FNB.NYSEFnb Corp/pa/

10-K: F.N.B. Corp. Reports Record 2025 Revenue, Strong Capital Growth

Sentiment:

Annual Report


F.N.B. Corporation achieved record total revenue of $1.8 billion and operating net income of $577 million in 2025, driven by strategic investments and diversified growth.

Better than expectedRecord total revenue of $1.8 billion.Record operating net income available to common shareholders of $577 million.Significant increase in diluted EPS to $1.56 from $1.27 in the prior year.Improved efficiency ratio to 54.8% from 55.6%.Strong capital position with CET1 ratio at a record 11.36%.Improved asset quality metrics with non-performing assets decreasing to 0.31%.

Summary

  • Net income available to common shareholders was $565.4 million ($1.56 diluted EPS) in 2025, an increase from $459.3 million ($1.27 diluted EPS) in 2024.
  • Operating net income available to common shareholders (non-GAAP) reached $576.7 million ($1.59 diluted EPS) in 2025, up from $505.2 million ($1.39 diluted EPS) in 2024.
  • Total revenue hit a record $1.8 billion, marking a 10.5% increase from 2024.
  • Net interest income grew to $1.4 billion, up 9.0% from 2024, reflecting growth in earning assets and lower funding costs.
  • Non-interest income achieved a record $369.3 million, increasing 16.7% (or 5.4% on an operating basis) compared to 2024, with strong contributions from wealth management and capital markets.
  • Total assets expanded to $50.2 billion at December 31, 2025, a 3.3% increase from $48.6 billion in 2024.
  • Total loans and leases increased by 2.5% to $34.8 billion, primarily driven by consumer loan growth.
  • Total deposits grew by 4.5% to $38.8 billion, reflecting organic growth in customer relationships.
  • The CET1 capital ratio reached a record 11.36% at December 31, 2025, up from 10.58% in 2024.
  • Tangible book value per common share (non-GAAP) increased 13% to $11.87 from December 31, 2024.
  • The efficiency ratio (non-GAAP) improved to 54.8% in 2025 from 55.6% in 2024.
  • Asset quality metrics remained solid, with the ratio of non-performing loans plus OREO to total loans and leases plus OREO decreasing to 0.31% from 0.48% in 2024.
  • The company repurchased 3.3 million shares of common stock for $49.9 million during 2025.
  • FNBPA fully deployed the $11.75 million mortgage subsidy in Charlotte and Winston Salem majority Black and Hispanic census tracts by January 2026, as part of a fair lending settlement with the DOJ.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this as a strong performance, with record revenues, robust capital growth, and improved asset quality, indicating effective strategic execution despite a dynamic economic and regulatory landscape.

Positives

  • Achieved record total revenue of $1.8 billion and record operating net income of $577 million in 2025.
  • Reported operating earnings per diluted common share of $1.59, a 14.4% increase year-over-year.
  • Realized all-time revenue highs for seven of the company's fee-based businesses.
  • Tangible book value per share (non-GAAP) increased by a robust 13% to $11.87.
  • Total assets surpassed $50 billion, indicating significant growth.
  • Improved the loan-to-deposit ratio to 89.7%, enhancing balance sheet stability.
  • Investments in technology, AI, and data analytics are driving automation, efficiency, and positive operating leverage.
  • Net interest margin (FTE) increased by 10 basis points to 3.19%, despite FOMC rate cuts.
  • Asset quality metrics remain strong, with non-performing loans plus OREO decreasing to 0.31%.
  • The CET1 capital ratio reached a record 11.36%, well above regulatory minimums.
  • FNBPA received an 'Outstanding' rating in its most recent Community Reinvestment Act (CRA) performance evaluation.
  • Successfully deployed $11.75 million in mortgage subsidies in underserved communities as part of a fair lending settlement, without incurring civil money penalties.
  • The new state-of-the-art headquarters building was certified LEED Gold in 2024, reflecting environmental commitment.

Negatives

  • Yield on earning assets (non-GAAP) decreased by 13 basis points to 5.29% in 2025.
  • Commercial loans and leases experienced a slight decrease of $239.2 million (1.1%) due to higher loan balance attrition from secondary market activity.
  • Insurance commissions and fees decreased by $2.2 million (9.8%), primarily due to lower contingent fees.
  • Dividends on non-marketable equity securities decreased by $1.5 million (6.1%).
  • Net charge-offs increased to $70.5 million (0.20% of total average loans) in 2025 from $62.7 million (0.19%) in 2024.
  • Parent company cash on hand decreased to $288.4 million at December 31, 2025, from $803.4 million at December 31, 2024, although it remains above internal limits.

