which decreased the provision. Annualized net loan charge-offs as a percentage of average loans were 0.21% and 0.19% for the third quarters of 2026 and 2025, respectively.
For the third quarter of 2026, non-interest income of $45.9 million increased $1.0 million, or 2.2%, from the third quarter of 2025 due primarily to higher net swap and valuation income, service charges on deposits, and trust fees. Gross swap fees were $2.8 million in the third quarter, compared to $3.2 million in the prior year period, while the fair value adjustment was $2.1 million, compared to a negligible gain in the prior year period. Service charges on deposits increased $1.1 million year-over-year due to an increase in monthly fees that took effect during June 2026, as well as increased general spending and higher transaction volumes. Trust fees of $9.7 million, increased $0.7 million year-over-year, due to higher assets under management. Mortgage banking income decreased $1.8 million from the prior year period due to more mortgage volume retained in the portfolio.
Non-interest expense of $150.9 million, decreased $5.3 million, or 3.4%, year-over-year primarily due to lower restructuring and merger-related expenses associated with the PFC acquisition and discretionary expense management, partially offset by higher salaries and wages. Salaries and wages of $69.1 million increased due to hiring efforts in Florida and Nashville during the second quarter, and mid-year merit increases. Marketing expense increased $2.0 million in support of our new expansion markets. FDIC insurance expense of $4.6 million decreased due to a lower assessment rate associated with our improved financial ratios. Amortization of intangible assets of $7.1 million, which was consistent with the last two quarters, decreased $1.3 million year-over-year, reflecting the accelerated amortization methodology of the core deposit intangible recorded in the PFC acquisition. Employee benefits decreased $3.2 million year-over-year to $14.9 million due primarily to lower healthcare claims and lower deferred compensation expense. Restructuring and merger-related expenses decreased $10.7 million from the prior year period, which included costs associated with the closing of the PFC acquisition.
For the three months ended September 30, 2026, the effective tax rate was 20.9% compared to 19.1% for the third quarter of 2025, and the provision for income taxes of $23.7 million in the third quarter of 2026 increased $4.0 million, or 20.1% compared to the third quarter of 2025. These changes were the result of increased pretax income in 2026 as compared to 2025 primarily due to higher net interest income and lower merger-related expenses related to the PFC acquisition recorded in the third quarter of 2026 compared to the same period in 2025.
43
NET INTEREST INCOME
Table 32: Net Interest Income
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, dollars in thousands)
2026
2025
2026
2025
Net interest income
$
226,877
$
216,716
$
664,439
$
592,004
Taxable equivalent adjustment to net interest income
1,287
1,247
3,854
3,678
Net interest income, fully taxable equivalent
$
228,164
$
217,963
$
668,293
$
595,682
Net interest spread, non-taxable equivalent
2.86
%
2.77
%
2.88
%
2.73
%
Benefit of net non-interest bearing liabilities
0.72
%
0.74
%
0.70
%
0.75
%
Net interest margin
3.58
%
3.51
%
3.58
%
3.48
%
Taxable equivalent adjustment
0.02
%
0.02
%
0.02
%
0.02
%
Net interest margin, fully taxable equivalent
3.60
%
3.53
%
3.60
%
3.50
%
Table 33: Average Balance Sheets and Net Interest Margin Analysis
For The Three Months Ended September 30,
For the Nine Months Ended September 30,
2026
2025
2026
2025
Average
Average
Average
Average
Average
Average
Average
Average
(unaudited, dollars in thousands)
Balance
Rate
Balance
Rate
Balance
Rate
Balance
Rate
ASSETS
Due from banks - interest bearing
$
728,418
3.88
%
$
761,410
4.90
%
$
730,187
3.89
%
$
704,757
4.81
%
Loans, net of unearned income (1)
19,660,778
6.02
%
18,990,507
6.17
%
19,365,019
5.99
%
17,553,879
6.12
%
Securities: (2)
Taxable
3,966,151
3.32
%
3,901,533
3.20
%
3,930,752
3.29
%
3,679,815
3.08
%
Tax-exempt (3)
728,816
3.34
%
733,493
3.21
%
733,927
3.34
%
732,823
3.20
%
Total securities
4,694,967
3.33
%
4,635,026
3.20
%
4,664,679
3.30
%
4,412,638
3.10
%
Other earning assets
76,405
6.61
%
77,308
9.40
%
65,328
7.61
%
75,338
8.04
%
Total earning assets (3)
25,160,568
5.45
%
24,464,251
5.58
%
24,825,213
5.42
%
22,746,612
5.50
%
Other assets
2,859,632
2,955,475
2,864,984
2,710,747
Total Assets
$
28,020,200
$
27,419,726
$
27,690,197
$
25,457,359
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest bearing demand deposits
$
5,392,171
2.29
%
$
4,963,468
2.51
%
$
5,384,182
2.26
%
$
4,676,955
2.61
%
Money market accounts
5,064,659
2.81
%
4,905,387
3.09
%
4,968,163
2.74
%
4,322,300
2.96
%
Savings deposits
3,300,368
1.36
%
3,152,927
1.21
%
3,285,784
1.32
%
2,962,302
1.16
%
Certificates of deposit
2,549,878
3.06
%
2,928,961
3.19
%
2,678,958
3.14
%
2,694,587
3.15
%
Total interest bearing deposits
16,307,076
2.39
%
15,950,743
2.56
%
16,317,087
2.36
%
14,656,144
2.52
%
Federal Home Loan Bank borrowings
1,482,609
4.04
%
1,500,272
4.58
%
1,227,473
4.01
%
1,419,571
4.43
%
Repurchase agreements
99,661
2.21
%
110,452
2.75
%
102,923
2.23
%
130,592
2.77
%
Subordinated debt and junior subordinated debt
308,892
5.10
%
358,007
5.91
%
308,740
5.26
%
340,425
5.80
%
Total interest bearing liabilities (4)
18,198,238
2.57
%
17,919,474
2.79
%
17,956,223
2.52
%
16,546,732
2.75
%
Non-interest bearing demand deposits
5,346,922
5,289,568
5,299,436
4,975,638
Other liabilities
328,731
312,542
319,717
309,656
Shareholders’ equity
4,146,309
3,898,142
4,114,821
3,625,333
Total Liabilities and Shareholders’ Equity
$
28,020,200
$
27,419,726
$
27,690,197
$
25,457,359
Taxable equivalent net interest spread
2.88
%
2.79
%
2.90
%
2.75
%
Taxable equivalent net interest margin
3.60
%
3.53
%
3.60
%
3.50
%
(1)
Gross of the ACL, net of unearned income and includes non-accrual loans and loans HFS. Loan fees included in interest income on loans were $1.9 million and $1.4 million for the three months ended September 30, 2026 and 2025, respectively, and were $5.8 million and $5.5 million for the nine months ended September 30, 2026 and 2025, respectively. Additionally, loan accretion included in interest income on loans acquired from prior acquisitions was $13.4 million and $16.0 million for the three months ended September 30, 2026 and 2025, respectively, and was $41.4 million and $39.3 million for the nine months ended September 30, 2026 and 2025, respectively.
(2)
Average yields on AFS debt securities are calculated based on amortized cost.
(3)
Taxable equivalent basis is calculated on tax-exempt securities using the federal statutory tax rate of 21% for each period presented.
(4)
Accretion on interest bearing liabilities acquired from prior acquisitions was $0.1 million and $1.7 million for the three months ended September 30, 2026 and 2025, respectively, and was $0.5 million and $9.6 million for the nine months ended September 30, 2026 and 2025, respectively.
44
Table 34: Rate/Volume Analysis of Changes in Interest Income and Interest Expense
For the Three Months Ended September 30, 2026
For the Nine Months Ended September 30, 2026
Compared to September 30, 2025
Compared to September 30, 2025
(unaudited, in thousands)
Volume
Rate
Net Increase (Decrease)
Volume
Rate
Net Increase (Decrease)
Increase (decrease) in interest income:
Due from banks - interest bearing
$
(393
)
$
(1,882
)
$
(2,275
)
$
887
$
(4,966
)
$
(4,079
)
Loans, net of unearned income
10,274
(7,667
)
2,607
81,421
(18,422
)
62,999
Taxable securities
527
1,213
1,740
5,980
5,972
11,952
Tax-exempt securities (1)
(38
)
227
189
26
811
837
Other earning assets
(21
)
(538
)
(559
)
(579
)
(232
)
(811
)
Total interest income change (1)
10,349
(8,647
)
1,702
87,735
(16,837
)
70,898
Increase (decrease) in interest expense:
Interest bearing demand deposits
2,591
(2,808
)
(217
)
12,810
(12,872
)
(62
)
Money market accounts
1,212
(3,588
)
(2,376
)
13,579
(7,575
)
6,004
Savings deposits
463
1,310
1,773
2,970
3,921
6,891
Certificates of deposit
(2,955
)
(916
)
(3,871
)
(368
)
(322
)
(690
)
Federal Home Loan Bank borrowings
(202
)
(2,032
)
(2,234
)
(6,011
)
(4,237
)
(10,248
)
Repurchase agreements
(70
)
(141
)
(211
)
(515
)
(469
)
(984
)
Subordinated debt and junior subordinated debt
(682
)
(681
)
(1,363
)
(1,311
)
(1,313
)
(2,624
)
Total interest expense change
357
(8,856
)
(8,499
)
21,154
(22,867
)
(1,713
)
Net interest income change (1)
$
9,992
$
209
$
10,201
$
66,581
$
6,030
$
72,611
(1)
Taxable equivalent basis is calculated on tax-exempt securities using the federal statutory tax rate of 21%.
