20-F: ING Group Reports Strong 2025 Net Result Amidst Geopolitical Shifts

ING Group's 2025 net result surged by 56% to EUR 8,324 million (IFRS-IASB), driven by customer growth and fee income, despite increased operating expenses and loan loss provisions.

Summary

• Net result (IFRS-IASB) for 2025 increased by EUR 2,990 million, or 56%, to EUR 8,324 million compared to EUR 5,334 million in 2024.
• Total income rose by 1.9% to EUR 23,035 million in 2025, supported by customer base expansion and a 15% increase in fee income.
• Customer lending increased by EUR 41.5 billion in 2025, with net core lending growth reaching EUR 56.9 billion, more than double the previous year.
• Customer deposits grew by EUR 10.2 billion, with net core deposits growth of EUR 12.6 billion, reflecting substantial net inflows.
• Operating expenses increased by 3.8% to EUR 12,583 million, including EUR 866 million in regulatory costs.
• Net additions to loan loss provisions amounted to EUR 1,304 million in 2025, up from EUR 1,194 million in 2024, equivalent to 19 basis points of average customer lending.
• The effective tax rate for 2025 was 27.8%, a slight decrease from 28.5% in 2024.
• The company's CET1 ratio stood at 13.1% as of December 31, 2025, compared to 13.6% at December 31, 2024, aligning towards a target of ~13%.
• ING successfully executed two significant risk transfer (SRT) transactions in November 2025 to optimize Risk-Weighted Assets (RWAs) and expand lending capacity.
• The sale of ING Bank (Eurasia) JSC in Russia is proposed, with an estimated negative P&L impact of around EUR 0.8 billion post-tax upon completion, but a negligible impact on the CET1 ratio.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this filing as moderately positive. The significant increase in IFRS-IASB net result, strong commercial growth in lending and deposits, and leadership in digital and sustainable banking are strong positives. However, increased operating expenses, higher loan loss provisions, and ongoing geopolitical and regulatory uncertainties, including delays in the Russian divestment, temper the overall sentiment.

Positives

• Net result (IFRS-IASB) increased significantly by 56% to EUR 8,324 million in 2025.
• Total income grew by 1.9% to EUR 23,035 million, driven by customer base expansion and a 15% increase in fee income.
• Net core lending growth more than doubled to EUR 56.9 billion in 2025, indicating strong commercial momentum.
• Net core deposits growth was robust at EUR 38.1 billion in 2025, with substantial net inflows.
• Wholesale Banking delivered a robust performance with a result before tax of EUR 2,624 million, despite geopolitical uncertainties.
• Retail Banking in the Netherlands, Germany, and Other regions showed strong commercial momentum and customer base growth.
• ING ranked number one in NPS in 5 out of 10 Retail markets (Australia, Poland, Germany, Romania, Spain) and achieved an NPS of 77 in Wholesale Banking.
• Significant progress was made in digital transformation, with 87% of customers choosing mobile as their primary channel and mobile primary customer base expanding by over 1 million to 15.4 million.
• Digital channel availability for Retail Banking in Belgium, Germany, and the Netherlands was 99.89%, and for Wholesale Banking's InsideBusiness Payments channel was 99.97%.
• The digi index score, reflecting straight-through processing rates of key customer journeys, improved to 81.8% in 2025 from 78.1% in 2024.
• Inbound contacts to contact centers were reduced by 43% in 2025, indicating increased self-service options and efficiency.
• Sustainable volume mobilised increased to EUR 166 billion in 2025, a 28% increase from 2024, demonstrating progress towards sustainability objectives.
• ING became the first global systemically important bank to receive 1.5C-aligned science-based target validation from the Science Based Targets initiative (SBTi) in relation to Terra.
• Female representation in senior management exceeded expectations, increasing from 32% in 2024 to 35% in 2025.

Negatives

• Net result (IFRS-EU) slightly declined to EUR 6,327 million in 2025 from EUR 6,392 million in 2024.
• Total net interest income decreased by 2.3% to EUR 14,681 million in 2025, primarily due to lower average margins on retail deposits and Payments & Cash Management in Wholesale Banking.
• Operating expenses increased by 3.8% to EUR 12,583 million, reflecting inflationary pressure on salaries and continued investments.
• Net additions to loan loss provisions increased to EUR 1,304 million in 2025 from EUR 1,194 million in 2024, mainly due to higher Stage 1 and 2 risk costs.
• Retail Belgium's net result decreased by 22% to EUR 466 million, mainly due to lower liability margins and higher regulatory costs.
• Retail Germany's net interest income declined by 7.2% to EUR 2,457 million due to narrower margins on liabilities and mortgages.
• Wholesale Banking's IFRS-EU net result decreased to EUR 1,902 million from EUR 2,068 million in 2024, impacted by margin compression and negative currency effects.
• The proposed sale of ING Bank (Eurasia) JSC in Russia is subject to regulatory approvals, with no guarantee of completion or timing, and an expected negative P&L impact of EUR 0.8 billion post-tax.
• The NPL portfolio decreased slightly to EUR 13.0 billion in 2025 from EUR 13.3 billion in 2024, but Retail Banking NPLs increased by EUR 0.3 billion.

