0000700564false00007005642024-07-162024-07-160000700564us-gaap:CommonStockMember2024-07-162024-07-160000700564us-gaap:SeriesAPreferredStockMember2024-07-162024-07-16

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

July 16, 2024
Date of Report (date of earliest event reported)

Fulton Financial Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania
001-39680
23-2195389
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
One Penn Square,
P.O. Box 4887
Lancaster,
Pennsylvania
17604
               (Address of Principal Executive Offices)
(Zip Code)
(717) 291-2411
(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $2.50FULTThe Nasdaq Stock Market, LLC
Depositary Shares, Each Representing 1/40th Interest in a Share of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A
FULTPThe Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
o




Item 2.02 Results of Operations and Financial Condition.

    On July 16, 2024, Fulton Financial Corporation (the "Corporation") issued a press release (the "Press Release") announcing its results of operations for the second quarter ended June 30, 2024. A copy of the Press Release and supplementary financial information which accompanied the Press Release are attached as Exhibit 99.1 to this Current Report on Form 8-K (this "Current Report") and are incorporated herein by reference. The Corporation also posted on its Investor Relations website, www.fultonbank.com, presentation materials the Corporation intends to use during a conference call and webcast to discuss those results on Wednesday, July 17, 2024 at 10:00 a.m. eastern time. A copy of the presentation materials is attached as Exhibit 99.2 to this Current Report and is incorporated herein by reference.    

The information included in Exhibit 99.1 shall be deemed filed for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and therefore may be incorporated by reference in filings under the Securities Act of 1933, as amended (the "Securities Act"). The information included in Exhibit 99.2 is being furnished and shall not be deemed filed for purposes of the Exchange Act or be incorporated by reference in any filing under the Securities Act.

Forward-Looking Statements

This Current Report, including Exhibits 99.1 and 99.2, may contain forward-looking statements with respect to the Corporation's financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends," "projects," the negative of these terms and other comparable terminology. These forward-looking statements may include projections of, or guidance on, the Corporation's future financial performance, expected levels of future expenses, including future credit losses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation's business or financial results. Management’s "2024 Outlook" contained in Exhibit 99.2 to this Current Report is comprised of forward-looking statements.

Forward-looking statements are neither historical facts nor assurance of future performance. Instead, the statements are based on current beliefs, expectations and assumptions regarding the future of the Corporation's business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Corporation's control, and actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. Any forward-looking statement is based only on information currently available and speaks only as of the date when made. The Corporation undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

A discussion of certain risks and uncertainties affecting the Corporation, and some of the factors that could cause the Corporation's actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2023, Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and other current and periodic reports, which have been, or will be, filed with the Securities and Exchange Commission (the "SEC") and are, or will be, available in the Investor Relations section of the Corporation's website (www.fultonbank.com) and on the SEC's website (www.sec.gov).

Item 9.01 Financial Statements and Exhibits.
(d)    Exhibits.



Exhibit No.Description
Press release dated July 16, 2024 containing financial information for the quarter ended June 30, 2024, deemed filed under the Securities Exchange Act of 1934.
Presentation materials to be discussed during the conference call and webcast on July 17, 2024, deemed furnished under the Securities Exchange Act of 1934.
104Cover page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

SIGNATURE
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 hereunto duly authorized.
Date: July 16, 2024
FULTON FINANCIAL CORPORATION
By: /s/ Beth Ann L. Chivinski
       Beth Ann L. Chivinski
       Senior Executive Vice President and
       Interim Chief Financial Officer




Exhibit 99.1

FULTON FINANCIAL
CORPORATION

FOR IMMEDIATE RELEASE
Media Contact: Lacey Dean (717) 735-8688
Investor Contact: Matt Jozwiak (717) 327-2657


Fulton Financial Corporation Announces Second Quarter 2024 Results

(July 16, 2024) – Lancaster, PA – Fulton Financial Corporation (NASDAQ: FULT) (“Fulton” or the “Corporation”) reported net income available to common shareholders of $92.4 million, or $0.52 per diluted share, for the second quarter of 2024, an increase of $33.0 million, or $0.16 per share, in comparison to the first quarter of 2024. Operating net income available to common shareholders for the three months ended June 30, 2024 was $82.5 million, or $0.47 per diluted share(1), an increase of $17.1 million, or $0.07 per share in comparison to the first quarter of 2024.

"The second quarter was an extraordinary quarter for Fulton. I want to personally thank both our new Republic teammates and our dedicated Fulton team for an exceptional effort," said Curtis J. Myers Chairman and CEO of Fulton Financial Corporation. "Fulton's solid performance, steady business trends and stable asset quality were supplemented by a meaningful contribution from the Republic transaction."

Republic Transaction

On April 26, 2024, the Corporation announced that its wholly owned banking subsidiary, Fulton Bank, National Association ("Fulton Bank"), acquired substantially all of the assets and assumed substantially all of the deposits and certain liabilities of Republic First Bank, doing business as Republic Bank ("Republic Bank"), from the Federal Deposit Insurance Corporation (the "FDIC"), as receiver for Republic Bank (the "Acquisition"), pursuant to the terms of the Purchase and Assumption Agreement - Whole Bank, All Deposits, effective as of April 26, 2024 (the "Acquisition Date"), among the FDIC, as receiver of Republic Bank, the FDIC and Fulton Bank.

The Acquisition included total assets with preliminary fair values of approximately $4.8 billion including total loans with preliminary fair values of approximately $2.5 billion and investments with a fair value of $1.9 billion. Following the Acquisition, the Corporation sold the acquired investments with a portion of the proceeds used to repay $1.4 billion of assumed borrowings. In the Acquisition, the Corporation assumed $4.1 billion of deposits without a premium. Additionally, the Corporation received $809.9 million in cash from the FDIC and $208.5 million in cash reflected on Republic Bank's balance sheet.

(1) Financial measure derived by methods other than generally accepted accounting principles ("GAAP"). Refer to the calculation on the page titled "Reconciliation of Non-GAAP Measures" at the end of the press release.

1



Financial Highlights

Second quarter of 2024 results were impacted by the following items:

Preliminary gain on acquisition of $47.4 million (net of tax).

Core deposit intangible of $92.6 million in connection with the Acquisition resulting in intangible amortization expense of $4.1 million for the quarter.

Provision for credit losses of $23.4 million related to non-purchased credit deteriorated loans acquired in the Acquisition.

Acquisition-related expenses of $13.8 million.

Pre-tax gain of $20.3 million in connection with a sale-leaseback transaction (the "Sale-Leaseback Transaction") involving 40 Fulton Bank financial center office locations.

Restructured a portion of the available-for-sale investment portfolio and realized a pre-tax loss of $20.3 million on the sale of $356.4 million of investment securities with the proceeds reinvested in higher-yielding securities of a similar type and similar duration.

FultonFirst implementation and asset disposal costs of $6.3 million.

Issued 19,166,667 shares of common stock at $15.00 per share resulting in proceeds of approximately $273.0 million net of issuance costs.

The following items highlight notable changes in the components of net income in the second quarter of 2024 compared to the first quarter of 2024:

Net interest income totaled $241.7 million, an increase of $34.8 million. The Acquisition contributed approximately $30.7 million to the increase.

Net interest margin was 3.43%, an increase of 11 basis points, entirely due to the Acquisition.

Non-interest income before investment securities gains (losses) was $113.3 million compared to $57.1 million in the first quarter of 2024. The increase was primarily due to a $47.4 million gain on acquisition (net of tax) as well as $2.8 million from Republic Bank's operations. The remaining $6.1 million increase in non-interest income included a $1.3 million decrease in losses from equity method investments, a $0.9 million increase in merchant fee income due to seasonality and a merchant fee increase during the quarter, a $0.9 million increase in mortgage banking income from higher loan volumes and higher spreads, an $0.8 million increase in wealth management revenues due to an increase in assets under management in the brokerage business due to equity market returns and organic sales results, a $0.6 million increase in cash management fee
2



income due to an increase in account analysis fees with customers electing to move funds to interest-bearing accounts along with a pricing increase and a $0.3 million increase in gains from Small Business Administration loan sales.