Net interest income, which is Wesbanco’s largest source of revenue, is the difference between interest income on earning assets, primarily loans and securities, and interest expense on liabilities, primarily deposits and short and long-term borrowings. Net interest income is affected by the general level of, and changes in interest rates, the steepness and shape of the yield curve, changes in the amount and composition of interest earning assets and interest bearing liabilities, as well as the frequency of repricing of existing assets and liabilities. Net interest income increased $10.2 million, or 4.7%, and the net interest margin increased by seven basis points in the third quarter of 2026 compared to the third quarter of 2025, due to increases in loan balances, higher securities yields and decreases in the average cost of most major interest bearing liability categories outpacing the decreases in the yields of average earning asset categories. The yield on total earning assets decreased by 13 basis points, while the cost of total interest bearing liabilities decreased by 22 basis points, from the third quarter of 2025 to the third quarter of 2026.
Interest income increased by $1.7 million, or 0.5%, in the third quarter of 2026 compared to the same period of 2025, due to an increase in total earning assets, partially offset by a decline in the average rate on loans. Average loan balances increased $670.3 million, or 3.5%, in the third quarter of 2026 compared to the third quarter of 2025, while loan yields decreased by 15 basis points during this same period to 6.02% due to competitive pressures in the marketplace on loan rates. Loans provide the greatest impact on interest income and the yield on earning assets as they have the largest balance and the highest yield within major earning asset categories. In the third quarter of 2026, average loans represented 78.1% of average earning assets, which was slightly higher than 77.6% in the third quarter of 2025. Average total securities balances increased slightly from the third quarter of 2025 and represented 18.7% of total earning assets in the third quarter of 2026. Taxable securities yields increased by 12 basis points in the third quarter of 2026 from the third quarter of 2025, while tax-exempt securities yields increased 13 basis points during the same time period.
Interest expense decreased $8.5 million in the third quarter of 2026 as compared to the same period in 2025, due primarily to a reduction in the cost of interest bearing liabilities of 22 basis points from the third quarter of 2025 to 2.57% in the third quarter of 2026. Average interest bearing deposits increased $356.3 million, or 2.2%, from the third quarter of 2025, while their average rate decreased 17 basis points to 2.39%. Average non-interest bearing demand deposit balances increased slightly from the third quarter of 2025 to the third quarter of 2026, but were 24.7% of total average deposits at September 30, 2026, compared to 24.9% at September 30, 2025. For the third quarter of 2026, Wesbanco's average loans to average deposits ratio was 90.8%, reflecting additional lending capacity. The average balance of FHLB borrowings were virtually unchanged as compared to the third quarter of 2025, while the average rate on FHLB borrowings decreased 54 basis points. The average balance of subordinated debt and junior subordinated debt decreased $49.1 million, with a corresponding rate decrease of 81 basis points compared to the third quarter of 2025 due to the redemption of the legacy PFC subordinated debt in the fourth quarter of 2025.
PROVISION FOR CREDIT LOSSES – LOANS AND LOAN COMMITMENTS
The provision for credit losses – loans is the amount to be added to the ACL for loans after net charge-offs have been deducted to bring the allowance to a level considered appropriate to absorb lifetime expected losses for all portfolio loans. The provision for credit losses – loan commitments is the amount to be added to the ACL for loan commitments to bring that allowance to a level considered appropriate to absorb lifetime expected losses on unfunded loan commitments. For the three months ended September 30, 2026, Wesbanco recorded a provision for credit losses of $8.7 million, an
45
increase of $6.6 million compared to the $2.1 million provision recorded for the three months ended September 30, 2025. The increase was primarily driven by loan growth, along with an increase in individually-evaluated loans. The increase is partially offset by prepayment speed fluctuations, changes to macroeconomic factors, interest rate driven model assumptions, and improvements in certain qualitative factors, all of which decreased the provision.
Non-performing portfolio loans were 0.78% of total portfolio loans as of September 30, 2026, increasing from 0.50% of total portfolio loans at September 30, 2025. Criticized and classified loans were 3.19% of total portfolio loans as of September 30, 2026, decreasing from 3.22% as of September 30, 2025. Past due loans were 0.56% of total portfolio loans as of September 30, 2026, increasing from 0.53% at September 30, 2025. Annualized net loan charge-offs were 0.21% for the three months ended September 30, 2026, compared to 0.19% for the three months ended September 30, 2025. Please see the "ACL – Loans and Loan Commitments" section of this MD&A for additional discussion.
NON-INTEREST INCOME
Table 35: Non-Interest Income
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, dollars in thousands)
2026
2025
$ Change
% Change
2026
2025
$ Change
% Change
Trust fees
$
9,666
$
8,987
$
679
7.6
$
29,938
$
27,342
$
2,596
9.5
Service charges on deposits
12,263
11,163
1,100
9.9
34,769
30,233
4,536
15.0
Digital banking income
7,476
7,324
152
2.1
21,485
20,053
1,432
7.1
Net swap fee and valuation income
4,857
3,231
1,626
50.3
9,054
4,937
4,117
83.4
Net securities brokerage revenue
3,267
2,961
306
10.3
10,408
9,010
1,398
15.5
Bank-owned life insurance
4,311
3,765
546
14.5
12,439
10,643
1,796
16.9
Net securities (losses) gains
(151
)
1,210
(1,361
)
(112.5
)
1,480
2,302
(822
)
(35.7
)
Mortgage banking income (1)
123
1,898
(1,775
)
(93.5
)
2,096
5,402
(3,306
)
(61.2
)
Net insurance services revenue
874
929
(55
)
(5.9
)
3,211
2,999
212
7.1
Payment processing fees
889
844
45
5.3
2,536
2,539
(3
)
(0.1
)
Net gains on other real estate owned and other assets
194
329
(135
)
NM
2,776
400
2,376
NM
Other
2,097
2,223
(126
)
(5.7
)
11,136
7,626
3,510
46.0
Total non-interest income
$
45,866
$
44,864
$
1,002
2.2
$
141,328
$
123,486
$
17,842
14.4
*NM = Not Meaningful
(1)
Includes a loss of $0.8 million and a loss of $0.6 million from the fair value adjustments on mortgage loan commitments and related derivatives for the three months ended September 30, 2026 and 2025, respectively.
Non-interest income is a significant source of revenue and an important part of Wesbanco’s results of operations, as it represents 16.8% of total revenue for the three months ended September 30, 2026. Wesbanco offers its customers a wide range of retail, commercial, investment and digital banking services, which are viewed as a vital component of Wesbanco’s ability to attract and maintain customers, as well as providing additional fee income beyond normal spread-related income to Wesbanco. For the third quarter of 2026, non-interest income increased $1.0 million, or 2.2%, compared to the third quarter of 2025, primarily due to increases in net swap fee and valuation income, service charges on deposits, trust fees, and bank-owned life insurance, partially offset by a decline in mortgage banking income and net securities gains.
Trust fees increased $0.7 million, or 7.6%, in the third quarter of 2026 compared to the third quarter of 2025, and $2.6 million, or 9.5%, in the first nine months of 2026 compared to the same period in 2025. The increase in both comparisons was due to a $0.4 billion appreciation of trust assets from the prior year, which increased trust fee revenue.
Service charges on deposits increased $1.1 million, or 9.9%, in the third quarter of 2026 compared to the third quarter of 2025, and $4.5 million, or 15.0%, in the first nine months of 2026 compared to the same period in 2025. The increase in both comparisons was due to an increase in monthly fees that took effect during June, as well as increased general spending and higher transaction volumes.