Risks

• Revenues and earnings are affected by volatility, regime shifts, and cross-market contagion of economic, business, liquidity, funding, and capital markets environments, as well as changes in customer behavior.
• Inflation and deflation scenarios, as well as interest rate volatility and changes, may adversely affect business, results, and financial condition.
• The default of a major market participant could disrupt the markets and may have an adverse effect on business, results, and financial condition (systemic risk).
• Continued risk of political instability and fiscal uncertainty around the globe, as well as ongoing volatility in financial markets and the economy generally, have adversely affected, and may continue to adversely affect, business, results, and financial condition.
• Market conditions may increase the risk of loans being impaired and have a negative effect on results and financial condition.
• Discontinuation of interest rate benchmarks (e.g., WIBOR transition to POLSTR) may negatively affect business, including net interest revenue, and create legal, operational, and financial risks.
• Losses may be incurred due to failures of banks falling under the scope of resolution funding or deposit schemes, potentially requiring extraordinary ex-post contributions.
• Non-compliance with laws and/or regulations could result in fines and other liabilities, penalties, or consequences, materially affecting business and reputation and reducing profitability.
• Changes in laws and/or regulations governing financial services or financial institutions or the application of such laws and/or regulations may increase operating costs and limit business activities.
• Additional legal and regulatory risk exists in certain countries with less developed or less predictable legal and regulatory frameworks or supervision.
• Subject to extensive supervisory and investigatory powers of the ECB and other regulators, including stress tests and restrictions on dividends and distributions.
• Failure to meet minimum capital and other prudential regulatory requirements may have a material adverse effect on business, results, financial condition, and ability to make payments on certain securities.
• US commodities and derivatives business is subject to CFTC and SEC regulation under the Dodd-Frank Act, potentially imposing additional compliance costs or capital requirements.
• Subject to the EU recovery and resolution regime (BRRD, SRM) and other bank recovery and resolution regimes, which include statutory write-down and conversion powers, with significant uncertainties as to scope and impact.
• May be subject to litigation, enforcement proceedings, investigations, or other regulatory actions, and adverse publicity, including claims from customers or stakeholders feeling misled or treated unfairly.
• Subject to different tax regulations in each jurisdiction, exposed to changes in tax laws and risks of non-compliance resulting in proceedings or investigations.
• Reputation could be harmed and subject to enforcement actions, fines, and penalties if obligations under tax laws and regulations (e.g., FATCA, CRS) are not complied with.
• Inability to meet evolving expectations or requirements with respect to ESG-related matters, leading to reputational harm, legal proceedings, or financial impact.
• Inability to adapt products and services to meet changing customer behavior and demand, including as a result of ESG-related matters.
• Business and operations are exposed to transition risks related to climate change, affecting lending portfolios, client relationships, and potentially leading to losses.
• Business and operations are exposed to physical risks, including as a direct result of climate change (e.g., extreme weather events), potentially impairing asset values, increasing defaults, and disrupting operations.
• Operational and IT risks, such as systems disruptions or failures, breaches of security, human error, changes in operational practices, inadequate controls (including third parties), or outbreaks of communicable diseases, may adversely impact reputation, business, and results.
• Increasing risks related to cybercrime and compliance with cybersecurity regulation, including sophisticated attacks leveraging AI and quantum computing.
• Inability to increase or maintain market share in highly competitive markets, including from fintechs and non-bank competitors, may adversely affect results.
• Inability to protect intellectual property developed in products and services, and potential exposure to infringement claims, could adversely impact core business and future opportunities.
• Inability of counterparties to meet their financial obligations or inability to fully enforce rights against counterparties could have a material adverse effect on results, including increased exposure to Russian and Ukrainian counterparties.
• A downgrade or potential downgrade in credit ratings could have an adverse impact on results, net results, and ability to raise capital/funding.
• An inability to retain or attract key personnel may affect business and results, especially due to intense competition and remuneration restrictions.
• Further liabilities may be incurred in respect of defined benefit retirement plans if the value of plan assets is not sufficient to cover potential obligations.
• Risks relating to the use of quantitative models to model client behavior for calculations may adversely impact results and reputation.
• Inability to manage risks successfully through derivatives, as hedging strategies may not perform as intended or expected.
• Dependence on capital and credit markets, as well as customer deposits, for liquidity and capital; adverse conditions or significant withdrawals may negatively impact liquidity, borrowing, and capital positions, and increase costs.
• As a holding company, ING Groep N.V. is dependent on payments from subsidiaries, many of which are subject to regulatory and other restrictions on their ability to transact with affiliates.
• Holders of ING shares may experience dilution of their holdings and may be impacted by any share buyback program.
• Difficulty in enforcing judgments of US courts against ING or its board members/officers due to incorporation under Dutch law and residence outside the US.