Excluding the $20.3 million gain on the Sale-Leaseback Transaction, reflected in other expense, non-interest expense was $219.8 million compared to $177.6 million in the first quarter of 2024. The increase was largely due to $13.8 million of Acquisition-related expenses and $21.1 million from Republic Bank's operations. The remaining increase of $7.3 million was primarily due to a $6.7 million increase in salaries and benefits expense as a result of an increase in variable incentive expenses, the impact of the annual merit increases and approximately $1.0 million of severance costs related to the FultonFirst initiative.

Balance Sheet Summary

Net loans totaled $24.1 billion, an increase of $2.7 billion compared to $21.4 billion as of March 31, 2024. The increase was primarily due to the Acquisition resulting in an increase of $2.5 billion based on preliminary fair values as of the Acquisition Date. The reduction in fair value on the acquired loans as of the Acquisition Date was $378.9 million, which included an adjustment for interest rates of $299.5 million, an adjustment for credit of $55.9 million on purchased credit deteriorated ("PCD") loans and an adjustment for credit of $23.4 million for non-PCD loans. Excluding the impact from the day 1 PCD credit-related adjustment of $55.9 million and purchase accounting accretion of $10.4 million, net loans acquired from Republic Bank declined approximately $33.1 million subsequent to the Acquisition Date. Excluding the Acquisition, net loans increased $123.6 million largely due to increases of $102.9 million and $63.8 million in residential mortgage loans and construction loans, respectively, partially offset by a decrease of $25.7 million in consumer loans and a $19.8 million decrease in leases and other loans.

Deposits totaled $25.6 billion, an increase of $3.8 billion compared to $21.7 billion as of March 31, 2024. The increase was primarily due to the Acquisition resulting in an increase of $3.6 billion based on preliminary fair values as of the Acquisition Date. Deposits assumed in the Acquisition declined approximately $357.3 million subsequent to the Acquisition Date. Excluding the Acquisition, deposits increased $62.7 million largely due to increases of $180.1 million, $159.4 million and $102.8 million in interest-bearing demand deposits, time deposits and savings deposits, respectively, partially offset by decreases of $190.8 million in brokered deposits and $188.8 million in noninterest-bearing demand deposits.

Provision for Credit Losses and Asset Quality

The provision for credit losses was $32.1 million in the second quarter of 2024 compared to $10.9 million in the first quarter of 2024. The increase was primarily related to the Acquisition, which included a provision for credit losses of $23.4 million for non-PCD loans. Excluding the Acquisition, the provision declined $2.2 million primarily due to a $1.4 million reduction in the reserve for unfunded commitments.
3




Non-performing assets were $163.8 million, or 0.52% of total assets, at June 30, 2024, in comparison to $156.4 million, or 0.57% of total assets, at March 31, 2024. The dollar increase was largely due to the Acquisition.

Net charge-offs for the second quarter of 2024 were 0.19% of total average loans in comparison to 0.16% in the first quarter of 2024.

The allowance for credit losses attributable to net loans totaled $375.9 million, or 1.56% of total loans at June 30, 2024, an increase of $78.1 million. The Acquisition resulted in a $79.4 million increase in the allowance for credit losses.

Additional information on Fulton is available on the Internet at www.fultonbank.com.






























4




Safe Harbor Statement

This press release may contain forward-looking statements with respect to the Corporation’s financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends," “projects,” the negative of these terms and other comparable terminology. These forward-looking statements may include projections of, or guidance on, the Corporation’s future financial performance, expected levels of future expenses, including future credit losses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation’s business or financial results.

Forward-looking statements are neither historical facts, nor assurance of future performance. Instead, the statements are based on current beliefs, expectations and assumptions regarding the future of the Corporation’s business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Corporation’s control, and actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. Any forward-looking statement is based only on information currently available and speaks only as of the date when made. The Corporation undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

A discussion of certain risks and uncertainties affecting the Corporation, and some of the factors that could cause the Corporation's actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2023, Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and other current and periodic reports, which have been, or will be, filed with the Securities and Exchange Commission (the "SEC") and are, or will be, available in the Investor Relations section of the Corporation's website (www.fultonbank.com) and on the SEC's website (www.sec.gov).










5




Non-GAAP Financial Measures

The Corporation uses certain financial measures in this press release that have been derived from methods other than GAAP. These non-GAAP financial measures are reconciled to the most comparable GAAP measures in tables at the end of this press release.


FULTON FINANCIAL CORPORATION
SUMMARY CONSOLIDATED FINANCIAL INFORMATION (UNAUDITED)
(dollars in thousands, except per share and shares data)
Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242024202320232023
Ending Balances
Investment securities$4,184,027$3,783,392$3,666,274$3,698,601$3,867,334
Net loans24,106,29721,444,48321,351,09421,177,50821,044,685
Total assets31,769,81327,642,95727,571,91527,375,17727,403,163
Deposits25,559,65421,741,95021,537,62321,421,58921,206,540
Shareholders' equity3,101,6092,757,6792,760,1392,566,6932,642,152
Average Balances
Investment securities4,043,1363,672,8443,665,2613,834,8243,916,130
Net loans23,345,91421,370,03321,255,77921,121,27720,866,235
Total assets30,774,89127,427,62627,397,67127,377,83627,235,567
Deposits24,642,95421,378,75421,476,54821,357,29521,207,143
Shareholders' equity2,952,6712,766,9452,618,0242,645,9772,647,464
Income Statement
Net interest income241,720 206,937 212,006 213,842 212,852 
Provision for credit losses32,056 10,925 9,808 9,937 9,747 
Non-interest income92,994 57,140 59,378 55,961 60,585 
Non-interest expense199,488 177,600 180,552 171,020 168,018 
Income before taxes103,170 75,552 81,024 88,846 95,672 
Net income available to common shareholders92,413 59,379 61,701 69,535 77,045 
Per Share
Net income available to common shareholders (basic)$0.53 $0.36 $0.38 $0.42 $0.46 
Net income available to common shareholders (diluted)$0.52 $0.36 $0.37 $0.42 $0.46 
Operating net income available to common shareholders(1)
$0.47 $0.40 $0.42 $0.43 $0.47 
Cash dividends$0.17 $0.17 $0.17 $0.16 $0.16 
Common shareholders' equity$16.00 $15.82 $15.67 $14.47 $14.75 
Common shareholders' equity (tangible)(1)
$12.43 $12.37 $12.25 $11.05 $11.36 
Weighted average shares (basic)175,305 162,706 163,975 164,566 165,854 
Weighted average shares (diluted)176,934 164,520 165,650 166,023 167,191 
6



(1) Non-GAAP financial measure. Refer to the calculation on the page titled “Reconciliation of Non-GAAP Measures” at the end of this press release.
Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242024202320232023
Asset Quality
Net charge-offs to average loans 0.19 %0.16 %0.15 %0.10 %0.04 %
Non-performing loans to total net loans0.67 %0.73 %0.72 %0.67 %0.70 %
Non-performing assets to total assets0.52 %0.57 %0.56 %0.52 %0.55 %
ACL - loans(1) to total loans
1.56 %1.39 %1.37 %1.38 %1.37 %
ACL - loans(1) to non-performing loans
232 %191 %191 %208 %195 %
Profitability
Return on average assets1.24 %0.91 %0.93 %1.04 %1.17 %
Operating return on average assets(2)
1.11 %1.00 %1.03 %1.08 %1.18 %
Return on average common shareholders' equity13.47 %9.28 %10.09 %11.25 %12.59 %
Operating return on average common shareholders' equity (tangible)(2)
15.56 %13.08 %14.68 %15.17 %16.52 %
Net interest margin3.43 %3.32 %3.36 %3.40 %3.40 %
Efficiency ratio(2)
62.6 %63.2 %62.0 %61.5 %60.1 %
Non-interest expense to total average assets2.61 %2.60 %2.61 %2.48 %2.47 %
Operating non-interest expense to total average assets(2)
2.55 %2.49 %2.47 %2.47 %2.46 %
Capital Ratios(3)
Tangible common equity ratio ("TCE")(2)
7.3 %7.4 %7.4 %6.8 %7.0 %
Tier 1 leverage ratio9.0 %9.3 %9.5 %9.4 %9.3 %
Common equity Tier 1 capital ratio10.3 %10.3 %10.3 %10.3 %10.1 %
Tier 1 risk-based capital ratio11.1 %11.1 %11.2 %11.1 %11.0 %
Total risk-based capital ratio13.8 %14.0 %14.0 %14.0 %13.8 %
(1) "ACL - loans" relates to the allowance for credit losses ("ACL") specifically on "Net Loans" and does not include the ACL related to off-balance-sheet
    ("OBS") credit exposures.
(2) Non-GAAP financial measure. Refer to the calculation on the page titled "Reconciliation of Non-GAAP Measures" at the end of this press release.
(3) Regulatory capital ratios as of June 30, 2024 are preliminary estimates and prior periods are actual.