Net swap fee and valuation income increased $1.6 million in the third quarter of 2026 compared to the third quarter of 2025, due to an increase in fair value adjustments on existing swaps, partially offset by a decrease in swap fee income. For the three months ended September 30, 2026, new swaps executed of $176.4 million in notional principal resulted in $2.8 million of fee income as compared to new swaps executed of $289.1 million in notional principal, resulting in $3.2 million of fee income for the three months ended September 30, 2025. Fair value adjustments on existing swaps for the three months ended September 30, 2026 were a positive $2.1 million compared to a negligible gain for the three months ended September 30, 2025. Net swap fee and valuation income increased $4.1 million in the first nine months of 2026 compared to the same period in 2025, due to an increase in fair value adjustments on existing swaps of $3.9 million and an increase in new swap fee income of $0.2 million.
Bank-owned life insurance increased $0.5 million, or 14.5%, in the third quarter of 2026 compared to the third quarter of 2025, and $1.8 million, or 16.9%, in the first nine months of 2026 compared to the same period in 2025. The increase in both comparisons was primarily due to increases in cash value and mortality benefits.
46
Net securities gains decreased $1.4 million in the third quarter of 2026 compared to the third quarter of 2025, and $0.8 million, or 35.7% in the first nine months of 2026 compared to the same period in 2025. The decrease in both comparisons was primarily due to a decrease in the market value adjustments of trading securities related to deferred compensation.
Mortgage banking income decreased $1.8 million in the third quarter of 2026 compared to the third quarter of 2025, and $3.3 million in the first nine months of 2026 compared to the same period in 2025. The decrease in both comparisons was due to a decline in actual gain on sale of mortgages and a decrease in fair value adjustments on mortgage derivatives. For the third quarter of 2026, total mortgage production was $301.4 million, which increased 23.5% compared to the third quarter of 2025. For the three months ended September 30, 2026, $95.7 million in mortgages were sold into the secondary market compared to $126.2 million in the comparable 2025 period.
NON-INTEREST EXPENSE
Table 36: Non-Interest Expense
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
(unaudited, dollars in thousands)
2026
2025
$ Change
% Change
2026
2025
$ Change
% Change
Salaries and wages
$
69,079
$
60,583
$
8,496
14.0
$
199,444
$
169,314
$
30,130
17.8
Employee benefits
14,853
18,040
(3,187
)
(17.7
)
51,613
49,867
1,746
3.5
Net occupancy
7,927
8,819
(892
)
(10.1
)
24,320
24,716
(396
)
(1.6
)
Equipment and software
15,613
16,310
(697
)
(4.3
)
46,930
46,500
430
0.9
Marketing
4,965
2,979
1,986
66.7
8,763
7,225
1,538
21.3
FDIC insurance
4,631
5,820
(1,189
)
(20.4
)
13,582
15,487
(1,905
)
(12.3
)
Amortization of intangible assets
7,122
8,425
(1,303
)
(15.5
)
21,423
21,853
(430
)
(2.0
)
Restructuring and merger-related expenses
730
11,383
(10,653
)
(93.6
)
5,446
72,449
(67,003
)
(92.5
)
Professional fees
7,355
6,802
553
8.1
21,307
19,055
2,252
11.8
Franchise and other miscellaneous taxes
4,999
4,934
65
1.3
14,568
14,229
339
2.4
ATM and electronic banking interchange expenses
1,942
1,524
418
27.4
5,589
3,909
1,680
43.0
Communications
1,046
1,533
(487
)
(31.8
)
3,353
4,284
(931
)
(21.7
)
Other real estate owned and foreclosure expenses
300
28
272
NM
939
345
594
NM
Postage, supplies and other
10,305
9,008
1,297
14.4
29,379
27,456
1,923
7.0
Total non-interest expense
$
150,867
$
156,188
$
(5,321
)
(3.4
)
$
446,656
$
476,689
$
(30,033
)
(6.3
)
*NM = Not Meaningful
Non-interest expense in the third quarter of 2026 decreased $5.3 million, or 3.4%, compared to the same quarter in 2025, primarily driven by decreases inrestructuring and merger-related expenses, employee benefits, amortization of intangible assets, and FDIC insurance, partially offset by an increase in salaries and wages, marketing, and postage, supplies and other.
Salaries and wages increased $8.5 million, or 14.0%, in the third quarter of 2026 compared to the third quarter of 2025, and $30.1 million, or 17.8%, in the first nine months of 2026 compared to the same period in 2025. In both comparisons, the increase was primarily due to hiring efforts in Florida and Nashville, and mid-year merit increases.
Employee benefits decreased $3.2 million, or 17.7%, in the third quarter of 2026 compared to the third quarter of 2025, reflecting a reduction in deferred compensation expense and a year-to-date catch-up refund from our employee healthcare prescription plan. Employee benefits increased $1.7 million, or 3.5%, in the first nine months of 2026 compared to the same period in 2025 due primarily to the timing of employer payroll tax contributions.
Marketing increased $2.0 million in the third quarter of 2026 compared to the third quarter of 2025, primarily due to an increase in advertising in support of our new expansion markets and timing of other marketing campaigns. Marketing increased $1.5 million in the first nine months of 2026 compared to the same period in 2025 due primarily to the same reasons as noted above for the quarter.
FDIC insurance decreased $1.2 million, or 20.4%, in the third quarter of 2026 compared to the third quarter of 2025, due to a lower assessment rate associated with our improved financial ratios.Similarly, FDIC insurance decreased $1.9 million, or 12.3%, in the first nine months of 2026 compared to the first nine months of 2025.
Amortization of intangible assets decreased $1.3 million, or 15.5%, in the third quarter of 2026 compared to the third quarter of 2025 due to the core deposit intangible asset that was created from the acquisition of PFC in the prior year. Similarly, amortization of intangible assets decreased $0.4 million, or 2.0%, in the first nine months of 2026 compared to the same period in 2025.
Restructuring and merger-related expenses decreased $10.7 million in the third quarter of 2026 compared to the third quarter of 2025, primarily due to expenses incurred in the third quarter of 2025 for financial center optimization and to a lesser extent, additional expenses incurred for the acquisition of PFC. For the nine months ended September 30, 2026, restructuring and merger-related expenses decreased $67.0 million from the same period in 2025 due to the expenses incurred from the acquisition of PFC.
47
48
FINANCIAL CONDITION
Total assets increased 2.8% at September 30, 2026 compared to December 31, 2025 primarily due to commercial loan growth. Total liabilities increased 3.0% from December 31, 2025 reflecting higher interest bearing demand and savings deposit balances and an increase in FHLB borrowings, partially offset by a decrease in certificates of deposit. Total shareholders' equity increased 1.3% compared to December 31, 2025 primarily due to net income available to common shareholders, partially offset by common and preferred dividends paid and accumulated other comprehensive loss.
Residential mortgage-backed securities and collateralized mortgage obligations of government sponsored entities and agencies
23,108
27,014
(3,906
)
(14.5
)
Obligations of states and political subdivisions
1,067,030
1,100,788
(33,758
)
(3.1
)
Corporate debt securities
1,975
1,971
4
0.2
Total held-to-maturity debt securities
1,094,139
1,132,114
(37,975
)
(3.4
)
Total securities
$
4,466,134
$
4,451,255
$
14,879
0.3
Available-for-sale and equity securities:
Weighted average yield at the respective period end (1)
3.50
%
3.36
%
As a % of total securities
75.5
%
74.6
%
Weighted average life (in years)
6.4
5.7
Held-to-maturity securities:
Weighted average yield at the respective period end (1)
3.06
%
3.05
%
As a % of total securities
24.5
%
25.4
%
Weighted average life (in years)
7.7
7.3
Total securities:
Weighted average yield at the respective period end (1)
3.39
%
3.28
%
As a % of total securities
100.0
%
100.0
%
Weighted average life (in years)
6.7
6.1
(1)
Weighted average yields have been calculated on a taxable-equivalent basis using the federal statutory tax rate of 21%.
Total investment securities, which are a source of liquidity for Wesbanco as well as a contributor to interest income, increased by $14.9 million from December 31, 2025 to September 30, 2026. Throughout the first nine months of the year, the AFS portfolio increased by $65.4 million or 2.0%, primarily due to purchases exceeding maturities, calls and paydowns. The HTM portfolio decreased by $38.0 million or 3.4% due to maturities and calls of municipal securities. The weighted average yield of the portfolio increased 11 basis points from 3.28% at December 31, 2025 to 3.39% at September 30, 2026, primarily due to security purchases during the quarter at higher market rates.
49
Total gross unrealized securities losses increased $188.2 million, from $300.2 million as of December 31, 2025 to $488.4 million at September 30, 2026. The increase in unrealized losses from December 31, 2025 was due to an increase in market rates through the first nine months of 2026 causing market prices to decrease on the investment portfolio. Wesbanco believes that none of the unrealized losses on AFS debt securities at September 30, 2026 require an ACL. Please refer to Note 3, “Securities,” of the Consolidated Financial Statements for additional information. Wesbanco does not have any investments in private mortgage-backed securities or those that are collateralized by sub-prime mortgages, nor does Wesbanco have any exposure to collateralized debt obligations or government-sponsored enterprise preferred stocks.