Risks

  • Credit risk associated with borrowers' ability to repay loans, particularly commercial loans and leases, and the volatility of mortgage banking profitability.
  • Market interest rate fluctuations impacting net interest income, loan repayment ability, demand for interest-rate-based products, hedging effectiveness, and the value of investment securities.
  • Liquidity risk, including the potential inability to fund operations, meet obligations, attract and retain sufficient deposits, or obtain funding at favorable terms, especially during periods of financial distress or elevated interest rates.
  • Dependence on dividends from subsidiaries, particularly FNBPA, to meet financial obligations and pay dividends to shareholders, which can be restricted by regulatory requirements.
  • The need to raise additional capital in the future to support operations or growth, which may not be available when needed or could be dilutive to existing shareholders.
  • Reputation risk stemming from public perception, adverse publicity, or conflicting expectations regarding Corporate Responsibility practices (environmental sustainability, human capital, social governance).
  • Operational risks, including the failure to recruit and retain qualified banking professionals, the financial soundness of other financial institutions, and the impact of economic instability or geopolitical challenges.
  • Risks associated with the extensive use of quantitative models, Artificial Intelligence (AI), and generative AI technologies, including potential inaccuracies, biases, and evolving regulatory scrutiny.
  • Cybersecurity risks, such as security breaches, data loss, and cyber-attacks, which could lead to loss of customer business, increased compliance costs, litigation, or regulatory action.
  • Reliance on third-party vendors for critical products, information systems, and services, exposing the company to risks from vendor disruptions or failures.
  • Adverse weather events, public health emergencies, or other disruptions that could negatively affect local economies in the company's markets or disrupt operations.
  • Risks inherent in growth through acquisitions, including challenges in analyzing risks, integrating acquired businesses, and obtaining regulatory approvals.
  • Legal and compliance risks from changes in banking laws, regulations, governmental policies, and potential investigations or enforcement actions.
  • Fiscal challenges facing the U.S. government, such as debt defaults or credit rating downgrades, which could negatively impact financial markets and economic conditions.
  • Changes in accounting policies, standards, and interpretations that could materially affect financial condition and results of operations.
  • Anti-takeover provisions in the company's Articles of Incorporation and By-laws that may discourage or make more difficult certain acquisition attempts.
  • Potential future increases in FDIC insurance assessments due to bank failures affecting the Deposit Insurance Fund.
  • Adverse changes to credit ratings, which could limit access to funding, increase borrowing costs, and negatively impact reputation.
  • Failure to comply with CRA and fair lending laws, including the terms of the consent orders with the DOJ and North Carolina State Department of Justice, which could lead to additional compliance costs, reputational harm, or restrictions on business activities.

Future Outlook

Management is focused on positioning the balance sheet for continued future success by diversifying revenue, allocating capital wisely, maintaining a resilient, well-underwritten loan portfolio, and strengthening client relationships through ongoing eStore and digital innovation. The company anticipates completing the remaining work for Heightened Standards compliance in 2026. Additionally, the FDIC plans to propose changes to the covered IDI rule in 2026, and the DOL will revisit the definition of 'investment fiduciary' with the objective of issuing a new rule in 2026.

Management Comments

  • "Our investments in technology, AI and data analytics are driving automation, efficiency, and the flexibility to continue reinvesting in revenue-generating businesses and an enhanced omnichannel customer experience, all while delivering positive operating leverage."
  • "Our financial results reflect disciplined execution of our strategy: diversifying revenue, allocating capital wisely, maintaining a resilient, well-underwritten loan portfolio, and strengthening our role as our clients primary bank through continued eStore and digital innovation."
  • "Management continues to be proactive in managing our interest rate risk (IRR) position with the intention to maintain exposures near the current neutral levels."
  • "Management has concluded that our cash levels remain appropriate given the current market environment."
  • "Management believes we have sufficient liquidity available to meet our normal operating and contingency funding cash needs for the next twelve months and thereafter for the foreseeable future."

Industry Context

StockSavvy.ai notes that FNB's strong performance in 2025, particularly its record revenue and improved efficiency ratio, positions it favorably within a banking sector navigating evolving interest rate environments and increasing technological disruption. The company's focus on digital innovation and AI aligns with broader industry trends towards enhanced customer experience and operational efficiency, while its proactive management of interest rate risk and loan concentrations is crucial given the current macroeconomic uncertainties and regulatory scrutiny on asset quality. The ongoing regulatory changes, such as the proposed revisions to CRA rules and Heightened Standards, reflect a dynamic environment that larger financial institutions must continuously adapt to.

