Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_________________________________________________________

FORM 8-K

_________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 23, 2024

_________________________________________________________

OLD NATIONAL BANCORP

(Exact name of Registrant as specified in its charter)

_________________________________________________________


Indiana	001-15817	35-1539838
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


One Main Street
Evansville,	Indiana	47708
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (773) 765-7675

________________________________________________________

(Former name or former address if changed since last report.)

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:

☐ 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 class

Trading

Symbol(s)

Name of each exchange on which registered

Common stock, no par value

ONB

The NASDAQ Stock Market LLC

Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series A

ONBPP

The NASDAQ Stock Market LLC

Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C

ONBPO

The 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 (s230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (s240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 23, 2024, Old National Bancorp (the “Company”) issued a press release (“Press Release”) reporting its financial results for the second quarter of 2024. The Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. A slide presentation outlining second quarter of 2024 earnings, strategic developments, and the Company’s financial outlook will be available on the “Investor Relations” section of the Company’s website to complement the conference call to be held on July 23, 2024, at 9:00 a.m. CDT and will be accessible at http://www.oldnational.com immediately before the conference call begins.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1 Press Release issued by Old National Bancorp on July 23, 2024.

104 Cover Page Interactive Data File (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 23, 2024

OLD NATIONAL BANCORP

By: /s/ Nicholas J. Chulos

Nicholas J. Chulos

Executive Vice President,

Chief Legal Officer and Corporate Secretary

Exhibit 99.1

Old National Bancorp Reports Second Quarter 2024 Results

Evansville, Ind. (July 23, 2024)


Old National Bancorp (NASDAQ: ONB) reports 2Q24 net income applicable to common shares of $117.2 million, diluted EPS of $0.37; $144.1 million and $0.46 on an adjusted1 basis, respectively.

CEO COMMENTARY:




"Old National’s second quarter results exceeded expectations due to better than expected revenue growth and lower expenses," said Chairman and CEO Jim Ryan. "We achieved these outstanding results while also successfully closing on our CapStar Bank partnership and working to complete the associated systems integration. As a result, Old National has meaningfully increased our presence in Nashville, Tenn., while expanding our operations into several other vibrant Southeastern markets."

SECOND QUARTER HIGHLIGHTS2:


Net Income			•Net income applicable to common shares of $117.2 million; adjusted net income applicable to common shares1 of $144.1 million
			•Earnings per diluted common share ("EPS") of $0.37; adjusted EPS1 of $0.46

Net Interest Income/NIM			•Net interest income on a fully taxable equivalent basis1 of $394.8 million
			•Net interest margin on a fully taxable equivalent basis1 ("NIM") of 3.33%, up 5 basis points ("bps")

Operating Performance			•Pre-provision net revenue1 (“PPNR”) of $199.0 million; adjusted PPNR1 of $218.5 million
			•Noninterest expense of $283.0 million; adjusted noninterest expense1 of $263.6 million
			•Efficiency ratio1 of 57.2%; adjusted efficiency ratio1 of 52.6%

Deposits and Funding			•Period-end total deposits of $40.0 billion, up $2.3 billion; core deposits up $1.7 billion ◦Period-end total deposits up 2.4% annualized excluding CapStar Financial Holdings, Inc. ("CapStar")
			•Granular low-cost deposit franchise; total deposit costs of 216 bps and a cycle to date (2Q22-2Q24) total deposit beta of 41% (interest-bearing deposit beta of 53%)






Loans and Credit Quality			•End-of-period total loans3 of $36.2 billion, up $2.6 billion ◦End-of-period total loans3 up 5.9% annualized excluding CapStar
			•Provision for credit losses4 ("provision") of $36.2 million; $20.9 million excluding $15.3 million of current expected credit loss ("CECL") Day 1 non-purchased credit deteriorated ("non-PCD") provision expense5
			•Net charge-offs of $14.0 million, or 16 bps of average loans; 11 bps excluding purchased credit deteriorated ("PCD") loans that had an allowance at acquisition
			•30+ day delinquencies of 0.16% and non-performing loans of 0.94% of total loans

Return Profile & Capital			•Return on average tangible common equity1 of 14.1%; adjusted return on average tangible common equity1 of 17.2%


Notable Items			•Closing of CapStar partnership on April 1, 2024 •$19.4 million of pre-tax merger-related charges •$15.3 million of pre-tax CECL Day 1 non-PCD provision expense5

1 Non-GAAP financial measure that management believes is useful in evaluating the financial results of the Company – refer to the Non-GAAP reconciliations contained in this release 2 Comparisons are on a linked-quarter basis, unless otherwise noted 3 Includes loans held-for-sale 4 Includes the provision for unfunded commitments 5 Refers to the initial increase in allowance for credit losses required on acquired non-PCD loans through the provision for credit losses

RESULTS OF OPERATIONS2

Old National Bancorp ("Old National") reported second quarter 2024 net income applicable to common shares of $117.2 million, or $0.37 per diluted common share.