Net unrealized losses on AFS securities included in AOCI, net of tax, as of September 30, 2026, and December 31, 2025 were $241.6 million and $139.5 million, respectively. These net unrealized pre-tax losses represent temporary fluctuations resulting from changes in market rates in relation to fixed yields in the AFS portfolio, and on an after-tax basis are accounted for as an adjustment to other comprehensive income in shareholders’ equity. Net unrealized pre-tax losses in the HTM portfolio, which are not accounted for in other comprehensive income, were $169.9 million at September 30, 2026, compared to $96.2 million at December 31, 2025. With approximately 25% of the investment portfolio in the HTM category, volatility in interest rates does not have as much of an impact on other comprehensive income as if the entire portfolio were included in the AFS category.
Equity securities, of which a portion consists of investments in various mutual funds held in grantor trusts formed in connection with a key officer and director deferred compensation plan, are recorded at fair value. Gains and losses due to fair value fluctuations on equity securities are included in net securities gains or losses. For those equity securities relating to the key officer and director deferred compensation plan, the corresponding change in the obligation to the employee is recognized in employee benefits expense.
The corporate and municipal bonds in Wesbanco’s HTM debt portfolio are analyzed quarterly to determine if an ACL is warranted. Wesbanco uses a database of historical financials of all corporate and municipal issuers and actual historic default and recovery rates on rated and non-rated transactions to estimate expected credit losses on an individual security basis. The expected credit losses are adjusted quarterly and are recorded in an ACL on the Consolidated Balance Sheet, which is deducted from the amortized cost basis of the HTM portfolio as a contra asset. The losses are recorded on the Consolidated Income Statement in the provision for credit losses. Accrued interest receivable on HTM securities, which was $7.7 million and $8.2 million as of September 30, 2026 and December 31, 2025, respectively, is excluded from the estimate of credit losses. HTM investments in U.S. Government sponsored entities and agencies as well as mortgage-backed securities and collateralized mortgage obligations, which are all either issued by a direct governmental entity or a government-sponsored entity, have no historical evidence supporting expected credit losses; therefore, Wesbanco has estimated these losses at zero, and will monitor this assumption in the future for any economic or governmental policies that could affect this assumption. Wesbanco recorded an allowance on HTM debt securities of $0.2 million as of September 30, 2026 and December 31, 2025.
Wesbanco uses prices from independent pricing services and, to a lesser extent, indicative (non-binding) quotes from independent brokers, to measure the fair value of its securities. Wesbanco validates prices received from pricing services or brokers using a variety of methods, including, but not limited to, comparison to secondary pricing services, corroboration of pricing by reference to other independent market data such as secondary broker quotes and relevant benchmark indices, review of pricing by personnel familiar with market liquidity and other market-related conditions, review of pricing service methodologies, review of independent auditor reports received from the pricing service regarding its internal controls, and through review of inputs and assumptions used in pricing certain securities thinly traded or with limited observable data points. The procedures in place provide management with a sufficient understanding of the valuation models, assumptions, inputs and pricing to reasonably measure the fair value of Wesbanco’s securities. For additional disclosure relating to fair value measurements, refer to Note 8, “Fair Value Measurement” in the Consolidated Financial Statements.
50
LOANS AND CREDIT RISK
Loans represent Wesbanco’s single largest balance sheet asset classification and the largest source of interest income. Business purpose loans consist of CRE loans and other C&I loans that are not secured by real estate. CRE loans are further segmented into land and construction loans, and loans for improved property. Consumer purpose loans consist of residential real estate loans, home equity lines of credit and other consumer loans. Loans HFS generally consist of residential real estate loans originated for sale in the secondary market, but at times may also include other types of loans. The outstanding balance of each major category of the loan portfolio is summarized in Table 38.
The risk that borrowers will be unable or unwilling to repay their obligations and default on loans is inherent in all lending activities. Credit risk arises from many sources including general economic conditions, external events that impact businesses or industries, isolated events that impact a major employer, individual loss of employment or other personal hardships, as well as changes in interest rates or the value of collateral. Credit risk is also impacted by a concentration of exposure within a geographic market or to one or more borrowers, industries or collateral types. The primary goal in managing credit risk is to minimize the impact of default by an individual borrower or group of borrowers. Credit risk is managed through the initial underwriting process as well as through ongoing monitoring and administration of the portfolio that varies by the type of loan. The Bank’s credit policies establish standard underwriting guidelines for each type of loan and require an appropriate evaluation of the credit characteristics of each borrower. This evaluation includes the borrower’s primary source of repayment capacity; the adequacy of collateral, if any, to secure the loan; the potential value of personal guarantees as secondary sources of repayment; and other factors unique to each loan that may increase or mitigate its risk. Credit bureau scores are also considered when evaluating consumer purpose loans as well as guarantors of business purpose loans. However, the Bank does not periodically update credit bureau scores subsequent to when loans are made to determine changes in credit history.
Credit risk is mitigated for all types of loans by continuously monitoring delinquency levels and pursuing collection efforts at the earliest stage of delinquency. The Bank also monitors general economic conditions, including employment, housing activity and real estate values in its market. The Bank also periodically evaluates and changes its underwriting standards when warranted based on market conditions, the historical performance of a category of the portfolio, or other external factors. Credit risk is also regularly evaluated for the impact of adverse economic and other events that increase the risk of default and the potential loss in the event of default, to understand the impact on the Bank’s earnings and capital.
Commercial loan risk grades are determined based on an evaluation of the relevant characteristics of each loan, assigned at inception and adjusted thereafter at any time to reflect changes in the risk profile throughout the life of each loan. The primary factors used to determine the risk grade are the sufficiency, reliability and sustainability of the primary source of repayment and overall financial strength of the borrower. The rating system more heavily weights the debt service coverage, leverage and loan-to-value factors to derive the risk grade. Other factors that are considered at a lesser weighting include management, industry or property-type risks, payment history, collateral and personal guarantees.
Table 38: Composition of Loans (1)
September 30, 2026
December 31, 2025
(unaudited, dollars in thousands)
Amount
% of Loans
Amount
% of Loans
Commercial real estate:
Land and construction
$
1,637,322
8.2
$
1,783,637
9.2
Improved property
9,682,193
48.5
9,155,197
47.5
Total commercial real estate
11,319,515
56.7
10,938,834
56.7
Commercial and industrial
3,067,867
15.4
2,863,893
14.8
Residential real estate
3,998,944
20.0
3,938,585
20.4
Home equity
1,240,811
6.2
1,129,394
5.8
Consumer
273,414
1.4
355,726
1.8
Total portfolio loans
19,900,551
99.7
19,226,432
99.5
Loans held for sale
56,707
0.3
87,454
0.5
Total loans
$
19,957,258
100.0
$
19,313,886
100.0
(1)
Loans are presented gross of the allowance for loan credit losses – loans and net of unearned income, credit valuation adjustments, and unamortized net deferred loan fee income and loan origination costs.
Total portfolio loans increased $674.1 million, or 3.5%, from December 31, 2025, and have increased $968.5 million, or 5.1%, over the past twelve months, including increases of 13.7% in home equity lines of credit, 8.4% in CRE improved property, 10.7% in C&I, and 1.8% in residential real estate. These are partially offset by decreases of 28.9% in consumer loans and 10.4% in CRE land and construction. Of note, Wesbanco has ended its indirect auto lending program as it is not core to our organic growth strategy, and not due to any credit concerns. At September 30, 2026, it represented approximately one-third of the $273.4 million consumer loan portfolio.
Total loan commitments of $7.3 billion, including loans approved but not closed, increased $1.0 billion or 16.3% from December 31, 2025. The average line utilization percentage for the commercial portfolio was 37.3% for the three months ended September 30, 2026 compared to 36.5% for the three months ended December 31, 2025.
The commercial portfolio is monitored for potential concentrations of credit risk by market, type of lending, CRE property type, C&I and owner-occupied CRE by industry, investment CRE dependence on common tenants and industries or property types that are similarly impacted by external factors. The breakdown for all CRE – improved property is 33% owner-occupied and 67% investor-owned.
51
Loans HFS at both September 30, 2026 and December 31, 2025 includes originated residential mortgages and residential construction loans that are committed to be sold into the secondary market. Loans HFS at September 30, 2026 also includes one commercial loan with an amortized cost of $19.2 million. Total loans HFS were $56.7 million at September 30, 2026, a decrease of $30.7 million from December 31, 2025.