7


FULTON FINANCIAL CORPORATION
CONDENSED CONSOLIDATED ENDING BALANCE SHEETS (UNAUDITED)
(dollars in thousands)
Jun 30Mar 31Dec 31Sep 30Jun 30
20242024202320232023
ASSETS
Cash and due from banks$333,238 $247,581 $300,343 $304,042 $123,779 
Other interest-earning assets1,188,341 231,389 373,772 222,781 505,141 
Loans held for sale26,822 10,624 15,158 20,368 14,673 
Investment securities4,184,027 3,783,392 3,666,274 3,698,601 3,867,334 
Net loans24,106,297 21,444,483 21,351,094 21,177,508 21,044,685 
Less: ACL - loans(1)
(375,941)(297,888)(293,404)(292,739)(287,442)
   Loans, net23,730,356 21,146,595 21,057,690 20,884,769 20,757,243 
Net premises and equipment180,642 213,541 222,881 215,626 216,322 
Accrued interest receivable120,752 107,089 107,972 101,624 96,991 
Goodwill and intangible assets648,026 560,114 560,687 561,284 561,885 
Other assets1,357,609 1,342,632 1,267,138 1,366,082 1,259,795 
    Total Assets$31,769,813 $27,642,957 $27,571,915 $27,375,177 $27,403,163 
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits$25,559,654 $21,741,950 $21,537,623 $21,421,589 $21,206,540 
Borrowings2,178,597 2,296,040 2,487,526 2,370,112 2,719,114 
Other liabilities929,953 847,288 786,627 1,016,783 835,357 
    Total Liabilities28,668,204 24,885,278 24,811,776 24,808,484 24,761,011 
Shareholders' equity3,101,609 2,757,679 2,760,139 2,566,693 2,642,152 
    Total Liabilities and Shareholders' Equity$31,769,813 $27,642,957 $27,571,915 $27,375,177 $27,403,163 
LOANS, DEPOSITS AND BORROWINGS DETAIL:
Loans, by type:
Real estate - commercial mortgage$9,289,770 $8,252,117 $8,127,728 $8,106,300 $7,846,861 
Commercial and industrial4,967,796 4,467,589 4,545,552 4,577,334 4,599,759 
Real estate - residential mortgage6,248,856 5,395,720 5,325,923 5,279,681 5,147,262 
Real estate - home equity1,120,878 1,040,335 1,047,184 1,045,438 1,061,891 
Real estate - construction1,463,799 1,249,199 1,239,075 1,078,263 1,308,564 
Consumer692,086 698,421 729,318 743,976 763,530 
Leases and other loans(2)
323,112 341,102 336,314 346,516 316,818 
Total Net Loans$24,106,297 $21,444,483 $21,351,094 $21,177,508 $21,044,685 
Deposits, by type:
Noninterest-bearing demand$5,609,383 $5,086,514 $5,314,094 $5,575,374 $5,865,855 
Interest-bearing demand7,478,077 5,521,017 5,722,695 5,757,487 5,543,320 
Savings7,563,495 6,846,038 6,616,901 6,707,729 6,646,448 
     Total demand and savings20,650,955 17,453,569 17,653,690 18,040,590 18,055,623 
Brokered995,975 1,152,427 1,144,692 941,059 949,259 
Time3,912,724 3,135,954 2,739,241 2,439,940 2,201,658 
Total Deposits$25,559,654 $21,741,950 $21,537,623 $21,421,589 $21,206,540 
Borrowings, by type:
Federal funds purchased$— $— $240,000 $544,000 $555,000 
Federal Home Loan Bank advances750,000 900,000 1,100,000 730,000 1,165,000 
Senior debt and subordinated debt535,741 535,566 535,384 540,174 539,994 
Other borrowings892,856 860,474 612,142 555,938 459,120 
Total Borrowings$2,178,597 $2,296,040 $2,487,526 $2,370,112 $2,719,114 
(1) "ACL - loans" relates to the ACL specifically on "Net Loans" and does not include the ACL related to OBS credit exposures.
(2) Includes equipment lease financing, overdraft and net origination fees and costs.
8


FULTON FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(dollars in thousands, except per share and share data)
Three months endedSix months ended
Jun 30Mar 31Dec 31Sep 30June 30Jun 30
2024202420232023202320242023
Net Interest Income:
Interest income$400,506 $339,666 $338,134 $330,371 $314,912 $740,172 $604,732 
Interest expense158,786 132,729 126,128 116,529 102,060 291,515 176,293 
    Net Interest Income241,720 206,937 212,006 213,842 212,852 448,657 428,439 
Provision for credit losses32,056 10,925 9,808 9,937 9,747 42,981 34,291 
    Net Interest Income after Provision209,664 196,012 202,198 203,905 203,105 405,676 394,148 
Non-Interest Income:
Wealth management20,990 20,155 19,388 19,413 18,678 41,144 36,740 
Commercial banking:
   Merchant and card7,798 6,808 7,045 7,626 7,700 14,607 14,534 
   Cash management6,966 6,305 6,030 5,960 5,835 13,271 11,350 
   Capital markets2,585 2,341 4,258 2,960 6,092 4,926 8,436 
   Other commercial banking4,061 3,375 3,447 3,176 3,518 7,434 6,338 
Total commercial banking21,410 18,829 20,780 19,722 23,145 40,238 40,658 
Consumer banking:
  Card8,305 6,628 6,739 6,770 6,592 14,933 12,835 
  Overdraft3,377 2,786 2,991 2,996 2,696 6,163 5,429 
  Other consumer banking2,918 2,254 2,357 2,407 2,432 5,172 4,673 
Total consumer banking14,600 11,668 12,087 12,173 11,720 26,268 22,937 
Mortgage banking3,951 3,090 2,288 3,190 2,940 7,041 4,910 
Gain on acquisition, net of tax47,392 — — — — 47,392 — 
Other4,933 3,398 5,587 1,463 4,106 8,332 7,075 
Non-interest income before investment securities gains (losses)113,276 57,140 60,130 55,961 60,589 170,415 112,320 
Investment securities gains (losses), net(20,282)— (752)— (4)(20,282)19 
    Total Non-Interest Income92,994 57,140 59,378 55,961 60,585 150,133 112,339 
Non-Interest Expense:
Salaries and employee benefits110,630 95,481 97,275 96,757 94,102 206,111 183,385 
Data processing and software20,357 17,661 16,985 16,914 16,776 38,018 32,571 
Net occupancy17,793 16,149 14,647 14,561 14,374 33,943 28,812 
Other outside services16,933 13,283 14,670 12,094 10,834 30,216 20,960 
FDIC insurance6,696 6,104 11,138 4,738 4,895 12,800 9,690 
Intangible amortization4,688 573 597 601 1,072 5,261 1,746 
Equipment 4,561 4,040 3,995 3,475 3,530 8,602 6,920 
Professional fees2,571 2,088 2,302 1,869 1,829 4,659 4,221 
Marketing2,101 1,912 3,550 1,913 1,655 4,012 3,541 
Acquisition-related expenses13,803 — — — — 13,803 — 
Other(645)20,309 15,393 18,098 18,951 19,662 35,790 
    Total Non-Interest Expense199,488 177,600 180,552 171,020 168,018 377,087 327,636 
    Income Before Income Taxes103,170 75,552 81,024 88,846 95,672 178,722 178,851 
Income tax expense8,195 13,611 16,761 16,749 16,065 21,806 30,931 
    Net Income94,975 61,941 64,263 72,097 79,607 156,916 147,920 
Preferred stock dividends(2,562)(2,562)(2,562)(2,562)(2,562)(5,124)(5,124)
     Net Income Available to Common Shareholders$92,413 $59,379 $61,701 $69,535 $77,045 $151,792 $142,796 
9