Included in second quarter results were pre-tax charges of $19.4 million primarily related to the April 1, 2024 acquisition of CapStar Financial Holdings, Inc. ("CapStar") and $15.3 million of pre-tax CECL Day 1 non-PCD provision expense related to the allowance for credit losses established on acquired non-PCD loans. Excluding these transactions and realized debt securities gains from the current quarter, adjusted net income1 was $144.1 million, or $0.46 per diluted common share.

DEPOSITS AND FUNDING

Growth in deposits driven by CapStar including seasonal outflows of commercial and retail deposits offset by public fund and brokered deposits increases.

•Period-end total deposits were $40.0 billion, up $2.3 billion; core deposits up $1.7 billion; includes $2.1 billion of end of period deposits assumed in the CapStar transaction.

◦Excluding deposits assumed in the CapStar transaction, period-end total deposits were up 2.4% annualized.

•On average, total deposits for the second quarter were $40.1 billion, up $3.0 billion.

•Granular low-cost deposit franchise; total deposit costs of 216 bps and a cycle to date total deposit beta of 41% (interest-bearing deposit beta of 53%).

•A loan to deposit ratio of 91%, combined with existing funding sources, provides strong liquidity.

LOANS

Broad-based disciplined commercial loan growth.

•Period-end total loans3 were $36.2 billion, up $2.6 billion; includes $2.1 billion of period end loans acquired in the CapStar transaction.

◦Excluding loans acquired in the CapStar transaction, period-end total loans3 were up 5.9% annualized.

•Total commercial loan production in the second quarter was $1.5 billion; period-end commercial pipeline totaled $3.4 billion.

•Average total loans in the second quarter were $36.1 billion, an increase of $2.8 billion.

CREDIT QUALITY

Strong credit quality continues to be a hallmark of Old National.

•Provision4 expense was $36.2 million, $20.9 million excluding $15.3 million of CECL Day 1 non-PCD provision expense related to the allowance for credit losses established on acquired non-PCD loans in the CapStar transaction, compared to $18.9 million, reflecting net charge-offs and loan growth, as well as economic factors.

•Net charge-offs were $14.0 million, or 16 bps of average loans compared to net charge-offs of 14 bps of average loans.

◦Excluding PCD loans that had an allowance for credit losses established at acquisition, net charge-offs to average loans were 11 bps.

•30+ day delinquencies as a percentage of loans were consistent at 0.16%.

•Nonaccrual loans as a percentage of total loans were 0.94% compared to 0.98%.

•Loans acquired from previous acquisitions were recorded at fair value at the acquisition date. The remaining discount on these acquired loans was $190.0 million, of which $119.0 million related to CapStar.

•The allowance for credit losses, including the allowance for credit losses on unfunded commitments, stood at $392.1 million, or 1.08% of total loans, compared to $346.0 million, or 1.03% of total loans, reflecting $15.3 million of CECL Day 1 non-PCD provision expense related to acquired non-PCD loans and $23.9 million of allowance related to acquired PCD loans.

NET INTEREST INCOME AND MARGIN

Higher net interest income and margin expansion reflective of CapStar.

•Net interest income on a fully taxable equivalent basis1 increased to $394.8 million compared to $362.7 million, driven by CapStar, loan growth and higher asset yields, partly offset by higher funding costs.

•Net interest margin on a fully taxable equivalent basis1 increased 5 bps to 3.33%.

•Accretion income on loans and borrowings was $11.6 million, or 10 bps of net interest margin1, compared to $5.1 million, or 5 bps of net interest margin1.

•Cost of total deposits was 2.16%, increasing 15 bps and the cost of total interest-bearing deposits increased 16 bps to 2.84%.

NONINTEREST INCOME

Increase driven by CapStar, wealth fees, mortgage fees and capital markets income.

•Total noninterest income was $87.3 million compared to $77.5 million.

◦CapStar contributed $6.5 million to noninterest income during the quarter.