NON-PERFORMING ASSETS AND LOANS PAST DUE 90 DAYS OR MORE
Non-performing assets consist of non-accrual loans, OREO acquired through or in lieu of foreclosure, and repossessed automobiles acquired to satisfy defaulted consumer loans.
Table 39: Non-performing Assets
(unaudited, dollars in thousands)
September 30, 2026
December 31, 2025
Portfolio loans:
Commercial real estate - land and construction
$
27,432
$
832
Commercial real estate - improved property
51,184
29,754
Commercial and industrial
21,904
16,092
Residential real estate
43,625
34,332
Home equity
10,492
9,248
Consumer
333
1,326
Total Portfolio loans
$
154,970
$
91,584
Held for sale loans
19,162
—
Total non-performing loans
$
174,132
$
91,584
OREO and repossessed assets
1,784
907
Total non-performing assets
$
175,916
$
92,491
Non-performing loans/total portfolio loans
0.78
%
0.48
%
Non-performing assets/total assets
0.62
%
0.33
%
Non-performing assets/total portfolio loans, loans held for sale, other real estate and repossessed assets
0.88
%
0.48
%
Non-performing loans consist only of non-accrual loans. Non-performing portfolio loans increased $63.4 million or 69.2% from December 31, 2025, primarily due to three CRE loans and one HFS loan across different markets and property types, none of which were office. See Note 4, "Loans and the Allowance for Credit Losses" for additional information.
The following table presents past due and accruing loans excluding non-accruals:
Table 40: Past Due and Accruing Loans Excluding Non-accruals
(unaudited, dollars in thousands)
September 30, 2026
December 31, 2025
Loans past due 90 days or more:
Commercial real estate - land and construction
$
—
$
—
Commercial real estate - improved property
9,178
20,507
Commercial and industrial
397
777
Residential real estate
11,332
12,479
Home equity
2,020
2,882
Consumer
792
1,138
Total loans past due 90 days or more
23,719
37,783
Loans past due 30 to 89 days:
Commercial real estate - land and construction
23,425
27,492
Commercial real estate - improved property
32,267
20,698
Commercial and industrial
2,564
9,385
Residential real estate
12,813
12,674
Home equity
13,079
13,035
Consumer
4,442
7,915
Total loans past due 30 to 89 days
88,590
91,199
Total loans 30 days or more past due
$
112,309
$
128,982
Loans past due 90 days or more and accruing to total portfolio loans
0.12
%
0.20
%
Loans past due 30-89 days and accruing to total portfolio loans
0.45
%
0.47
%
52
Loans past due 30 days or more and accruing interest, excluding non-accruals, decreased $16.7 million, or 12.9%, and represented 0.56% of total portfolio loans, compared to 0.67% of total portfolio loans at December 31, 2025. These loans continue to accrue interest because they are both well-secured and in the process of collection. Loans 90 days or more past due, excluding non-accruals, decreased $14.1 million and represented 0.12% of total portfolio loans at September 30, 2026 as compared to 0.20% at December 31, 2025.
ALLOWANCE FOR CREDIT LOSSES - LOANS AND LOAN COMMITMENTS
As of September 30, 2026, the total ACL for loans and commitments was $223.8 million, of which $214.6 million related to loans and $9.2 million related to loan commitments. The ACL for loans was 1.08% of total portfolio loans as of September 30, 2026, compared to 1.14% as of December 31, 2025. The ACL for loans individually-evaluated increased $1.9 million from December 31, 2025 to September 30, 2026. On September 30, 2026, the population of individually-evaluated loans consisted of ten relationships, with a total outstanding loan balance of $75.1 million. The ACL for loans collectively-evaluated decreased from December 31, 2025 to September 30, 2026 by $6.1 million, primarily due to changes in macroeconomic conditions over the one‑year forecast period and improvements in qualitative factors. As of September 30, 2026, PCD loans from the PFC acquisition accounted for $5.8 million of the ACL for loans collectively-evaluated. The ACL for loan commitments was $9.2 million at September 30, 2026 as compared to $7.0 million at December 31, 2025, and is included in other liabilities on the Consolidated Balance Sheet.
The ACL by loan category, presented in Note 4, “Loans and the Allowance for Credit Losses” of the Notes to Consolidated Financial Statements, summarizes the impact of changes in various factors that affect the ACL in each segment of the portfolio. The ACL under the CECL methodology is calculated utilizing the PD and LGD approach, which is then discounted to net present value. PD is the probability the asset will default within a given time frame and LGD is the percentage of the asset not expected to be collected due to default. The primary macroeconomic drivers of the quantitative model include forecasts of national unemployment and interest rates, as well as modeling adjustments for changes in prepayment speeds, portfolio mix, concentrations and loan growth. At September 30, 2026, the primary drivers of the allowance were loan growth, changes in macroeconomic conditions over the one year forecast period, and improvements in certain qualitative factors. The unemployment forecast was based upon a probability weighted approach which is designed to incorporate economic forecasts from a baseline, upside and downside economy in the loss projection. At September 30, 2026, Wesbanco applied a one-year forecast and immediately reverted to historical losses. The national unemployment rate was projected to be 4.7% as of September 30, 2026 and subsequently increase to an average of 5.3% over the remainder of the one-year forecast period.
The following table summarizes the allocation of the ACL to each category of the loan portfolio.
Table 41: ACL - Loans and Loan Commitments
(unaudited, dollars in thousands)
September 30, 2026
Percent of Total
December 31, 2025
Percent of Total
Allowance for credit losses - loans:
Commercial real estate - land and construction
$
10,204
4.6
$
10,707
4.7
Commercial real estate - improved property
94,465
42.2
96,714
42.9
Commercial and industrial
67,397
30.1
64,932
28.8
Residential real estate
32,303
14.4
33,416
14.8
Home equity
2,384
1.1
2,383
1.1
Consumer
5,987
2.7
8,742
3.9
Deposit account overdrafts
1,818
0.8
1,855
0.7
Total allowance for credit losses - loans
$
214,558
95.9
$
218,749
96.9
Allowance for credit losses - loan commitments:
Commercial real estate - land and construction
$
7,266
3.2
$
5,499
2.5
Commercial real estate - improved property
263
0.1
—
—
Commercial and industrial
578
0.3
552
0.2
Residential real estate
1,107
0.5
890
0.4
Home equity
—
—
—
—
Consumer
20
—
9
—
Total allowance for credit losses - loan commitments
9,234
4.1
6,950
3.1
Total allowance for credit losses - loans and loan commitments
$
223,792
100.0
$
225,699
100.0
Although the ACL is allocated as described in Table 41, the total allowance is available to absorb actual losses in any category of the loan portfolio. However, differences between management’s estimation of probable losses and actual net charge-offs in subsequent periods for any category may necessitate future adjustments to the ACL applicable to the category. Management believes the ACL is appropriate to absorb expected losses at September 30, 2026.
53
DEPOSITS
Table 42: Deposits
(unaudited, dollars in thousands)
September 30, 2026
December 31, 2025
$ Change
% Change
Deposits
Non-interest bearing demand
$
5,235,283
$
5,376,767
$
(141,484
)
(2.6
)
Interest bearing demand
5,463,872
5,186,880
276,992
5.3
Money market
5,143,236
5,072,039
71,197
1.4
Savings deposits
3,263,193
3,157,782
105,411
3.3
Certificates of deposit
2,506,919
2,875,372
(368,453
)
(12.8
)
Total deposits
$
21,612,503
$
21,668,840
$
(56,337
)
(0.3
)
Deposits, which represent Wesbanco’s primary source of funds, are offered in various account forms at various rates through Wesbanco’s 216 financial centers. The FDIC insures deposits up to $250,000 per account owner.
Total deposits decreased $56.3 million during the first nine months of 2026. Savings deposits, money market deposits and demand deposits increased 3.3%, 1.4% and 1.3% respectively. Wesbanco also participates in the ICS® deposit program. ICS® reciprocal balances totaled $2.5 billion and $2.2 billion at September 30, 2026 and December 31, 2025, respectively. In addition, ICS® one-way buys totaled $100.2 million at December 31, 2025. There were no ICS® one-way buys at September 30, 2026.
Certificates of deposit decreased 12.8% from December 31, 2025 to September 30, 2026 due primarily to a decrease in higher cost certificates of deposit. Wesbanco does not generally solicit brokered or other deposits out-of-market or over the internet but does participate in the CDARS® program. CDARS® balances totaled $68.8 million in outstanding balances at September 30, 2026, none of which represented one-way buys, compared to $73.1 million in total outstanding balances, of which $0.9 million represented one-way buys, at December 31, 2025. Certificates of deposit greater than $250,000 were approximately $725.3 million at September 30, 2026 compared to $842.3 million at December 31, 2025. Certificates of deposit totaling approximately $2.4 billion at September 30, 2026 with a cost of 3.21% are scheduled to mature within the next 12 months. From time to time, the Bank may offer special promotions or match competitor rates on certain certificates of deposit maturities and savings products based on competition, sales strategies, liquidity needs and wholesale borrowing costs.