Comparison to Industry Standards

  • FNB's efficiency ratio of 54.8% is competitive, often considered good for regional banks, with top-tier banks aiming for below 50%.
  • The CET1 capital ratio of 11.36% is well above the regulatory minimum of 7.00% (including buffer), indicating strong capital adequacy compared to industry benchmarks.
  • The non-performing loans plus OREO to total loans and leases plus OREO ratio of 0.31% is very strong, indicating superior asset quality compared to many peers, where ratios can range from 0.5% to over 1%.
  • The 13% increase in tangible book value per share is a robust growth rate, outperforming many regional banks in the current environment.
  • The company's investment in AI and digital platforms like eStore positions it to compete with larger, more technologically advanced institutions and fintech companies, which are increasingly setting industry standards for customer experience.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionFNB timely adopted an executive compensation clawback policy in October 2023 to comply with NYSE regulations and listing standards.October 2023Enhances accountability for executive officers in cases of accounting restatements, aligning compensation with financial accuracy.
Regulatory Policy ShiftThe OCC, FDIC, and FRB have signaled a desire to remove excessive regulatory burdens and focus supervision on material financial risks, potentially streamlining compliance programs.Ongoing (signaled in 2025)May create opportunities to streamline compliance programs but also introduces new regulatory compliance risks and evolving legal uncertainties due to shifts in supervisory priorities.
Proposed RulemakingThe OCC, with the FDIC, issued a notice of proposed rulemaking on October 7, 2025, to codify the elimination of reputation risk from their supervisory programs and prohibit politicized debanking.Proposed (October 7, 2025)Aims to reduce regulatory criticism based on reputation risk and prevent politicized debanking, potentially offering more clarity and stability for banking institutions.
Supervisory Operating PrinciplesThe FRB issued a Statement of Supervisory Operating Principles on November 18, 2025, to focus FRB examiners on material financial risks, reduce duplication, and streamline remediation of issues.November 18, 2025Intends to improve the efficiency and effectiveness of regulatory oversight, potentially reducing the burden of redundant examinations for banks.
Proposed Regulatory Threshold ChangeThe OCC issued a proposal on December 23, 2025, to amend the Heightened Standards requirements, increasing the average total consolidated assets threshold from $50 billion to $700 billion.Proposed (December 23, 2025)If finalized, this change would significantly reduce the number of banks subject to these stringent governance and risk management guidelines, potentially easing regulatory burden for institutions like FNBPA as it approaches the $50 billion asset mark.

Legal Proceedings

  • On February 5, 2024, FNBPA reached a settlement with the DOJ and the State of North Carolina to resolve fair lending allegations related to mortgage lending activities in Winston-Salem and Charlotte, North Carolina, from 2017 to 2021.
  • As part of the settlement, FNBPA committed to invest a minimum of $11.75 million in a mortgage loan subsidy fund over a five-year period ending in 2029, which was fully deployed by January 2026.
  • FNBPA also agreed to spend approximately $1.75 million over the five-year period on community partnerships, advertising, community outreach, and consumer education.
  • The company committed to opening three new branch offices in predominantly Black and Hispanic neighborhoods (two opened in 2025, the third is under construction).
  • The settlement did not include any civil money penalties against FNBPA, and the Consent Orders will be in effect for a minimum of five years.

Related Party Transactions

  • Loans extended to certain directors and executive officers and their related interests totaled $7 million at December 31, 2025, made in the ordinary course of business under normal credit terms.
  • An operating lease exists with a related party, with $70.6 million in operating right-of-use assets and $101.2 million in operating lease liabilities at December 31, 2025.
  • FNBPA made a construction loan to the same related party as the operating lease.

Stakeholder Impact

  • Shareholders benefit from increased net income, diluted EPS, and tangible book value per share, along with continued quarterly cash dividends and share repurchases.
  • Employees benefit from competitive compensation and benefits programs, robust development resources, and a recognized positive workplace culture, supporting retention and growth.
  • Customers gain from enhanced digital banking services, an improved omnichannel experience, and targeted community programs like the mortgage subsidy fund.
  • Communities benefit from significant contributions to the FNB Foundation, mortgage assistance programs, and new branch openings in underserved areas, reinforcing local economic development.
  • Regulators observe compliance with capital adequacy, CRA, and fair lending requirements, alongside proactive risk management, contributing to financial system stability.
  • Creditors are positively impacted by the company's strong capital base, improved liquidity position, and disciplined financial management, enhancing creditworthiness.