•Noninterest income was up 12.6% driven by CapStar revenue as well as higher wealth fees, mortgage fees and capital markets income.

NONINTEREST EXPENSE

Higher due to CapStar; disciplined expense management.

•Noninterest expense was $283.0 million and included $19.4 million of merger-related charges.

◦CapStar contributed $17.7 million to noninterest expense during the quarter.

•Excluding merger-related charges, adjusted noninterest expense was $263.6 million, compared to $243.1 million; higher due primarily to operating costs associated with CapStar as well as technology and professional fees.

•The efficiency ratio1 was 57.2%, while the adjusted efficiency ratio1 was 52.6% compared to 58.3% and 53.4%, respectively.

INCOME TAXES

•Income tax expense was $35.3 million, resulting in an effective tax rate of 22.5% compared to 21.3%. On an adjusted fully taxable equivalent ("FTE") basis, the effective tax rate was 25.5% compared to 24.4%.

•Income tax expense included $3.5 million of tax credit benefit.

CAPITAL

Capital ratios remain strong.

•Preliminary total risk-based capital down 3 bps to 12.71% and preliminary regulatory Tier 1 capital down 7 bps to 11.33%, as strong retained earnings were more than offset by the CapStar transaction and loan growth.

•Tangible common equity to tangible assets was 6.94% compared to 6.86%.

CAPSTAR TRANSACTION

On April 1, 2024, Old National completed its acquisition of CapStar, and its wholly-owned subsidiary, CapStar Bank. This partnership strengthens Old National’s Nashville, Tennessee presence and adds several new high-growth markets. At closing, CapStar had approximately $3.1 billion of total assets, $2.1 billion of total loans, and $2.6 billion of deposits. The consideration paid totaled $417.6 million and consisted of 24.0 million shares of Old National common stock. All system conversions related to the transaction were completed in early July of 2024.

CONFERENCE CALL AND WEBCAST

Old National will host a conference call and live webcast at 9:00 a.m. Central Time on Tuesday, July 23, 2024, to review second quarter financial results. The live audio webcast link and corresponding presentation slides will be available on the Company’s Investor Relations website at oldnational.com and will be archived there for 12 months. To listen to the live conference call, dial U.S. (800) 715-9871 or International (646) 307-1963, access code 2973663. A replay of the call will also be available from approximately noon Central Time on July 23, 2024 through August 6, 2024. To access the replay, dial U.S. (800) 770-2030 or International (647) 362-9199; Access code 2973663.

ABOUT OLD NATIONAL

Old National Bancorp (NASDAQ: ONB) is the holding company of Old National Bank. As the sixth largest commercial bank headquartered in the Midwest, Old National proudly serves clients primarily in the Midwest and Southeast. With approximately $53 billion of assets and $30 billion of assets under management, Old National ranks among the top 30 banking companies headquartered in the United States. Tracing our roots to 1834, Old National focuses on building long-term, highly valued partnerships with clients while also strengthening and supporting the communities we serve. In addition to providing extensive services in consumer and commercial banking, Old National offers comprehensive wealth management and capital markets services. For more information and financial data, please visit Investor Relations at oldnational.com. In 2024, Points of Light named Old National one of "The Civic 50" - an honor reserved for the 50 most community-minded companies in the United States.

USE OF NON-GAAP FINANCIAL MEASURES

The Company's accounting and reporting policies conform to U.S. generally accepted accounting principles ("GAAP") and general practices within the banking industry. As a supplement to GAAP, the Company provides non-GAAP performance results, which the Company believes are useful because they assist investors in assessing the Company's operating performance. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in the tables at the end of this release.

The Company presents EPS, the efficiency ratio, return on average common equity, return on average tangible common equity, and net income applicable to common shares, all adjusted for certain notable items. These items include merger-related charges associated with completed and pending acquisitions, CECL Day 1 non-PCD provision expense, debt securities gains/losses, distribution of excess pension assets expense, FDIC special assessment expense, gain on sale of Visa Class B restricted shares, contract termination charges, expenses related to the tragic April 10, 2023 event at our downtown Louisville location ("Louisville expenses"), and property optimization charges. Management believes excluding these items from EPS, the efficiency ratio, return on average common equity, and return on average tangible common equity may be useful in assessing the Company's underlying operational performance since these items do not pertain to its core business operations and their exclusion may facilitate better comparability between periods. Management believes that excluding merger-related charges from these metrics may be useful to the Company, as well as analysts and investors, since these expenses can vary significantly based on the size, type, and structure of each acquisition. Additionally, management believes excluding these items from these metrics may enhance comparability for peer comparison purposes.