Future Outlook

ING Group anticipates continued global economic growth, albeit at a slower pace, with US growth outpacing Europe. Inflation is expected to remain near target for most advanced economies. The company will continue to invest in AI and digital infrastructure to enhance productivity and customer safety. Regulatory changes, particularly in ESG and cybersecurity, will require ongoing adaptation and investment. The transition to POLSTR in Poland is expected to be completed by the end of 2027, with broader adoption in loans and mortgages in 2026. ING expects to finalize the sale of its Russian business, with an anticipated negative P&L impact but negligible CET1 ratio impact. The company aims to further strengthen its risk culture and operational resilience, particularly in IT and cyber risks.

Management Comments

• "Our net result of 6.3 billion, corresponding with a return on equity of 13.2 percent reflects solid commercial momentum, as we did more business with more customers."
• "Total income rose to 23 billion, driven by a 15 percent increase in fee income and substantial growth in lending and deposits."
• "Operating expenses increased year-on-year in line with guidance, reflecting continued investment in the business, while risk costs remained below the through-the-cycle average."
• "The number of mobile primary customers increased by over one million, bringing us to 15.4 million out of nearly 41 million total customers."
• "Net core lending has risen by 56.9 billion, of which 38.6 billion in Retail, mainly driven by 28.5 billion of mortgage growth and 6.6 billion in Business Banking, as we remain committed to supporting small and mid-sized enterprises across our markets."
• "In Wholesale Banking, lending grew by 18.3 billion following sustained demand in corporate lending and Working Capital Solutions."
• "In Retail, we maintained our number one NPS position in five out of 10 retail markets, while in Wholesale Banking, we achieved an NPS of 77 in 2025, up from 74 in 2024."
• "Sustainability remains a strategic, business and commercial priority for ING. Sustainable volume mobilised increased to 166 billion for the full year, a 28 percent increase from 2024, demonstrating strong progress towards our long-term ambitions."
• "We continued to support clients in their sustainability transitions across sectors and geographies, while further embedding sustainability into our core business activities."
• "Financial and capital results in 2025 were again well above the performance hurdles."
• "The SB concluded that the EB members delivered strong results in 2025."
• "The further widening gap between EB remuneration and that of our peers is the reason the SB concluded that action is needed and is therefore proposing an updated EB Remuneration Policy at the 2026 AGM."
• "The proposed increase for the CEO is broadly in line with the Dutch CLA and wider workforce increases."
• "We continue working towards completing the transaction and our exit from the Russian market."
• "We are in discussion with regulators on the conflicting regulatory requirements in various jurisdictions with respect to the activities of ING Bank (Eurasia) JSC."

Industry Context

StockSavvy.ai notes that ING Group's performance reflects broader trends in the banking sector, including intensified competition from fintechs and digital banks, driving a focus on seamless digital services and personalized offerings. The emphasis on ESG and sustainable finance aligns with increasing regulatory and stakeholder pressure across the financial industry. The ongoing geopolitical tensions and their impact on global markets, supply chains, and inflation are a common challenge for multinational banks, as seen in ING's exposure to Russia and Ukraine. The transition away from IBORs to alternative benchmarks like POLSTR is a significant industry-wide regulatory shift affecting many financial institutions, including ING's Polish subsidiary. The increasing sophistication of cyber threats and the rise of AI-enabled attacks are also consistent with industry-wide cybersecurity concerns.