Three months endedSix months ended
Jun 30Mar 31Dec 31Sep 30June 30Jun 30
2024202420232023202320242023
PER SHARE:
Net income available to common shareholders (basic)$0.53 $0.36 $0.38 $0.42 $0.46 $0.90 $0.86 
Net income available to common shareholders (diluted)$0.52 $0.36 $0.37 $0.42 $0.46 $0.89 $0.85 
Cash dividends$0.17 $0.17 $0.17 $0.16 $0.16 $0.34 $0.31 
Weighted average shares (basic)175,305 162,706 163,975 164,566 165,854 169,006 166,227 
Weighted average shares (diluted)176,934 164,520 165,650 166,023 167,191 170,769 167,809 




10


FULTON FINANCIAL CORPORATION
CONDENSED CONSOLIDATED AVERAGE BALANCE SHEET ANALYSIS (UNAUDITED)
(dollars in thousands)
Three months ended
June 30, 2024March 31, 2024June 30, 2023
AverageYield/AverageYield/AverageYield/
Balance
Interest(1)
RateBalance
Interest(1)
RateBalance
Interest(1)
Rate
ASSETS
Interest-earning assets:
Net loans(2)
$23,345,914 $355,533 6.12 %$21,370,033 $313,882 5.90 %$20,866,235 $287,154 5.52 %
Investment securities(3)
4,396,050 33,799 3.07 %3,983,753 27,048 2.71 %4,234,096 27,303 2.57 %
Other interest-earning assets1,125,886 15,730 5.61 %249,079 3,328 5.36 %529,582 4,860 3.68 %
Total Interest-Earning Assets28,867,850 405,062 5.64 %25,602,865 344,258 5.40 %25,629,913 319,317 4.99 %
Noninterest-earning assets:
Cash and due from banks302,381 282,895 129,682 
Premises and equipment203,166 223,375 216,847 
Other assets1,759,138 1,614,746 1,541,657 
Less: ACL - loans(4)
(357,644)(296,255)(282,532)
Total Assets$30,774,891 $27,427,626 $27,235,567 
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
Demand deposits$7,080,302 $31,748 1.80 %$5,596,725 $20,500 1.47 %$5,535,669 $14,612 1.06 %
Savings deposits7,309,141 44,901 2.47 %6,669,228 38,797 2.34 %6,632,572 29,289 1.77 %
Brokered deposits1,123,328 15,074 5.40 %1,083,382 14,655 5.44 %954,773 12,135 5.10 %
Time deposits3,670,158 39,364 4.31 %2,968,344 29,622 4.01 %2,063,038 13,763 2.68 %
Total Interest-Bearing Deposits19,182,929 131,087 2.75 %16,317,679 103,574 2.55 %15,186,052 69,799 1.84 %
Borrowings and other interest-bearing liabilities2,441,691 27,699 4.53 %2,608,376 29,155 4.46 %2,790,860 32,261.2 4.60 %
Total Interest-Bearing Liabilities21,624,620 158,786 2.95 %18,926,055 132,729 2.82 %17,976,912 102,060 2.27 %
Noninterest-bearing liabilities:
Demand deposits5,460,025 5,061,075 6,021,091 
Other liabilities737,575 673,551 590,100 
Total Liabilities27,822,220 24,660,681 24,588,103 
Shareholders' equity2,952,671 2,766,945 2,647,464 
Total Liabilities and Shareholders' Equity$30,774,891 $27,427,626 $27,235,567 
Net interest income/net interest margin (fully taxable equivalent)246,276 3.43 %211,529 3.32 %217,257 3.40 %
Tax equivalent adjustment(4,556)(4,592)(4,405)
Net Interest Income$241,720 $206,937 $212,852 
(1) Presented on a fully taxable-equivalent basis using a 21% federal tax rate and statutory interest expense disallowances.
(2) Average balances include non-performing loans.
(3) Average balances include amortized historical cost for available for sale ("AFS") securities; the related unrealized holding gains (losses) are included in other assets.
(4) ACL - loans relates to the ACL for net loans and does not include the ACL related to OBS credit exposures, which is included in other liabilities.




11


FULTON FINANCIAL CORPORATION
AVERAGE LOANS, DEPOSITS AND BORROWINGS DETAIL (UNAUDITED)
(dollars in thousands)
Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242023202320232023
Loans, by type:
Real estate - commercial mortgage$8,958,139 $8,166,018 $8,090,627 $7,912,801 $7,775,436 
Commercial and industrial4,853,583 4,517,179 4,579,441 4,611,376 4,629,919 
Real estate - residential mortgage5,977,132 5,353,905 5,303,632 5,209,105 5,008,295 
Real estate - home equity1,117,367 1,039,321 1,043,753 1,045,806 1,066,615 
Real estate - construction1,430,057 1,240,640 1,153,601 1,254,577 1,306,286 
Consumer685,183 721,523 746,011 761,273 763,407 
Leases and other loans(1)
324,453 331,447 338,714 326,339 316,277 
Total Net Loans$23,345,914 $21,370,033 $21,255,779 $21,121,277 $20,866,235 
Deposits, by type:
Noninterest-bearing demand$5,460,025 $5,061,075 $5,440,098 $5,672,411 $6,021,091 
Interest-bearing demand7,080,302 5,596,725 5,723,169 5,740,229 5,535,669 
Savings7,309,141 6,669,228 6,682,512 6,676,792 6,632,572 
     Total demand and savings19,849,468 17,327,028 17,845,779 18,089,432 18,189,332 
Brokered1,123,328 1,083,382 1,051,369 937,657 954,773 
Time3,670,158 2,968,344 2,579,400 2,330,206 2,063,038 
Total Deposits$24,642,954 $21,378,754 $21,476,548 $21,357,295 $21,207,143 
Borrowings, by type:
Federal funds purchased$32,637 $173,659 $446,707 $634,163 $679,401 
Federal Home Loan Bank advances833,726 902,890 760,087 793,098 880,811 
Senior debt and subordinated debt535,656 535,479 539,186 540,086 539,906 
Other borrowings and other interest-bearing liabilities1,039,672 996,348 795,747 723,740 690,742 
Total Borrowings$2,441,691 $2,608,376 $2,541,727 $2,691,087 $2,790,860 
(1) Includes equipment lease financing, overdraft and net origination fees and costs.

12



FULTON FINANCIAL CORPORATION
CONDENSED CONSOLIDATED AVERAGE BALANCE SHEET ANALYSIS (UNAUDITED)
(dollars in thousands)
Six months ended June 30
20242023
AverageYield/AverageYield/
Balance
Interest(1)
RateBalance
Interest(1)
Rate
ASSETS
Interest-earning assets:
Net loans(2)
$22,357,972 $669,414 6.02 %$20,665,779 $550,219 5.36 %
Investment securities(3)
4,189,901 60,847 2.90 %4,261,718 54,824 2.57 %
Other interest-earning assets699,547 19,059 5.47 %511,456 8,508 3.34 %
Total Interest-Earning Assets27,247,420 749,320 5.52 %25,438,953 613,551 4.85 %
Noninterest-Earning assets:
Cash and due from banks292,638 135,436 
Premises and equipment213,270 219,920 
Other assets1,686,941 1,552,669 
Less: ACL - loans(4)
(326,950)(277,942)
Total Assets$29,113,319 $27,069,036 
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-Bearing liabilities:
Demand deposits$6,338,513 $52,248 1.66 %$5,431,696 $23,067 0.86 %
Savings deposits6,989,186 83,699 2.41 %6,551,470 49,824 1.53 %
Brokered deposits1,103,356 29,728 5.42 %698,644 17,308 5.00 %
Time deposits3,319,249 68,986 4.18 %1,880,970 21,221 2.28 %
Total Interest-Bearing Deposits17,750,304 234,661 2.66 %14,562,780 111,420 1.54 %
Borrowings and other interest-bearing liabilities2,525,034 56,854 4.49 %2,928,819 64,873 4.43 %
Total Interest-Bearing Liabilities20,275,338 291,515 2.89 %17,491,599 176,293 2.03 %
Noninterest-Bearing liabilities:
Demand deposits5,260,550 6,329,701 
Other liabilities717,623 617,252 
Total Liabilities26,253,511 24,438,552 
Shareholders' equity2,859,808 2,630,484 
Total Liabilities and Shareholders' Equity$29,113,319 $27,069,036 
Net interest income/net interest margin (fully taxable equivalent)457,805 3.37 %437,258 3.46 %
Tax equivalent adjustment(9,148)(8,819)
Net Interest Income$448,657 $428,439 
(1) Presented on a fully taxable-equivalent basis using a 21% federal tax rate and statutory interest expense disallowances.
(2) Average balances include non-performing loans.
(3) Average balances include amortized historical cost for AFS; the related unrealized holding gains (losses) are included in other assets.
(3) ACL - loans relates to the ACL for net loans and does not include the ACL related to OBS credit exposures, which is included in other liabilities.