Income tax expense, provision for credit losses, and the certain notable items listed above are excluded from the calculation of pre-provision net revenues, adjusted due to the fluctuation in income before income tax and the level of provision for credit losses required. Management believes pre-provision net revenues, adjusted may be useful in assessing the Company's underlying operating performance and their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The Company presents adjusted noninterest expense, which excludes merger-related charges associated with completed and pending acquisitions, distribution of excess pension assets expense, FDIC special assessment expense, contract termination charges, Louisville expenses, and property optimization charges, as well as adjusted noninterest income, which excludes debt securities gains/losses and the gain on sale of Visa Class B restricted shares. Management believes that excluding these items from noninterest expense and noninterest income may be useful in assessing the Company’s underlying operational performance as these items either do not pertain to its core business operations or their exclusion may facilitate better comparability between periods and for peer comparison purposes.

The tax-equivalent adjustment to net interest income and net interest margin recognizes the income tax savings when comparing taxable and tax-exempt assets. Interest income and yields on tax-exempt securities and loans are presented using the current federal income tax rate of 21%. Management believes that it is standard practice in the banking industry to present net interest income and net interest margin on a fully tax-equivalent basis and that it may enhance comparability for peer comparison purposes.

In management's view, tangible common equity measures are capital adequacy metrics that may be meaningful to the Company, as well as analysts and investors, in assessing the Company's use of equity and in facilitating comparisons with peers. These non-GAAP measures are valuable indicators of a financial institution's capital strength since they eliminate intangible assets from stockholders' equity and retain the effect of accumulated other comprehensive loss in stockholders' equity.

Although intended to enhance investors' understanding of the Company's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. In addition, these non-GAAP financial measures may differ from those used by other financial institutions to assess their business and performance. See the following reconciliations in the "Non-GAAP Reconciliations" section for details on the calculation of these measures to the extent presented herein.

FORWARD-LOOKING STATEMENTS

This communication contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the Securities and Exchange Commission ("SEC"), in press releases, and in oral and written statements made by us that are not statements of historical fact and constitute forward‐looking statements within the meaning of the Act. These statements include, but are not limited to, descriptions of Old National’s financial condition, results of operations, asset and credit quality trends, profitability and business plans or opportunities. Forward-looking statements can be identified by the use of words such as "anticipate," "believe," "contemplate," "continue," "could," "estimate," "expect," "intend," "may," "outlook," "plan," "potential," "predict," "should," "would," and "will," and other words of similar meaning. These forward-looking statements express management’s current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those in such statements, including, but not limited to: competition; government legislation, regulations and policies; the ability of Old National to execute its business plan; unanticipated changes in our liquidity position, including but not limited to changes in our access to sources of liquidity and capital to address our liquidity needs; changes in economic conditions and economic and business uncertainty which could materially impact credit quality trends and the ability to generate loans and gather deposits; inflation and governmental responses to inflation, including increasing interest rates; market, economic, operational, liquidity, credit, and interest rate risks associated with our business; our ability to successfully manage our credit risk and the sufficiency of our allowance for credit losses; the expected cost savings, synergies and other financial benefits from the merger (the “Merger”) between Old National and CapStar Financial Holdings, Inc. not being realized within the expected time frames and costs or difficulties relating to integration matters being greater than expected; potential adverse reactions or changes to business or employee relationships, including those resulting from the completion of the Merger; the potential impact of future business combinations on our performance and financial condition, including our ability to successfully integrate the businesses and the success of revenue-generating and cost reduction initiatives; failure or circumvention of our internal controls; operational risks or risk management failures by us or critical third parties, including without limitation with respect to data processing, information systems, cybersecurity, technological changes, vendor issues, business interruption, and fraud risks; significant changes in accounting, tax or regulatory practices or requirements; new legal obligations or liabilities; disruptive technologies in payment systems and other services traditionally provided by banks; failure or disruption of our information systems; computer hacking and other cybersecurity threats; the effects of climate change on Old National and its customers, borrowers, or service providers; political and economic uncertainty and instability; the impacts of pandemics, epidemics and other infectious disease outbreaks; other matters discussed in this communication; and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2023 and other filings with the SEC. These forward-looking statements are made only as of the date of this communication and are not guarantees of future results, performance or outcomes, and Old National does not undertake an obligation to update these forward-looking statements to reflect events or conditions after the date of this communication.