Comparison to Industry Standards

• ING's Wholesale Banking team was recognized by Global Finance as 'Best Bank for Payments in Western and Central & Eastern Europe' and 'Most Innovative Bank for Trade Finance globally' in 2025, indicating strong competitive positioning.
• Treasury Management International named ING as the '2025 Best Bank for Trade & Supply Chain Finance in Europe', highlighting industry leadership.
• Global Capital recognized ING as the '2025 Most Impressive Investment Bank for Corporate ESG Capital Markets and Advice', demonstrating strong performance in sustainable finance.
• ING's NPS ranking of number one in 5 out of 10 Retail markets (Australia, Poland, Germany, Romania, Spain) and a Wholesale Banking NPS score of 77 (up from 74 in 2024) suggests strong customer satisfaction and loyalty compared to selected peers.
• ING became the first global systemically important bank to receive 1.5C-aligned science-based target validation from the Science Based Targets initiative (SBTi) in relation to Terra, setting a high standard for climate action among G-SIBs.
• The CEO's total compensation is positioned 59% below the market median of its peer group, while the CFO and CRO are 37% below, indicating a conservative remuneration approach compared to industry benchmarks, despite ING's size and financial performance being between the median and upper quartile of peers.
• Risk costs for 2025 were 19 basis points of average customer lending, remaining below ING's through-the-cycle average of 20 basis points, suggesting prudent risk management in line with or better than internal targets.

Management Changes

Corporate Governance

Legal Proceedings

• Litigation by investors: In February and March 2024, ING and certain (former) board members were served with a writ of summons for litigation in The Netherlands by investors claiming EUR 587 million in financial losses due to ING's disclosures on historic shortcomings in financial economic crime policies. In November 2025, the court rejected all claims, but investors filed an appeal in February 2026. Separately, another group of investors' request for document disclosure and witness questioning was rejected by the court in May 2025.
• Findings regarding AML processes: A Luxembourg Court decided in November 2024 to refer a case to the Tribunal Correctionnel regarding alleged shortcomings in AML processes at ING Luxembourg for a limited number of individual client files. ING Luxembourg filed an appeal, which was upheld by the Court of Appeal in December 2025, meaning the case can now be heard before the Tribunal Correctionnel. ING does not expect a material financial effect.
• Claims regarding accounts with predecessors of ING Bank Trkiye: ING Bank Trkiye has received numerous claims from (former) customers based on offshore accounts held with banks seized by the SDIF prior to ING's 2007 acquisition. SDIF initiated enforcement procedures against ING Bank Trkiye in 2024, alleging that ING Bank Trkiye must return certain payments made by SDIF. ING Bank Trkiye has initiated enforcement proceedings against SDIF for accumulated receivables. Four lawsuits have been finalized in favor of ING Bank Trkiye by the Turkish Supreme Court as of February 2026, likely setting precedent.
• Mortgage expenses claims: ING Spain is involved in procedures with customers regarding reimbursement of expenses associated with mortgage formalization. Spanish Supreme Court and CJEU rulings have clarified cost bearing. In June 2025, the Spanish Supreme Court issued a final decision stating the 5-year period to claim reimbursement can only begin from the date each individual clause is declared null by a judge. ING has adapted its strategy and established a provision.
• Claims regarding mortgage loans in Swiss franc in Poland: ING Poland is a defendant in several lawsuits with retail customers who took out mortgage loans indexed to the Swiss franc, alleging abusive clauses. CJEU rulings in June 2023 and June 2025 questioned the 'two-claims theory' and confirmed set-off is permissible. Polish courts continue to issue judgments in accordance with the 'two-claims theory'. ING has recorded a portfolio provision.
• Certain Consumer Credit Products: ING offered compensation to Dutch retail customers for revolving consumer loans with variable interest rates that allegedly did not sufficiently follow market rates. The compensation process was substantially finalized in the first half of 2025, with after-care continuing into Q3 2025. ING has reached out to customers for amounts under EUR 50. The compensation process may continue until Q2 2026.
• Climate litigation: In March 2025, Friends of the Earth Netherlands (Milieudefensie) started legal proceedings at the Court in Amsterdam against ING, alleging contribution to climate change. ING will defend its science-based climate approach and submitted its statement of defence in February 2026.
• Russian claims: Several ING entities have received claims from, and are involved in litigation with, certain Russia-linked entities regarding principal, interest, or other amounts not received due to sanctions, and settlement of terminated contracts. ING does not agree with these claims and follows IFRS rules for legal provisions.