BORROWINGS
Table 43: Borrowed Funds
(unaudited, dollars in thousands)
September 30, 2026
December 31, 2025
$ Change
% Change
Federal Home Loan Bank Borrowings
$
1,950,000
$
1,200,000
$
750,000
62.5
Other short-term borrowings
113,800
110,679
3,121
2.8
Subordinated debt and junior subordinated debt
308,991
308,529
462
0.1
Total
$
2,372,791
$
1,619,208
$
753,583
46.5
While borrowings are a significant source of funding for Wesbanco, they are less significant as compared to total deposits. FHLB borrowings increased $0.8 billion from December 31, 2025, to September 30, 2026, as $1.9 billion in new advances were partially offset by $1.1 billion in maturities. The average cost of new borrowings was approximately 4.03% while the cost of maturing borrowings was approximately 3.91% during the first nine months of 2026.
Other short-term borrowings, which may consist of federal funds purchased, repurchase agreements and overnight sweep checking accounts were $113.8 million at September 30, 2026, compared to $110.7 million at December 31, 2025. There were no outstanding federal funds purchased at either September 30, 2026, or December 31, 2025.
54
CAPITAL RESOURCES
Shareholders' equity increased $51.2 million or 1.3% from December 31, 2025, to $4.1 billion at September 30, 2026. The increase resulted from $270.8 million in net earnings for the nine months ended September 30, 2026, which was partially offset by the declaration of common and preferred shareholder dividends totaling $109.3 million and $12.7 million, respectively, and a $102.4 million other comprehensive loss for the nine months ended September 30, 2026. Wesbanco also increased its quarterly dividend rate $0.01 per quarter to $0.38 per share in November 2025, representing a 2.7% increase over the prior quarterly rate and a cumulative 171% increase since 2010.
As of September 30, 2026, Wesbanco had two active stock repurchase plans. They were approved by the Board of Directors on February 24, 2022 for 3.2 million shares and May 20, 2026 for 4.0 million shares and provide for shares to be repurchased for general corporate purposes, which may include potential acquisitions, shareholder dividend reinvestment and employee benefit plans. The timing, price and quantity of purchases are at the discretion of Wesbanco, and the plan may be discontinued or suspended at any time. Wesbanco purchased 290,135 shares under open market transactions during the first nine months of 2026 under the plans. As of September 30, 2026, the plans have 4,539,107 shares remaining for repurchase.
Regulatory guidelines require bank holding companies and commercial banks to maintain certain minimum capital ratios and define companies as “well capitalized” that sufficiently exceed the minimum ratios. At September 30, 2026, regulatory capital levels for both the Bank and Wesbanco were substantially greater than the minimum amounts needed to be considered “well capitalized” under the regulations. There are various legal limitations under federal and state laws that limit the payment of dividends from the Bank to Wesbanco. As of September 30, 2026, under FDIC regulations, Wesbanco could receive, without prior regulatory approval, a dividend of approximately $447.6 million from the Bank.
The following table summarizes risk-based capital amounts and ratios for Wesbanco and the Bank for the periods indicated:
Table 44: Capital Ratios
September 30, 2026
December 31, 2025
Minimum
Well-
Minimum
Minimum
(unaudited, dollars in thousands)
Value(1)
Capitalized(2)
Amount
Ratio
Amount(1)
Amount
Ratio
Amount(1)
Wesbanco, Inc.
Tier 1 leverage
4.00
%
N/A
$
2,618,845
9.87
%
$
1,061,869
$
2,443,411
9.42
%
$
1,037,948
Common equity Tier 1
4.50
%
N/A
2,394,658
10.61
%
1,015,534
2,219,224
10.37
%
963,091
Tier 1 capital to risk-weighted assets
6.00
%
6.00
%
2,618,845
11.60
%
1,354,045
2,443,411
11.42
%
1,284,121
Total capital to risk-weighted assets
8.00
%
10.00
%
3,152,042
13.97
%
1,805,393
2,978,585
13.92
%
1,712,162
Wesbanco Bank, Inc.
Tier 1 leverage
4.00
%
5.00
%
$
2,714,321
10.24
%
$
1,060,680
$
2,571,964
9.92
%
$
1,036,779
Common equity Tier 1
4.50
%
6.50
%
2,714,321
12.06
%
1,013,056
2,571,964
12.06
%
959,751
Tier 1 capital to risk-weighted assets
6.00
%
8.00
%
2,714,321
12.06
%
1,350,741
2,571,964
12.06
%
1,279,668
Total capital to risk-weighted assets
8.00
%
10.00
%
2,938,577
13.05
%
1,800,989
2,798,197
13.12
%
1,706,224
(1)
Minimum requirements to remain adequately capitalized. Amounts and ratios shown do not include the impact of a capital conservation buffer of 2.50%.
(2) Reflects the well-capitalized standard under Regulation Y for Wesbanco, Inc. and the prompt corrective action framework for Wesbanco Bank, Inc.
55
LIQUIDITY RISK
Liquidity is defined as a financial institution’s capacity to meet its cash and collateral obligations at a reasonable cost. Liquidity risk is the risk that an institution’s financial condition or overall safety and soundness is adversely affected by an inability, or perceived inability, to meet its obligations. An institution’s obligations, and the funding sources to meet them, depend significantly on its business mix, balance sheet structure, and the cash flows of its on- and off-balance sheet obligations. Institutions confront various internal and external situations that can give rise to increased liquidity risk including funding mismatches, market constraints on funding sources, contingent liquidity events, changes in economic conditions, and exposure to credit, market, operation, legal and reputation risk. Wesbanco actively manages liquidity risk through its ability to provide adequate funds to meet changes in loan demand, unexpected outflows in deposits and other borrowings as well as to take advantage of market opportunities and meet operating cash needs. This is accomplished by maintaining liquid assets in the form of securities, sufficient borrowing capacity and a stable core deposit base. Liquidity is centrally monitored by Wesbanco’s ALCO which includes senior management representatives and reports to the Board of Directors through the board-level Enterprise Risk Management Committee.
Wesbanco determines the degree of required liquidity by the relationship of total holdings of liquid assets to potential funding needs to meet unexpected deposit losses and/or loan demands. The ability to quickly convert assets to cash at a minimal loss is a primary function of managing Wesbanco’s investment portfolio. Wesbanco believes its cash flow from the loan portfolio, the investment portfolio, and other sources adequately meet its liquidity requirements. Wesbanco’s net loans to assets ratio was 69.2% at September 30, 2026 and deposit balances funded 75.9% of assets.
The following table lists the sources of liquidity from assets at September 30, 2026 expected within the next year:
Table 45: Liquidity Sources
(unaudited, in thousands)
Cash and cash equivalents
$
978,860
Securities with a maturity date within the next year
230,864
Projected payments and prepayments on mortgage-backed securities and collateralized mortgage obligations (1)
447,637
Loans held for sale
56,707
Accruing loans scheduled to mature
2,775,021
Normal loan repayments
2,467,994
Total sources of liquidity expected within the next year
$
6,957,083
(1) Projected prepayments are based on current prepayment speeds.
Deposit cash flows are another principal factor affecting overall Wesbanco liquidity. Deposits totaled $21.6 billion at September 30, 2026. Deposit cash flows are impacted by current interest rates, products and rates offered by Wesbanco versus various forms of competition, as well as customer behavior. Certificates of deposit scheduled to mature within one year totaled $2.4 billion at September 30, 2026, with a weighted average cost of 3.21%, which includes jumbo regular certificates of deposit totaling $1.4 billion with a weighted-average cost of 3.35%, and jumbo CDARS® certificates of deposit of $64.7 million with a weighted-average cost of 3.53%. Wesbanco did not have any brokered one-way buys at September 30, 2026.