CONTACTS:
Media: Kathy Schoettlin						Investors: Lynell Durchholz
(812) 465-7269						(812) 464-1366
Kathy.Schoettlin@oldnational.com						Lynell.Durchholz@oldnational.com



Financial Highlights (unaudited)
($ and shares in thousands, except per share data)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2024			2024			2023			2023			2023			2024			2023
Income Statement
Net interest income	$	388,421		$	356,458		$	364,408		$	375,086		$	382,171		$	744,879		$	763,659
FTE adjustment1,3	6,340			6,253			6,100			5,837			5,825			12,593			11,491
Net interest income - tax equivalent basis3	394,761			362,711			370,508			380,923			387,996			757,472			775,150
Provision for credit losses	36,214			18,891			11,595			19,068			14,787			55,105			28,224
Noninterest income	87,271			77,522			100,094			80,938			81,629			164,793			152,310
Noninterest expense	282,999			262,317			284,235			244,776			246,584			545,316			497,295
Net income available to common shareholders	$	117,196		$	116,250		$	128,446		$	143,842		$	151,003		$	233,446		$	293,569
Per Common Share Data
Weighted average diluted shares	316,461			292,207			292,029			291,717			291,266			304,207			291,870
EPS, diluted	$	0.37		$	0.40		$	0.44		$	0.49		$	0.52		$	0.77		$	1.01
Cash dividends	0.14			0.14			0.14			0.14			0.14			0.28			0.28
Dividend payout ratio2	38		%	35		%	32		%	29		%	27		%	36		%	28		%
Book value	$	18.28		$	18.24		$	18.18		$	17.07		$	17.25		$	18.28		$	17.25
Stock price	17.19			17.41			16.89			14.54			13.94			17.19			13.94
Tangible book value3	11.05			11.10			11.00			9.87			10.03			11.05			10.03
Performance Ratios
ROAA	0.92		%	0.98		%	1.09		%	1.22		%	1.29		%	0.95		%	1.27		%
ROAE	8.2		%	8.7		%	10.2		%	11.4		%	12.0		%	8.4		%	11.8		%

ROATCE3	14.1		%	14.9		%	18.1		%	20.2		%	21.4		%	14.5		%	21.2		%
NIM (FTE)	3.33		%	3.28		%	3.39		%	3.49		%	3.60		%	3.31		%	3.65		%
Efficiency ratio3	57.2		%	58.3		%	59.0		%	51.7		%	51.2		%	57.7		%	52.0		%

NCOs to average loans	0.16		%	0.14		%	0.12		%	0.24		%	0.13		%	0.15		%	0.17		%
ACL on loans to EOP loans	1.01		%	0.95		%	0.93		%	0.93		%	0.93		%	1.01		%	0.93		%
ACL4 to EOP loans	1.08		%	1.03		%	1.03		%	1.03		%	1.04		%	1.08		%	1.04		%
NPLs to EOP loans	0.94		%	0.98		%	0.83		%	0.80		%	0.91		%	0.94		%	0.91		%
Balance Sheet (EOP)
Total loans	$	36,150,513		$	33,623,319		$	32,991,927		$	32,577,834		$	32,432,473		$	36,150,513		$	32,432,473
Total assets	53,119,645			49,534,918			49,089,836			49,059,448			48,496,755			53,119,645			48,496,755
Total deposits	39,999,228			37,699,418			37,235,180			37,252,676			36,231,315			39,999,228			36,231,315
Total borrowed funds	6,085,204			5,331,161			5,331,147			5,556,010			6,034,008			6,085,204			6,034,008
Total shareholders' equity	6,075,072			5,595,408			5,562,900			5,239,537			5,292,095			6,075,072			5,292,095
Capital Ratios
Risk-based capital ratios (EOP):
Tier 1 common equity	10.73		%	10.76		%	10.70		%	10.41		%	10.14		%	10.73		%	10.14		%
Tier 1 capital	11.33		%	11.40		%	11.35		%	11.06		%	10.79		%	11.33		%	10.79		%
Total capital	12.71		%	12.74		%	12.64		%	12.32		%	12.14		%	12.71		%	12.14		%
Leverage ratio (average assets)	8.90		%	8.96		%	8.83		%	8.70		%	8.59		%	8.90		%	8.59		%
Equity to assets (averages)3	11.31		%	11.32		%	10.81		%	10.88		%	10.96		%	11.31		%	10.98		%
TCE to TA3	6.94		%	6.86		%	6.85		%	6.15		%	6.33		%	6.94		%	6.33		%
Nonfinancial Data
Full-time equivalent employees	4,267			3,955			3,940			3,981			4,021			4,267			4,021
Banking centers	280			258			258			257			256			280			256
1 Calculated using the federal statutory tax rate in effect of 21% for all periods.
2 Cash dividends per common share divided by net income per common share (basic).
3 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures. June 30, 2024 capital ratios are preliminary.
4 Includes the allowance for credit losses on loans and unfunded loan commitments.