Next Steps

  • Complete the remaining work for Heightened Standards compliance in 2026.
  • The FDIC plans to propose changes to the covered IDI rule in 2026 to codify content waivers and ensure critical information for failed bank resolution.
  • The Department of Labor (DOL) will revisit the definition of 'investment fiduciary' with the objective of issuing a new rule in 2026.
  • Continue to monitor developments regarding environmental, social, and governance matters and alternative assets investing under ERISA.
  • An expected loan sale of approximately $200 million of performing residential mortgage loans is anticipated to close in the first quarter of 2026.
  • The third new branch office in predominantly Black and Hispanic neighborhoods in Winston Salem, North Carolina, will soon begin its construction phase.

Key Dates

DateDescription
1864F.N.B. Corporation's subsidiaries have been in business since this year.
January 1, 2020FNB adopted the Current Expected Credit Losses (CECL) accounting standard.
August 2020Federal banking agencies issued a final rule providing banking institutions with the option to delay for two years the estimated impact of CECL on regulatory capital.
January 1, 2021Congress passed the National Defense Authorization Act, enacting significant overhauls to the Bank Secrecy Act (BSA) and related anti-money laundering laws.
November 2021An interagency rule required banking organizations to notify their primary federal regulator within 36 hours of discovering a 'computer security incident' that rises to a 'notification incident'.
August 2022Senior debt of $350 million was issued.
First quarter of 2023Closures of Silicon Valley Bank and Signature Bank occurred, leading to FDIC special assessments.
First quarter of 2023FDIC assessment rates increased by 2 basis points for all insurance depository institutions.
October 2023The FRB proposed to lower the base component of regulated debit interchange fees.
October 2023The FDIC, FRB, and OCC issued a joint final rule to modernize their respective CRA regulations.
October 2023The NYSE adopted a rule requiring listed companies to adopt policies mandating the recovery or clawback of excess incentive-based compensation.
November 2023The FDIC issued a final rule to implement a special assessment on banks with over $5 billion in total assets to recover losses from Silicon Valley Bank and Signature Bank closures.
December 6, 2023The floating rate became effective for Subordinated Notes due 2028.
Fourth quarter of 2023FNBPA recognized the entire initial special assessment expense of $29.9 million.
February 5, 2024Yadkin Bank and its successor by merger, FNBPA, reached a settlement with the DOJ and the State of North Carolina to resolve fair lending allegations.
February 13, 2024The Consent Orders with the DOJ and North Carolina State Department of Justice were approved by the U.S. District Court for the Middle District of North Carolina.
February 14, 2024The floating rate became effective for Subordinated Notes due 2029.
March 29, 2024The agencies issued a joint notice of proposed rulemaking to rescind the final CRA rule and replace it with regulations substantively identical to those in effect on March 29, 2024.
May 2024Comments were due for the FRB's proposed lower debit interchange fees.
May 2024Certain U.S. financial regulators re-proposed revised rules on incentive-based payment arrangements.
June 2024The FDIC finalized amendments to the resolution planning requirements for Insured Depository Institutions (IDIs) with $50 billion or more in total assets.
June 2024Special assessment payments began for banks with over $5 billion in total assets.
2024FNBPA recognized an additional special assessment charge of $5.2 million.
2024The company's new state-of-the-art headquarters building was certified Leadership in Energy and Environmental Design (LEED) Gold.
Fourth quarter of 2024FNBIA (F.N.B. Investment Advisors, Inc.) deregistered as an investment adviser.
November 2024FNB completed the sale of $231.4 million of Available for Sale (AFS) investment securities as part of a balance sheet restructuring.
December 11, 2024FNB completed a registered debt offering, issuing $500 million aggregate principal amount of 5.722% fixed rate / floating rate senior notes due in 2030.
December 31, 2024FNBIA ceased operations as an investment adviser.
December 31, 2024The five-year CECL transition period concluded.
January 1, 2025FNB adopted the provisions of ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures.
January 20, 2025The U.S. administration issued an Executive Order requiring federal agencies to terminate DEI-based preferences.
February 2025The Acting Director of the CFPB instructed agency staff to pause most activity, including supervision and enforcement.
April 2025The U.S. government began imposing reciprocal tariffs.
May 8, 2025The OCC rescinded the Policy Statement Regarding Statutory Factors Under the Bank Merger Act and reinstated expedited processing procedures.
July 18, 2025The Guiding and Establishing National Innovation for U.S. Stablecoins Act (GENIUS Act) was signed into U.S. law.
September 30, 2025FNB changed certain macroeconomic variables used for Allowance for Credit Losses (ACL) modeling purposes.
October 1, 2025$100.0 million of subordinated debt issued in 2015 matured.
October 7, 2025The OCC, together with the FDIC, issued a notice of proposed rulemaking to codify the elimination of reputation risk from their supervisory programs.
November 18, 2025The FRB issued a Statement of Supervisory Operating Principles intended to focus FRB examiners on material financial risks.
December 16, 2025The FDIC indicated that the special assessment would be fully recovered in the eighth assessment quarter and issued an interim final rule to reduce the special assessment rate for the final collection quarter.
December 23, 2025The OCC issued a proposal for comment to amend the Heightened Standards requirements to increase the average total consolidated assets threshold from $50 billion to $700 billion.
December 31, 2025FNBPA had fully deployed the $11.75 million mortgage subsidy in the Charlotte and Winston Salem majority Black and Hispanic census tracts.
December 31, 2025FNB and its subsidiaries had 4,128 full-time and 154 part-time employees.
December 31, 2025FNBPA's total consolidated assets reached $50 billion.
January 1, 2026Material aspects of the revised CRA rules are set to take effect (currently enjoined).
January 31, 2026FNB had 357,389,017 shares of common stock outstanding.
February 12, 2026Moody's affirmed its ratings and changed the outlook from negative to stable for FNB and FNBPA.
February 24, 2026Date of the Annual Report on Form 10-K filing.
May 6, 2026Scheduled date for the 2026 Annual Meeting of Shareholders.
2026The remaining work for compliance with Heightened Standards will be completed.
2026The FDIC plans to propose changes to the covered IDI rule.
2026The Department of Labor (DOL) announced it would be revisiting the definition of 'investment fiduciary' with the objective of issuing a new rule.
January 1, 2027Revised CRA data reporting requirements are set to take effect (currently enjoined).
January 1, 2027Prospective adoption deadline for ASU 2025-08, Financial Instruments Credit Losses: Purchased Loans.
January 1, 2027Prospective adoption deadline for ASU 2025-09, Derivatives and Hedging: Hedge Accounting Improvements.
December 15, 2027Effective date for interim periods for ASU 2025-01, Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures.
January 1, 2028Effective date for ASU 2025-06, Intangibles Goodwill and Other Internal-Use Software: Targeted Improvements to the Accounting for Internal-Use Software.
2029The five-year period for the mortgage loan subsidy fund, committed as part of the DOJ settlement, ends.
December 11, 2030Maturity date for the 5.722% fixed rate / floating rate senior notes.
September 30, 2035Stated maturity date for FNB Financial Services Capital Trust I junior subordinated debt.
December 15, 2035Stated maturity date for Patapsco Statutory Trust I junior subordinated debt.
June 15, 2036Stated maturity date for F.N.B. Statutory Trust II junior subordinated debt.
December 15, 2037Stated maturity date for Yadkin Valley Statutory Trust I junior subordinated debt.
2038Latest expiration for federal net operating loss and built-in loss carryforwards.
2045Latest expiration for state net operating loss carryforwards.
2046Latest expiration date for operating leases.
2051Latest expiration date for finance leases.