13


FULTON FINANCIAL CORPORATION
AVERAGE LOANS, DEPOSITS AND BORROWINGS DETAIL (UNAUDITED)
(dollars in thousands)
Six months ended June 30
20242023
Loans, by type:
Real estate - commercial mortgage$8,562,077 $7,748,356 
Commercial and industrial4,685,383 4,598,097 
Real estate - residential mortgage5,665,518 4,900,182 
Real estate - home equity1,078,344 1,076,270 
Real estate - construction1,335,348 1,291,299 
Consumer703,353 742,445 
Leases and other loans(1)
327,949 309,130 
Total Net Loans$22,357,972 $20,665,779 
Deposits, by type:
Noninterest-bearing demand$5,260,550 $6,329,701 
Interest-bearing demand6,338,513 5,431,696 
Savings6,989,186 6,551,470 
   Total demand and savings18,588,249 18,312,867 
Brokered1,103,356 698,644 
Time3,319,249 1,880,970 
Total Deposits$23,010,854 $20,892,481 
Borrowings, by type:
Federal funds purchased $103,148 $592,753 
Federal Home Loan Bank advances868,308 1,070,148 
Senior debt and subordinated debt535,567 539,817 
Other borrowings1,018,011 726,101 
Total Borrowings$2,525,034 $2,928,819 
(1) Includes equipment lease financing, overdraft and net origination fees and costs.
14


FULTON FINANCIAL CORPORATION
ASSET QUALITY INFORMATION (UNAUDITED)
(dollars in thousands)
Three months endedSix months ended June 30
Jun 30Mar 31Dec 31Sep 30June 30Jun 30Jun 30
2024202420232023202320242023
Allowance for credit losses related to net loans:
Balance at beginning of period$297,888$293,404$292,739$287,442$278,695$293,404 $269,366 
CECL day 1 provision expense(1)
23,44423,444 — 
Initial purchased credit deteriorated allowance for credit losses55,90655,906 — 
Loans charged off:
    Real estate - commercial mortgage(7,853)(26)(3,547)(860)(230)(7,879)(13,592)
    Commercial and industrial(2,955)(7,632)(3,397)(3,220)(2,017)(10,587)(2,629)
    Real estate - residential mortgage(35)(251)(62)(286)(62)
    Consumer and home equity(1,766)(2,238)(2,192)(1,803)(1,313)(4,004)(3,519)
    Real estate - construction— — 
    Leases and other loans(2)
(1,398)(805)(1,096)(1,396)(1,165)(2,203)(1,888)
    Total loans charged off(14,007)(10,952)(10,232)(7,279)(4,787)(24,959)(21,690)
Recoveries of loans previously charged off:
    Real estate - commercial mortgage14615216010129298 815 
    Commercial and industrial7961,2487796209882,044 2,074 
    Real estate - residential mortgage1221162783758238 106 
    Consumer and home equity1,1616765551,0239591,837 1,620 
    Real estate - construction23387569233 771 
    Leases and other loans(2)
247162374400213409 329 
    Recoveries of loans previously charged off2,7052,3542,2332,1812,8165,059 5,715 
Net loans charged off(11,302)(8,598)(7,999)(5,098)(1,971)(19,900)(15,975)
Provision for credit losses(1)
10,00513,0828,66410,39510,71823,087 34,051 
Balance at end of period$375,941$297,888$293,404$292,739$287,442$375,941 $287,442 
Net charge-offs to average loans 0.19 %0.16 %0.15 %0.10 %0.04 %0.18 %0.15 %
Provision for credit losses related to OBS Credit Exposures
Provision for credit losses(1)
$(1,393)$(2,157)$1,144$(458)$(971)$(3,550)$240
NON-PERFORMING ASSETS:
Non-accrual loans$135,367$129,628$121,620$113,022$123,280
Loans 90 days past due and accruing26,96226,52131,72127,96224,415
    Total non-performing loans162,329156,149153,341140,984147,695
Other real estate owned1,4442778962,5493,881
Total non-performing assets$163,773$156,426$154,237$143,533$151,576
NON-PERFORMING LOANS, BY TYPE:
Commercial and industrial$50,817$44,118$41,020$33,365$30,588
Real estate - commercial mortgage46,34347,89146,52744,05855,048
Real estate - residential mortgage40,95540,68542,02940,56039,157
Consumer and home equity11,58910,17210,87811,58010,469
Leases and other loans(2)
9,99310,13510,01110,74411,334
Real estate - construction2,6323,1482,8766771,099
Total non-performing loans$162,329$156,149$153,341$140,984$147,695
(1) The sum of these amounts are reflected in the provision for credit losses in the Condensed Consolidated Statements of Income.
(2) Includes equipment lease financing, overdraft and net origination fees and costs.
15



FULTON FINANCIAL CORPORATION
SUMMARY OF ASSETS ACQUIRED AND LIABILITIES ASSUMED IN ACQUISITION (UNAUDITED)
(dollars in thousands)
as of April 26, 2024
Assets Acquired/Liabilities AssumedFair Value AdjustmentsAdjusted Assets Acquired/Liabilities Assumed
Cash payment received from FDIC$809,920 $— $809,920 
Assets acquired:
Cash and due from banks208,451 — 208,451 
Other interest-earning assets37,931 — 37,931 
Investment securities1,961,099 (22,528)1,938,571 
Net loans2,883,930 (378,890)2,505,040 
Net premises and equipment2,669 (1,699)970 
Accrued interest receivable16,164 — 16,164 
Goodwill and intangible assets— 92,600 92,600 
Other assets11,715 67 11,782 
Total Assets$5,121,959 $(310,450)$4,811,509 
Liabilities assumed:
Deposits4,112,325 — 4,112,325 
Borrowings1,434,846 1,130 1,435,976 
Other liabilities10,771 1,088 11,859 
Total Liabilities$5,557,942 $2,218 $5,560,160 
Gain on acquisition, before tax$61,269 
Gain on acquisition, net of tax$47,392 
16


FULTON FINANCIAL CORPORATION
RECONCILIATION OF NON-GAAP MEASURES (UNAUDITED)
(dollars in thousands, except per share and share data)
Explanatory note:This press release contains supplemental financial information, as detailed below, that has been derived by methods other than GAAP. The Corporation has presented these non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation's results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Corporation evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation's industry. Management believes that these non-GAAP financial measures, in addition to GAAP measures, are also useful to investors to evaluate the Corporation's results. Investors should recognize that the Corporation's presentation of these non-GAAP financial measures might not be comparable to similarly titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measure follow:
Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242024202320232023
Operating net income available to common shareholders
Net income available to common shareholders$92,413$59,379$61,701$69,535$77,045
Plus: Core deposit intangible amortization4,556441441441912
Plus: Acquisition-related expense13,803
Less: Non-PCD credit-related interest income from acquisition(571)
Plus: CECL day 1 provision expense23,444
Plus: Interest rate derivative transition valuation(1)
(137)(151)(1,102)2,958
Less: Gain on acquisition, net of tax(47,392)
Plus: Loss on securities restructuring20,282
Less: Gain on sale-leaseback(20,266)
Plus: FDIC special assessment9566,494
Plus: FultonFirst implementation and asset disposals6,3236,3293,197
Less: Tax impact of adjustments(9,961)(1,591)(1,896)(714)(192)
Operating net income available to common shareholders (numerator)$82,494$65,363$68,835$72,220$77,765
Weighted average shares (diluted) (denominator)176,934164,520165,650166,023167,191
Operating net income available to common shareholders, per share (diluted)$0.47$0.40$0.42$0.43$0.47
Common shareholders' equity (tangible), per share
Shareholders' equity$3,101,609$2,757,679$2,760,139$2,566,693$2,642,152
Less: Preferred stock(192,878)(192,878)(192,878)(192,878)(192,878)
Less: Goodwill and intangible assets(648,026)(560,114)(560,687)(561,284)(561,885)
Tangible common shareholders' equity (numerator)$2,260,705$2,004,687$2,006,574$1,812,531$1,887,389
Shares outstanding, end of period (denominator)181,831162,087163,801164,084166,097
Common shareholders' equity (tangible), per share$12.43$12.37$12.25$11.05$11.36
(1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.
(2) Results are annualized.
17


Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242024202320232023
Operating return on average assets(2)
Net income$94,975$61,941$64,263$72,097$79,607
Plus: Core deposit intangible amortization4,556441441441912
Plus: Acquisition-related expense13,803
Less: Non-PCD credit-related interest income from acquisition(571)
Plus: CECL day 1 provision expense23,444
Plus: Interest rate derivative transition valuation(1)
(137)(151)(1,102)2,958
Less: Gain on acquisition, net of tax(47,392)
Plus: Loss on securities restructuring20,282
Less: Gain on sale-leaseback(20,266)
Plus: FDIC special assessment9566,494
Plus: FultonFirst implementation and asset disposals6,3236,3293,197
Less: Tax impact of adjustments(9,961)(1,591)(1,896)(714)(192)
Operating net income (numerator)$85,056$67,925$71,397$74,782$80,327
Total average assets $30,774,891$27,427,626$27,397,671$27,377,836$27,235,567
Less: Average net core deposit intangible(68,234)(4,666)(5,106)(5,548)(6,417)
Total operating average assets (denominator)$30,706,657$27,422,960$27,392,565$27,372,288$27,229,150
Operating return on average assets1.11%1.00%1.03%1.08%1.18%
Operating return on average common shareholders' equity (tangible)(2)
Net income available to common shareholders$92,413$59,379$61,701$69,535$77,045
Plus: Intangible amortization4,6885735976011,072
Plus: Acquisition-related expense13,803
Less: Non-PCD credit-related interest income from acquisition(571)
Plus: CECL day 1 provision expense23,444
Plus: Interest rate derivative transition valuation(1)
(137)(151)(1,102)2,958
Less: Gain on acquisition, net of tax(47,392)
Plus: Loss on securities restructuring20,282
Less: Gain on sale-leaseback(20,266)
Plus: FDIC special assessment9566,494
Plus: FultonFirst implementation and asset disposals6,3236,3293,197
Less: Tax impact of adjustments(9,989)(1,618)(1,929)(747)(225)
Adjusted net income available to common shareholders (numerator)$82,598$65,468$68,958$72,347$77,892
Average shareholders' equity$2,952,671$2,766,945$2,618,024$2,645,977$2,647,464
Less: Average preferred stock(192,878)(192,878)(192,878)(192,878)(192,878)
Less: Average goodwill and intangible assets(624,471)(560,393)(560,977)(561,578)(563,146)
Average tangible common shareholders' equity (denominator)$2,135,322$2,013,674$1,864,169$1,891,521$1,891,440
Operating return on average common shareholders' equity (tangible)15.56%13.08%14.68%15.17%16.52%
(1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.
(2) Results are annualized.
18


Three months ended
Jun 30Mar 31Dec 31Sep 30June 30
20242024202320232023
Tangible common equity to tangible assets (TCE Ratio)
Shareholders' equity$3,101,609$2,757,679$2,760,139$2,566,693$2,642,152
Less: Preferred stock(192,878)(192,878)(192,878)(192,878)(192,878)
Less: Goodwill and intangible assets(648,026)(560,114)(560,687)(561,284)(561,885)
Tangible common shareholders' equity (numerator)$2,260,705$2,004,687$2,006,574$1,812,531$1,887,389
Total assets$31,769,813$27,642,957$27,571,915$27,375,177$27,403,163
Less: Goodwill and intangible assets(648,026)(560,114)(560,687)(561,284)(561,885)
Total tangible assets (denominator)$31,121,787$27,082,843$27,011,228$26,813,893$26,841,278
Tangible common equity to tangible assets7.26%7.40%7.43%6.76%7.03%
Efficiency ratio
Non-interest expense$199,488$177,600$180,552$171,020$168,018
Less: Acquisition-related expense(13,803)
Less: Gain on sale-leaseback20,266
Less: FDIC special assessment(956)(6,494)
Less: FultonFirst implementation and asset disposals(6,323)(6,329)(3,197)
Less: Intangible amortization(4,688)(573)(597)(601)(1,072)
Less: Debt extinguishment720
Non-interest expense (numerator)$194,940$169,742$170,984$170,419$166,946
Net interest income$241,720$206,937$212,006$213,842$212,852
Tax equivalent adjustment4,5564,5924,5494,4424,405
Plus: Total non-interest income92,99457,14059,37855,96160,585
Plus: Interest rate derivative transition valuation(1)
(137)(151)(1,102)2,958
Less: Non-PCD credit-related interest income from acquisition(571)
Less: Gain on acquisition, net of tax(47,392)
Plus: Investment securities (gains) losses, net20,2827524
Total revenue (denominator)$311,452$268,518$275,583$277,203$277,846
Efficiency ratio62.6%63.2%62.0%61.5%60.1%
Operating non-interest expense to total average assets
Non-interest expense$199,488$177,600$180,552$171,020$168,018
Less: Amortization of tax credit investments
Less: Intangible amortization(4,688)(573)(597)(601)(1,072)
Less: Acquisition-related expense(13,803)
Less: Gain on sale-leaseback20,266
Less: FDIC special assessment(956)(6,494)
Less: FultonFirst implementation and asset disposals(6,323)(6,329)(3,197)
Non-interest expense (numerator)$194,940$169,742$170,264$170,419$166,946
Total average assets (denominator)$30,774,891$27,427,626$27,397,671$27,377,836$27,235,567
Operating non-interest expenses to total average assets2.55%2.49%2.47%2.47%2.46%
(1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.
(2) Results are annualized.
Note: numbers in this report may not sum due to rounding.


19
SECOND QUARTER 2024 RESULTS NASDAQ: FULT Data as of or for the period ended June 30, 2024 unless otherwise noted


 
This presentation may contain forward-looking statements with respect to Fulton Financial Corporation's (the "Corporation") financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends," “projects,” the negative of these terms and other comparable terminology. These forward-looking statements may include projections of, or guidance on, the Corporation’s future financial performance, expected levels of future expenses, including future credit losses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation’s business or financial results. Management’s "2024 Outlook" contained herein is comprised of forward-looking statements. Forward-looking statements are neither historical facts, nor assurance of future performance. Instead, the statements are based on current beliefs, expectations and assumptions regarding the future of the Corporation’s business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Corporation’s control, and actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. Any forward-looking statement is based only on information currently available and speaks only as of the date when made. The Corporation undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A discussion of certain risks and uncertainties affecting the Corporation, and some of the factors that could cause the Corporation’s actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2023, Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and other current and periodic reports, which have been, or will be, filed with the Securities and Exchange Commission (the "SEC") and are, or will be, available in the Investor Relations section of the Corporation’s website (www.fultonbank.com) and on the SEC’s website (www.sec.gov). The Corporation uses certain financial measures in this presentation that have been derived by methods other than generally accepted accounting principles ("GAAP"). These non-GAAP financial measures are reconciled to the most comparable GAAP measures at the end of this presentation. 2


 
3 MEANINGFUL CONTRIBUTION: SIMILAR LENDING PRODUCTS, SERVICES AND MARKETS OF OPERATION Loan Portfolio (June 30,2024) Deposit Portfolio (June 30,2024) $25.6B $24.1B 11 basis point improvement to net interest margin (“NIM”) in 2Q24 ~$34.8 million improvement to net interest income in 2Q24 Transaction $2.5B$21.6B $3.8B$21.8B


 
(1) Non-GAAP financial measure. Please refer to the calculation and management’s reason for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation. 4 INCOME STATEMENT SUMMARY 2Q24 1Q24 Linked-Quarter Change Net interest income $241,720 $206,937 $34,783 Provision for credit losses 32,056 10,925 21,131 Non-interest income 113,276 57,140 56,136 Securities gains (losses) (20,282) — (20,282) Non-interest expense 199,488 177,600 21,888 Income before income taxes 103,170 75,552 27,618 Income taxes 8,195 13,611 (5,416) Net income 94,975 61,941 33,034 Preferred stock dividends (2,562) (2,562) - Net income available to common shareholders $92,413 $59,379 $33,034 Net income available to common shareholders, per share (diluted) $0.52 $0.36 $0.16 Operating net income available to common shareholders, per share (diluted)(1) $0.47 $0.40 $0.07 ROAA 1.24% 0.91% 0.33% Operating ROAA(1) 1.11% 1.00% 0.11% ROAE 13.47% 9.28% 4.19% Operating ROAE (tangible)(1) 15.56% 13.08% 2.48% Efficiency ratio(1) 62.6% 63.2% -0.6% (dollars in thousands, except per-share data)