Uninsured deposits, as reported for regulatory purposes, totaled $7.2 billion at September 30, 2026, or 33% of total deposits. Uninsured deposits include $2.3 billion of public funds deposits that are over the FDIC-insured limit. Wesbanco secures these public funds deposits by pledging investment securities with a market value at or above the deposit balance. Excluding these public funds, at September 30, 2026, uninsured deposits were $4.9 billion, or 23% of total deposits. Wesbanco maintains a line of credit with the FHLB as an additional funding source. Available credit with the FHLB approximated $6.1 billion and $6.8 billion at September 30, 2026 and December 31, 2025, respectively. The FHLB requires securities to be specifically pledged to the FHLB and maintained in a FHLB-approved custodial arrangement if the member wishes to include such securities in the maximum borrowing capacity calculation. Wesbanco has elected not to specifically pledge to the FHLB unpledged securities. Wesbanco can also use this line of credit for pledging collateral to cover public funds deposits, as an alternative to pledging securities from the investment portfolio. At September 30, 2026, the Bank had unpledged AFS securities with an estimated fair value of $918.1 million, or 27.8% of the total AFS portfolio. A portion of these securities could be sold for additional liquidity, or such securities could be pledged to secure additional FHLB borrowings. Approximately 61% of the portfolio is pledged to public deposit customers. Wesbanco monitors exposure to public funds deposits in relation to pledging requirements and provides ICS® deposits via IntraFi® as a solution for a portion of new and existing public fund depositors. In addition, at September 30, 2026, the Bank had unpledged HTM securities with an estimated fair value of $590.0 million. Approximately 99%, or $586.1 million of these securities are municipal securities, which can only be pledged in limited circumstances. Generally, these securities cannot be sold without tainting the remainder of the HTM portfolio. If tainting occurs, all remaining securities with the HTM designation would be required to be reclassified as AFS, and the HTM designation would not be available to Wesbanco for a period of time.
Wesbanco participates in the Federal Reserve Bank’s Borrower-in-Custody Program (“BIC”) whereby Wesbanco pledges certain consumer loans as collateral for borrowings. Wesbanco did not have any BIC borrowings outstanding at September 30, 2026. Alternative funding sources may include the utilization of existing overnight lines of credit with third party banks totaling $265.0 million, none of which was outstanding at September 30, 2026, along with seeking other lines of credit, borrowings under repurchase agreement lines, increasing deposit rates to attract additional funds, accessing brokered deposits, or selling securities AFS or certain types of loans.
Other short-term borrowings of $113.8 million at September 30, 2026 consisted of repurchase agreements or overnight sweep checking accounts for large commercial customers. Other short-term borrowings may also include federal funds purchased using the Federal Reserve's discount window or lines of credit with third party banks noted above. The overnight sweep checking accounts require U.S. Government securities to be pledged equal to or greater than the average deposit balance in the related customer accounts.
56
The principal sources of parent company liquidity are dividends from the Bank and $195.0 million in cash and investments on hand. There are various legal limitations under federal and state laws that limit the payment of dividends from the Bank to the parent company. As of September 30, 2026, under FDIC and State of West Virginia regulations, Wesbanco could receive, without prior regulatory approval, dividends of approximately $447.6 million from the Bank. Management believes these are appropriate levels of cash for the parent company given the current environment. Management continuously monitors the adequacy of parent company cash levels and sources of liquidity through the use of metrics that relate current cash levels to historical and forecasted cash inflows and outflows.
Wesbanco had outstanding commitments to extend credit in the ordinary course of business approximating $7.2 billion and $6.3 billion at September 30, 2026 and December 31, 2025, respectively. On a historical basis, only a portion of these commitments will result in an outflow of funds. Please refer to Note 11, “Commitments and Contingent Liabilities” of the Consolidated Financial Statements and the “Loans and Credit Risk” section of this MD&A for additional information.
Federal financial regulatory agencies have previously issued guidance to provide for sound practices for managing funding and liquidity risk and strengthening liquidity risk management practices. Wesbanco maintains a comprehensive management process for identifying, measuring, monitoring, and controlling liquidity risk, which is fully integrated into its risk management process. Management believes Wesbanco has sufficient current liquidity to meet current obligations to borrowers, depositors and others and that Wesbanco’s current liquidity risk management policies and procedures, as periodically reviewed and adjusted, adequately address this guidance.
57
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The disclosures set forth in this item are qualified by the section captioned “Forward-Looking Statements” included in Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations of this report.
MARKET RISK
The primary objective of Wesbanco’s ALCO is to maximize net interest income within established policy parameters. This objective is accomplished through the management of balance sheet composition and duration, market risk exposures arising from changing economic conditions as well as liquidity risk.
Market risk is defined as the risk of loss due to adverse changes in the fair value of financial instruments resulting from fluctuations in interest rates and bond prices. Management considers interest rate risk to be Wesbanco’s most significant market risk. Interest rate risk is the exposure to adverse changes in net interest income due to changes in interest rates. The consistency of Wesbanco’s net interest income is largely dependent on effective management of Wesbanco's interest rate risk profile. As interest rates change in the market, rates earned on interest rate-sensitive assets and rates paid on interest rate-sensitive liabilities do not necessarily move concurrently. Differing rate sensitivities may arise because fixed rate assets and liabilities may not have the same maturities, because variable rate assets and liabilities differ in the timing and/or the magnitude of rate changes, or due to the shape of the yield curve shifting over time.
Wesbanco’s ALCO includes senior management representatives and reports to the Board of Directors through the board-level Enterprise Risk Management Committee, and is responsible for monitoring and managing interest rate risk within approved policy limits, utilizing earnings sensitivity simulation and EVE models. These models are highly dependent on various assumptions, which change regularly as the balance sheet composition and market interest rates change. The key assumptions and strategies employed are analyzed, reviewed and documented at least quarterly by the ALCO as well as provided to the Board.
The earnings sensitivity simulation model projects changes in net interest income resulting from the effects of changes in interest rates. Forecasting changes in net interest income requires management to make certain assumptions regarding loan and security prepayment rates, call dates, changes to deposit product betas and non-maturity deposit decay rates, which may not necessarily reflect the manner in which actual cash flows, yields, and costs respond to changes in market interest rates. Assumptions are based on internally-developed models derived from institution specific data, current market rates and economic forecasts, and are internally back-tested and periodically validated by an independent third-party consultant. Key assumptions are reviewed quarterly and updated as deemed appropriate by management. The net interest income sensitivity results presented in Table 46 assumes that the balance sheet composition of interest sensitive assets and liabilities existing at the end of the period remains constant over the period being measured (otherwise known as a "static" balance sheet) and also assumes that a particular change in interest rates is reflected immediately and parallel across all tenors of the yield curve, regardless of the duration of the maturity or re-pricing of specific assets and liabilities. Since the assumptions used in the model relative to changes in interest rates are uncertain, the simulation analysis may not be indicative of actual results, particularly in times of stress. In addition, this analysis does not consider actions that management might employ in the future in response to changes in interest rates, as well as changes in earning asset and costing liability balances.
Interest rate risk policy limits are determined by measuring the anticipated change in net interest income over a twelve-month period, assuming immediate and sustained market interest rate increases and decreases of 100 - 300 basis points across the entire yield curve, as compared to a flat rate environment or base model. Wesbanco’s current policy limits this exposure for the noted interest rate changes to a reduction of between 7.5% - 15% of net interest income from the stable rate base model over a twelve-month period.The table below indicates Wesbanco’s interest rate sensitivity at September 30, 2026 and December 31, 2025, assuming the above-noted interest rate changes, as compared to a base static balance sheet model.
Table 46: Net Interest Income Sensitivity
Immediate Change in
Percentage Change in
Interest Rates
Net Interest Income from Base over One Year
ALCO
(basis points)
September 30, 2026
December 31, 2025
Guidelines
+300
3.0%
2.9%
(15.0%)
+200
2.0%
2.0%
(10.0%)
+100
1.0%
1.0%
(7.5%)
-100
(2.1%)
(1.7%)
(7.5%)
-200
(4.4%)
(3.8%)
(10.0%)
-300
(6.0%)
(5.4%)
(15.0%)
58
Net interest income asset sensitivity remains comparable to year-end 2025 results. Down shock scenarios remain more sensitive than comparable up shock scenarios because asset yields are expected to reprice downward more rapidly than funding costs. Sensitivity is also modestly impacted by the current rate and yield curve environment on base case net interest income and the related calculation of immediate parallel rate shock changes in rising and falling rate scenarios. Additional differences typically result from changes in the various earning assets and costing liabilities mix and growth rates, as well as periodic updates of various modeling assumptions. Generally, weighted average interest bearing non-maturity deposit betas utilized in modeling are low 50s in up rate shocks and mid-to-upper 40s in down rate shocks as the banking industry continues to remain highly competitive where funding cost pressures have persisted. Deposit betas, decay rates and loan prepayment speeds are reviewed and adjusted quarterly if appropriate. Indicated model asset sensitivity in rising rate scenarios may be less than anticipated due to slower prepayment speeds, rate floors, below forecast loan yields, spread compression between new asset yields and funding costs, customer requests for negotiated rates, mortgage-related extension risk and other factors. In a decreasing rate environment, asset sensitivity may have greater impact on the margin than currently modeled as prepayment speeds increase, customers refinance or request rate reductions on existing loans, estimated deposit betas do not perform as modeled, or for other reasons not listed.