Recommendation

strong buy

F.N.B. Corporation delivered exceptional financial performance in 2025, achieving record revenues and operating net income, coupled with a significant increase in diluted EPS. The company demonstrated strong capital generation, evidenced by a record CET1 ratio and a substantial rise in tangible book value per share. Asset quality remains robust with declining non-performing assets. Strategic investments in technology and diversified fee-based businesses are yielding positive operating leverage. While commercial loan growth was slightly down, overall loan and deposit growth was solid, and the loan-to-deposit ratio improved. The proactive management of interest rate risk and successful resolution of the DOJ fair lending matter further de-risk the investment. These factors, combined with a competitive efficiency ratio and commitment to shareholder returns through dividends and repurchases, make FNB a compelling "Strong Buy" for investors seeking a well-managed regional bank with clear growth drivers.

Keywords

FNB Corporation, Banking, Financial Services, Commercial Banking, Consumer Banking, Wealth Management, Insurance, SEC Filing, 10-K, Annual Report, Financial Performance, Capital Ratios, Loan Growth, Deposit Growth, Net Interest Income, Non-Interest Income, Asset Quality, Risk Management, Cybersecurity, AI, Corporate Governance, Share Repurchase, Dividends, Regulatory Compliance, CRA, Fair Lending, Pittsburgh, Pennsylvania

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