 
5 SECOND QUARTER PURCHASE ACCOUNTING ACCRETION(1) (1) Categories based on third-party valuation as of April 26, 2024. Balances may differ in financial statement presentation. Remaining Term is the weighted average remaining contractual term of the pool of loans. Duration is the weighted average expected life of the cash flows of the pool of loans. $ in thousands Credit Remaining Q2 2024 Loan Balance Interest Rate Non- Term Duration Interest Rate Credit- Total Acquired Mark PCD (months) (months) Mark Non-PCD Accretion CRE $1,159,451 $89,052 $6,027 59 33 $5,109 $204 $5,313 Residential mortgage 1,021,567 183,775 15,049 301 75 3,085 221 $3,306 C&I 219,441 623 694 33 18 (7) 53 $46 Multi-family 249,650 14,605 742 39 27 1,150 60 $1,210 Construction 140,310 5,776 487 34 22 281 20 $301 Home equity 90,882 5,712 424 200 35 175 12 $187 Other consumer 2,629 (6) 21 100 27 2 1 $3 $2,883,930 $299,537 $23,444 144 46 $9,795 $571 $10,366 Republic Transaction - Loan Accretion as of June 30, 2024 Q2 2024 Accretion


 
• NIM was 3.43% in the second quarter of 2024, increasing 11 basis points compared to the first quarter of 2024. • Loan yield improved by 22 basis points during the second quarter of 2024, increasing to 6.12% compared to 5.90% in the first quarter of 2024. • Total cost of deposits was 2.14% for the second quarter of 2024, an increase of 19 basis points compared to the first quarter of 2024. 6 NET INTEREST INCOME AND NIM 2Q24 Highlights Net Interest Income & NIM Average Deposits and Borrowings & Other and Cost of Funds Average Interest-Earning Assets & Yields (dollars in millions) (dollars in billions) (dollars in billions)


 
7 ASSET QUALITY Provision for Credit Losses Non-Performing Loans (“NPLs”) & NPLs to Loans Net Charge-offs (“NCOs”) and NCOs to Average Loans ACL(1) to NPLs & Loans (1) The allowance for credit losses (“ACL”) relates specifically to “Loans, net of unearned income” and does not include reserves related to off-balance sheet credit exposures.


 
8 NON-INTEREST INCOME(1) Non-interest Income (percentage of total non-interest income, three months ended June 30, 2024) (1) Excluding investment securities gains and losses. Increases due to: • Broad-based commercial banking increases (all categories) • Record wealth management income • Strong incremental consumer banking fees from the Republic Transaction • Gain on sale of mortgage loans Preliminary Gain on Acquisition: • Represents the after-tax impact of the bargain purchase gain (dollars in thousands) 2Q24 Fulton Organic 2Q24 Republic Transaction 2Q24 Consolidated 1Q24 Linked- Quarter Change Commercial Banking 21,027$ 383$ 21,410$ 18,829$ 2,581$ Wealth Management 20,990 - 20,990 20,155 835 Consumer Banking 12,256 2,344 14,600 11,668 2,932 Mortgage Banking 3,951 - 3,951 3,090 861 Gain On Acquisition, net of tax - 47,392 47,392 - 47,392 Other 4,874 59 4,933 3,398 1,535 Total 63,098$ 50,178$ 113,276$ 57,140$ 56,136$


 
9 NON-INTEREST EXPENSE Non-interest Expense (percentage of total non-interest expense, three months ended June 30, 2024) Decreases primarily due to: • The $20.3 million pre-tax gain on sale of real estate related to the sale-leaseback transaction is presented as an offset to other expenses Increases primarily due to: • $13.8 million in acquisition related charges • $6.3 million of FultonFirst implementation and asset disposal costs • Two months of incremental expenses of $17.0 million and $4.1 million of core deposit intangible amortization related to the Republic Transaction 2Q24 Fulton Organic 2Q24 Republic Transaction 2Q24 Consolidated 1Q24 Linked- Quarter Change (dollars in thousands) Salaries and employee benefits 102,117$ 8,513$ 110,630$ 95,481$ 15,149$ Data processing and software 17,978 2,379 20,357 17,661 2,696 Net occupancy 15,328 2,465 17,793 16,149 1,644 Other outside services 16,280 653 16,933 13,283 3,650 FDIC insurance 5,310 1,386 6,696 6,104 592 Equipment 4,123 438 4,561 4,040 521 Professional fees 2,314 257 2,571 2,088 483 Acquisition related expenses 13,803 - 13,803 - 13,803 Other 1,138 5,006 6,144 22,794 (16,650) Total 178,391$ 21,097$ 199,488$ 177,600$ 21,888$


 
10 (1) Regulatory capital ratios and excess capital amounts as of June 30, 2024 are preliminary estimates. (2) Excesses shown are to regulatory minimums, including the 250 basis point capital conservation buffer, except for Tier 1 Leverage which is the well- capitalized minimum. $1,181 $581 $730 $790 (as of June 30, 2024) (dollars in millions) (2) CAPITAL RATIOS(1)


 
2024 OUTLOOK 11 Net Interest Income: $925 - $950 million(1) Provision for Credit Losses: $40 - $60 million Non-Interest Income: $240 - $260 million(2) Non-Interest Expense: $750 - $770 million(3) Effective Tax Rate: 16% - 18% (1) Assumes Fed Funds Rate decrease of 25 basis points in September 2024. (2) Excludes investment securities gains and losses and gain on acquisition, net of tax. (3) Excludes non-operating expenses.


 
12 A LARGER DEPOSIT PORTFOLIO THAT REMAINS GRANULAR, TENURED AND DIVERSIFIED WITH SIGNIFICANT LIQUIDITY COVERAGE Deposit Mix By Customer (June 30, 2024) Deposit Portfolio Highlights(1) 883,000 deposit accounts $28,770 average account balance ~10 year average account age 23% estimated uninsured deposits 259% coverage of estimated uninsured deposits Deposit Mix By Product(2) (1) As of June 30, 2024. Estimated uninsured deposits net of collateralized municipal deposits and inter-company deposits. For the calculation of the coverage of estimated uninsured deposits, please refer to the slide titled “Liquidity Profile.” (2) Deposit balances are ending balances. (dollars in millions)


 
THE LOAN PORTFOLIO REMAINS DIVERSIFIED AND GRANULAR WITH LOW OFFICE CONCENTRATION AT 3% OF TOTAL LOANS 13 Office Only Profile • $896 million in office loan commitments • $824 million in office loans outstanding • representing 3% of total loans • Average loan size is $2.3 million • Weighted average loan-to-value(1) (“LTV”) ratio of 63% • Weighted average debt service coverage ratio (“DSCR”) of 1.34x • 84% of loans with full recourse; 65% LTV; 1.29x DSCR • 16% of loans non-recourse; 51% LTV; 1.58x DSCR • Nine relationships over $20 million, totaling $226 million in commitments, including: • Six relationships in central business districts • $219 million in commitments located in central business districts • Classification • 28% Class A • 21% Class B • 4% Class C • 47% Not Classified Total Loan Portfolio (June 30, 2024) (1) LTV as of most recent appraisal.


 
THE ACQUIRED OFFICE PORTFOLIO HAS SIMILAR CHARACTERISTICS TO FULTON’S WITH SOME SEASONING AND LONGER MATURITY TERM 14 Originated Over Time Maturing Over Time Granular Loan Portfolio Geographically Diverse by MSA(1) (1) Metropolitan Statistical Areas or “MSA” titled in short name for presentation purposes.