In addition to the aforementioned parallel rate shock earnings sensitivity simulation model, the ALCO also reviews a “dynamic” forecast scenario to project Wesbanco's "most likely" net interest income over a rolling two-year time period. This forecast is updated at least quarterly, incorporating revisions and updated assumptions into the model for estimated loan and deposit growth, expected balance sheet re-mixing strategies, changes in forecasted interest rates for various indices and yield curves, competitive market spreads for various products and other assumptions not listed. Such modeling is directionally consistent with typical parallel rate shock scenarios, and it assists in predicting changes in forecasted outcomes and potential adjustments to management plans to assist in achieving earnings goals.
Wesbanco also periodically measures the EVE, which is intended to approximate the fair market value of the bank's equity in various rate scenarios. Generally, changes in the EVE relate to changes in various assets and liabilities, changes in the yield curve, as well as changes in loan prepayment speeds and deposit decay rates. The following table presents these results and Wesbanco’s policy limits as of September 30, 2026 and December 31, 2025. Changes in EVE sensitivity since year-end 2025 relate to the change in market interest rates and their impact upon the fair values of earning assets and costing liabilities.
Table 47: Economic Value of Equity
Immediate Change in
Percentage Change in
Interest Rates
EVE from Base over One Year
ALCO
(basis points)
September 30, 2026
December 31, 2025
Guidelines
+300
(2.4%)
(1.7%)
(30.0%)
+200
(1.3%)
(0.6%)
(20.0%)
+100
(0.5%)
(0.1%)
(10.0%)
-100
(0.6%)
(0.3%)
(10.0%)
-200
(2.0%)
(2.3%)
(20.0%)
-300
(4.1%)
(6.0%)
(30.0%)
The Bank has significant additional borrowing capacity with the FHLB of Pittsburgh, the Federal Reserve Bank of Cleveland and various correspondent banks, and may utilize these funding sources or interest rate swap strategies as necessary to lengthen liabilities, offset mismatches in various asset maturities and manage liquidity. CDARS®, ICS® and other reciprocal deposit networks may be utilized for similar purposes for certain customers seeking higher-yielding instruments or maintaining deposit levels below FDIC insurance limits and to help fund the balance sheet. Significant balance sheet strategies to assist in managing the net interest margin in the current interest rate environment include:
•
increasing total loans, particularly commercial and home equity loans that have variable or adjustable features;
•
adjusting the percentage of sales of longer-term residential mortgage loan production into the secondary market;
•
managing rates on interest bearing deposits and growing demand deposit account types to increase the relative portion of these account types to total deposits;
•
employing back-to-back loan swaps for certain commercial loan customers desiring a term fixed rate loan equivalent, with the Bank receiving a variable rate;
•
adjusting terms for FHLB short-term maturing borrowings to balance asset/liability mismatches; or paying them off with excess liquidity;
•
using CDARS®, ICS® and other deposit networks to manage funding needs and overall liability mix; and
•
adjusting the size, mix or duration of the investment portfolio as part of liquidity and balance sheet management strategies.
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ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES— Wesbanco’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) have concluded that, as a result of the material weakness in the Company's internal control over financial reporting described below, Wesbanco’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended), based on their evaluation of these controls and procedures as of the end of the period covered by this Form 10-Q, are not effective to ensure that information required to be disclosed by Wesbanco in the reports it files under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to Wesbanco’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
LIMITATIONS ON THE EFFECTIVENESS OF CONTROLS— Wesbanco’s management, including the CEO and CFO, does not expect that Wesbanco’s disclosure controls and internal controls will prevent all errors and all fraud. While Wesbanco’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objective, no control system, no matter how well conceived and operated, can provide 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 the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls.
MATERIAL WEAKNESS IN INTERNAL CONTROL OVER FINANCIAL REPORTING— As reported in Wesbanco’s Annual Report on Form 10-K for its fiscal year ended December 31, 2025, Wesbanco’s management identified a material weakness in the design and operating effectiveness of controls related to the fair value of assets acquired as part of the Premier Financial Corp. business combination, including a lack of precision and evidence of reviews of the assumptions supporting the fair value of acquired assets. A material weakness (as defined in Rule 12b-2 under the Exchange Act) is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of Wesbanco's annual or interim financial statements will not be prevented or detected on a timely basis. Notwithstanding the material weakness, Wesbanco’s Chief Executive Officer and Chief Financial Officer concluded that Wesbanco’s Consolidated Financial Statements included in Wesbanco’s Annual Report on Form 10-K for its fiscal year ended December 31, 2025, as well as prior period financial statements, were fairly stated in all material respects in accordance with GAAP for each of the periods presented. Therefore, no restatement of any prior period financial statements was required.
REMEDIATION PLAN— With the oversight of the Audit Committee of the Board of Directors, Wesbanco management continues to execute on the material weakness remediation plan as previously disclosed. To date, management has completed or is in the process of completing the following remediation steps:
•
Wesbanco management completed a root cause analysis, in conjunction with a third-party advisor, of the material weakness and has developed related corrective actions to address the findings identified.
•
Based on the assessment performed, management has implemented enhancements to the design and documentation of controls governing the evaluation of significant fair value estimates used in financial reporting, such as in the event of a business combination.
Wesbanco believes that the measures described above will contribute toward the remediation of the control deficiencies we have identified and strengthen our overall internal control over financial reporting. As Wesbanco continues to evaluate, and works to improve, its internal control over financial reporting, management may determine that additional measures to address the identified control deficiencies or modifications to the related remediation plan are necessary. Wesbanco cannot assure when the material weakness described above will be remediated, nor can it be certain of whether additional remedial actions will be required or the costs of any such actions. Moreover, Wesbanco cannot assure that additional material weaknesses will not arise in the future.
CHANGES IN INTERNAL CONTROLS— Except for the implementation of the remediation measures described above, there have been no changes in Wesbanco's internal control over financial reporting that occurred during our fiscal quarter ended September 30, 2026 as required to be reported by paragraph (d) of Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, that materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
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PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Wesbanco is involved in various lawsuits, claims, investigations and proceedings, which arise in the ordinary course of business. While any litigation contains an element of uncertainty, Wesbanco does not believe that a material loss related to such proceedings or claims pending or known to be threatened is reasonably possible.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
None.
Equity Security Repurchases
As of September 30, 2026, Wesbanco had two active stock repurchase plans. They were approved by the Board of Directors on February 24, 2022 for 3.2 million shares and May 20, 2026 for 4.0 million shares and provide for shares to be repurchased for general corporate purposes, which may include a subsequent resource for potential acquisitions, shareholder dividend reinvestment and employee benefit plans. The timing, price and quantity of purchases are at the discretion of Wesbanco, and the plan may be discontinued or suspended at any time. As of September 30, 2026, the plans cumulatively have 4,539,107 shares remaining for repurchase.
Repurchases in the third quarter included purchases for Wesbanco's 401(k) and dividend reinvestment plans, as well as to facilitate a stock compensation transaction.
The following table presents the monthly share purchase activity during the quarter ended September 30, 2026:
Table 48: Share Purchase Activity
Period
Total Number of Shares Purchased (1)
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans (2)
Maximum Number of Shares that May Yet Be Purchased Under the Plans (3)
Balance at June 30, 2026
4,540,665
July 1, 2026 to July 31, 2026
22,513
$
40.37
—
4,540,665
August 1, 2026 to August 31, 2026
4,430
$
41.39
1,558
4,539,107
September 1, 2026 to September 30, 2026
3,129
$
39.31
—
4,539,107
Total
30,072
$
40.41
1,558
4,539,107
(1)
Consists of open market, 401(k) and dividend reinvestment plan purchases, as well as shares purchased from employees for the payment of withholding taxes to facilitate a stock compensation transaction.
(2)
Consists of open market purchases and shares purchased from employees for the payment of withholding taxes to facilitate a stock compensation transaction.
(3)
Reflects the impact of the additional 4.0 million share repurchase plan approved on May 20, 2026.
ITEM 5. OTHER INFORMATION
Securities Trading Plans of Directors and Executive Officers
During the three months ended September 30, 2026, none of our directors or officers adopted, modified or terminated any "Rule 10b5-1 trading arrangement" or any “non-Rule 10b5-1 trading arrangement", as those terms are defined in Item 408 of Regulation S-K.
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH
Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
WESBANCO, INC.
Date: October 29, 2026
/s/ Jeffrey H. Jackson
Jeffrey H. Jackson
President and Chief Executive Officer
(Principal Executive Officer)
Date: October 29, 2026
/s/ Daniel K. Weiss, Jr.
Daniel K. Weiss, Jr.
Senior Executive Vice President and Chief Financial Officer