Related Party Transactions

• ING Group enters into various transactions with related parties, including associates, joint ventures, key management personnel, and various defined benefit and contribution plans, all at conditions customary in the market.
• As of 31 December 2025, loans and advances outstanding to key management personnel amounted to EUR 1.1 million with an average interest rate of 1.7%, and loan commitments amounted to EUR 162 thousand. These were made in the ordinary course of business on comparable terms to employees.
• As of 31 December 2025, deposits outstanding from key management personnel amounted to EUR 12.9 million and bonds invested in by key management personnel amounted to EUR 226 thousand. These transactions are under the same commercial and market terms as non-related parties.

Stakeholder Impact

• Shareholders: Will benefit from strong net results and continued distributions (dividends and share buybacks), but face potential dilution from AT1 conversions and future equity offerings. Remuneration policy updates aim to align with long-term shareholder value.
• Customers: Benefit from enhanced digital services, personalized offerings, and a focus on superior customer value. Increased fraud prevention and data protection measures aim to safeguard their money and personal data. However, some may be impacted by changes in product terms or legal proceedings (e.g., mortgage claims).
• Employees: Benefit from investments in skills development, flexible work models, and continuous learning through ING University. The company aims to foster a safe and inclusive environment, but face intensifying competition for talent and scrutiny over remuneration policies. Workforce reductions due to restructuring may impact some employees.
• Regulators: ING is subject to increasing scrutiny and complex regulatory requirements (e.g., DORA, EU AI Act, AMLR, CSRD), leading to increased compliance costs and demands on governance and risk management. Ongoing discussions with regulators regarding conflicting requirements (e.g., Russia divestment) highlight regulatory challenges.
• Suppliers/Partners: Increased reliance on cloud and third-party vendors amplifies cybersecurity challenges, requiring robust third-party risk management. Collaboration with external organizations for ESG and fraud prevention is ongoing.
• Creditors: Benefit from a robust capital position and adherence to MREL/TLAC requirements, ensuring loss-absorbing capacity. However, exercise of Dutch Bail-in Power could impact their investments in certain securities.

Next Steps

• Finalize the legal text for the reformed CMDI framework, followed by formal adoption and entry into force.
• Continue to monitor market developments and reform plans for other benchmark rates to anticipate impacts on customers and related risks.
• Broader adoption of POLSTR in loans and mortgages expected in Poland in 2026, with full transition and WIBOR phase-out anticipated by the end of 2027.
• Continue working towards completing the transaction and exit from the Russian market, subject to regulatory approvals.
• Further enhance areas such as supplier concentration risk management, oversight of material subcontractors, and the scope and realism of outage simulations for operational resilience.
• Continue to strengthen measurement and reporting of IT and cyber risks and further develop ability to recover from large-scale ransomware events.
• Continue to strengthen AI risk management through specialized structures such as the AI Risk Committee and Centre of Excellence.
• Continue to enhance data protection assessment processes and perform regular internal audits on personal data processing.
• Propose updates to the Executive Board and Supervisory Board remuneration policies for 2026, subject to shareholder approval at the 2026 AGM.
• Pay a final cash dividend over 2025 of EUR 0.736 per share, subject to approval by shareholders at the Annual General Meeting on April 14, 2026.
• Cancel shares from the EUR 1,100 million share buyback program in June 2026.
• The next EBA EU-wide stress test will be held in 2027.
• The European Commission is expected to publish a Report on possible simplification measures in 2026 regarding EU banking rules.

Key Dates

Recommendation

ING Group's 2025 performance shows strong underlying commercial growth, significant increase in IFRS-IASB net profit, and a clear strategic direction focused on digitalization and sustainability. The company maintains a robust capital position and is actively managing its risk profile. However, the slight decline in IFRS-EU net result, rising operating expenses, increased loan loss provisions, and the complex, uncertain geopolitical and regulatory environment (including the delayed Russian divestment and ongoing legal proceedings) present headwinds. The stock is likely to be stable, with potential for upside if geopolitical risks subside and regulatory transitions are managed effectively, but also downside risk from continued cost pressures and litigation outcomes. A 'hold' recommendation is appropriate for investors seeking stability with moderate growth potential, while acknowledging the prevailing uncertainties.

Keywords

Banking, Financial Services, SEC Filing, Annual Report, IFRS-IASB, Net Result, Customer Lending, Customer Deposits, Fee Income, Loan Loss Provisions, CET1 Ratio, Risk Management, ESG, Digitalization, Cybersecurity, Geopolitical Risk, Interest Rate Risk, Market Risk, Liquidity Risk, Capital Management, Share Buyback, Regulatory Compliance, Retail Banking, Wholesale Banking, Netherlands, Europe