 
MULTI-FAMILY LOANS REPRESENT 8% OF THE TOTAL LOAN PORTFOLIO WITH A SMALL AVERAGE LOAN SIZE, LOW LTV’S AND SOLID DSCR 15 (1) LTV as of most recent appraisal. Multi-Family Profile • $2.4 billion in multi-family loan commitments • $1.9 billion in multi-family loans outstanding • representing 8% of total loans • Average loan size is $3.3 million • Weighted average LTV(1) ratio of 60% • Weighted Average DSCR of 1.27x • 90% of loans with recourse • 36% construction; 64% stabilized • Classification o 42% Class A o 12% Class B o 3% Class C o 43% Not Classified Total Loan Portfolio (June 30, 2024)


 
THE MAJORITY OF THE MULTI-FAMILY PORTFOLIO HAS BEEN RECENTLY ORIGINATED AND APPRAISED AND HAS A LONG-DATED MATURITY HORIZON 16 Recently Originated and Appraised Maturing Over Time Diversified by Size Diversified by Geographical MSA


 
17 NONINTEREST-BEARING DEPOSIT TRENDS • Growth in the Corporation’s commercial banking business, as well as the historically low levels of interest rates for much of the post-2008 period, led to a generally increasing trend in the percentage of noninterest-bearing deposits. • Prior to 2008, noninterest-bearing deposits averaged 15%-20% of total deposits. As of June 30, 2024, noninterest-bearing deposits were 21.9% of total deposits down from a peak of 35% in June 2022. • Deposit growth, including growth in noninterest-bearing deposits, remains a key component of the Corporation’s relationship banking strategy. Source: S&P Global Market Intelligence, Federal Reserve Bank of New York and Board of Governors of the Federal Reserve System (US); Corporation’s reported results for NIM and percentage of noninterest-bearing deposits at June 30,2024. % Noninterest-Bearing Deposits, NIM and Fed Funds Effective Rate


 
Estimated Uninsured Deposits June 30, 2024 Total Deposits $25,560 Estimated Uninsured Deposits $8,668 Estimated Uninsured Deposits to Total Deposits 34% Estimated Uninsured Deposits $8,668 Less: Collateralized Municipal Deposits (2,801) Net Estimated Uninsured Deposits (4) $5,867 Net Estimated Uninsured Deposits to Total Deposits 23% Committed Liquidity to Net Estimated Uninsured Deposits 143% Available Liquidity to Net Estimated Uninsured Deposits 259% Available Liquidity June 30, 2024 Cash On-Hand (1) 1,133$ Federal Reserve Capacity 1,859 Total Available @ Federal Reserve 1,859$ FHLB Borrowing Capacity 10,842 Advances(2) (759) Letters of Credit (3,559) Total Available @ FHLB 6,524$ Total Committed Liquidity 8,383$ Fed Funds Lines 2,556 Outstanding Net Fed Funds - Total Fed Funds Lines Available 2,556$ Brokered Deposit Capacity (3) 4,100 Brokered & Wholesale Deposits (996) Total Brokered Deposit Availability 3,104$ Total Uncommitted Available Liquidity 5,660$ Total Available Liquidity 15,176$ 18 LIQUIDITY PROFILE (1) Includes cash at the FHLB and Federal Reserve and vault cash for liquidity purposes only. (2) Includes accrued interest, fees, and other adjustments. (3) Brokered deposit availability is based upon internal policy limit. (4) Net estimated uninsured deposits are net of collateralized municipal deposits and inter-company deposits. (dollars in thousands)


 
19 Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation's results of operations and financial condition. Presentation of these non-GAAP financial measures is consistent with how the Corporation evaluates its performance internally and these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation's industry. Investors should recognize that the Corporation's presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other companies. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety. Three months ended (dollars in thousands) Jun 30 Mar 31 2024 2024 Operating net income available to common shareholders Net income available to common shareholders $92,413 $59,379 Plus: Core deposit intangible amortization 4,556 441 Plus: Acquisition-related expense 13,803 — Less: Non-PCD credit-related interest income from acquisition (571) — Plus: CECL day 1 provision expense 23,444 — Plus: Interest rate derivative transition valuation(1) (137) (151) Plus: Loss on securities restructuring 20,282 — Less: Gain on acquisition, net of tax (47,392) — Less: Gain on sale-leaseback (20,266) — Plus: FDIC special assessment — 956 Plus: FultonFirst implementation and asset disposals 6,323 6,329 Less: Tax impact of adjustments (9,961) (1,591) Operating net income available to common shareholders (numerator) $82,494 $65,363 Weighted average shares (diluted) (denominator) 176,934 164,520 Operating net income available to common shareholders, per share (diluted) $0.47 $0.40 (1) Resulting from the reference rate transition from London Interbank Offered Rate ("LIBOR") to Secured Overnight Financing Rate ("SOFR") in the Corporation's commercial customer interest rate swap program.


 
20 Three months ended (dollars in thousands) Jun 30 Mar 31 2024 2024 Operating return on average assets Net income $94,975 $61,941 Plus: Core deposit intangible amortization 4,556 441 Plus: Acquisition-related expense 13,803 — Less: Non-PCD credit-related interest income from acquisition (571) — Plus: CECL day 1 provision expense 23,444 — Plus: Interest rate derivative transition valuation(1) (137) (151) Plus: Loss on securities restructuring 20,282 — Less: Gain on acquisition, net of tax (47,392) — Less: Gain on sale-leaseback (20,266) — Plus: FDIC special assessment — 956 Plus: FultonFirst implementation and asset disposals 6,323 6,329 Less: Tax impact of adjustments (9,961) (1,591) Operating net income (numerator) $85,056 $67,925 Total average assets $30,774,891 $27,427,626 Less: Average net core deposit intangible (68,234) (4,666) Total average operating assets (denominator) $30,706,657 $27,422,960 Operating return on average assets 1.11 % 1.00 % (1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.


 
21 Three months ended (dollars in thousands) Jun 30 Mar 31 2024 2024 Operating return on average common shareholders' equity (tangible), annualized Net income available to common shareholders $92,413 $59,379 Plus: Intangible amortization 4,688 573 Plus: Acquisition-related expense 13,803 — Less: Non-PCD credit-related interest income from acquisition (571) — Plus: CECL day 1 provision expense 23,444 — Plus: Interest rate derivative transition valuation(1) (137) (151) Plus: Loss on securities restructuring 20,282 — Less: Gain on acquisition (47,392) — Less: Gain on sale-leaseback (20,266) — Plus: FDIC special assessment — 956 Plus: FultonFirst implementation and asset disposals 6,323 6,329 Less: Tax impact of adjustments (9,989) (1,618) Adjusted net income available to common shareholders (numerator) $82,598 $65,468 Average shareholders' equity $2,952,671 $2,766,945 Less: Average preferred stock (192,878) (192,878) Less: Average goodwill and intangible assets (624,471) (560,393) Average tangible common shareholders' equity (denominator) $2,135,322 $2,013,674 Operating return on average common shareholders' equity (tangible) 15.56 % 13.08 % (1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.


 
22 (dollars in thousands) Three months ended Jun 30 Mar 31 Efficiency ratio 2024 2024 Non-interest expense $199,488 $177,600 Less: Intangible amortization (4,688) (573) Less: Acquisition-related expenses (13,803) — Less: Gain on sale-leaseback 20,266 — Less: FDIC special assessment — (956) Less: FultonFirst implementation and asset disposals (6,323) (6,329) Non-interest expense (numerator) $194,940 $169,742 Net interest income $241,720 $206,937 Tax equivalent adjustment 4,556 4,592 Plus: Total non-interest income 92,994 57,140 Plus: Interest rate derivative transition valuation(1) (137) (151) Less: Non-PCD credit-related interest income from acquisition (571) — Less: Gain on acquisition (47,392) — Less: Investment securities (gains) losses, net 20,282 — Total revenue (denominator) $311,452 $268,518 Efficiency ratio 62.6% 63.2% (1) Resulting from the reference rate transition from LIBOR to SOFR in the Corporation's commercial customer interest rate swap program.


 
v3.24.2
Cover Page
Jul. 16, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Jul. 16, 2024
Entity Registrant Name Fulton Financial Corporation
Entity Central Index Key 0000700564
Amendment Flag false
Entity Incorporation, State or Country Code PA
Entity File Number 001-39680
Entity Tax Identification Number 23-2195389
Entity Address, Address Line Two P.O. Box 4887
Entity Address, Address Line One One Penn Square,
Entity Address, City or Town Lancaster,
Entity Address, State or Province PA
Entity Address, Postal Zip Code 17604
City Area Code 717
Local Phone Number 291-2411
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Common stock, par value $2.50
Trading Symbol FULT
Security Exchange Name NASDAQ
Series A Preferred Stock  
Document Information [Line Items]  
Title of 12(b) Security Depositary Shares, Each Representing 1/40th Interest in a Share of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A
Trading Symbol FULTP
Security Exchange Name NASDAQ

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