FTE - Fully taxable equivalent basis ROAA - Return on average assets ROAE - Return on average equity ROATCE - Return on average tangible common equity
NCOs - Net Charge-offs ACL - Allowance for Credit Losses EOP - End of period actual balances NPLs - Non-performing Loans TCE - Tangible common equity TA - Tangible assets



Income Statement (unaudited)
($ and shares in thousands, except per share data)
	Three Months Ended										Six Months Ended
	June 30,		March 31,		December 31,		September 30,		June 30,		June 30,		June 30,
	2024		2024		2023		2023		2023		2024		2023
Interest income	$	663,663	$	595,981	$	589,751	$	576,519	$	544,902	$	1,259,644	$	1,040,551
Less: interest expense	275,242		239,523		225,343		201,433		162,731		514,765		276,892
Net interest income	388,421		356,458		364,408		375,086		382,171		744,879		763,659
Provision for credit losses	36,214		18,891		11,595		19,068		14,787		55,105		28,224
Net interest income after provision for credit losses	352,207		337,567		352,813		356,018		367,384		689,774		735,435
Wealth and investment services fees	29,358		28,304		27,656		26,687		26,521		57,662		53,441
Service charges on deposit accounts	19,350		17,898		18,667		18,524		17,751		37,248		34,754
Debit card and ATM fees	10,993		10,054		10,700		10,818		10,653		21,047		20,635
Mortgage banking revenue	7,064		4,478		3,691		5,063		4,165		11,542		7,565
Capital markets income	4,729		2,900		5,416		5,891		6,173		7,629		13,112
Company-owned life insurance	5,739		3,434		3,773		3,740		4,698		9,173		7,884
Gain on sale of Visa Class B restricted shares	—		—		21,635		—		—		—		—

Other income	10,036		10,470		9,381		10,456		11,651		20,506		20,118
Debt securities gains (losses), net	2		(16)		(825)		(241)		17		(14)		(5,199)
Total noninterest income	87,271		77,522		100,094		80,938		81,629		164,793		152,310
Salaries and employee benefits	159,193		149,803		141,649		131,541		135,810		308,996		273,174
Occupancy	26,547		27,019		26,514		25,795		26,085		53,566		54,367
Equipment	8,704		8,671		8,769		8,284		7,721		17,375		15,110
Marketing	11,284		10,634		10,813		9,448		9,833		21,918		19,250
Technology	24,002		20,023		20,493		20,592		20,056		44,025		39,258
Communication	4,480		4,000		4,212		4,075		4,232		8,480		8,693
Professional fees	10,552		6,406		8,250		5,956		6,397		16,958		13,129
FDIC assessment	9,676		11,313		27,702		9,000		9,624		20,989		20,028
Amortization of intangibles	7,425		5,455		5,869		6,040		6,060		12,880		12,246
Amortization of tax credit investments	2,747		2,749		7,200		2,644		2,762		5,496		5,523


Other expense	18,389		16,244		22,764		21,401		18,004		34,633		36,517
Total noninterest expense	282,999		262,317		284,235		244,776		246,584		545,316		497,295
Income before income taxes	156,479		152,772		168,672		192,180		202,429		309,251		390,450
Income tax expense	35,250		32,488		36,192		44,304		47,393		67,738		88,814
Net income	$	121,229	$	120,284	$	132,480	$	147,876	$	155,036	$	241,513	$	301,636
Preferred dividends	(4,033)		(4,034)		(4,034)		(4,034)		(4,033)		(8,067)		(8,067)
Net income applicable to common shares	$	117,196	$	116,250	$	128,446	$	143,842	$	151,003	$	233,446	$	293,569

EPS, diluted	$	0.37	$	0.40	$	0.44	$	0.49	$	0.52	$	0.77	$	1.01
Weighted Average Common Shares Outstanding
Basic	315,585		290,980		290,701		290,648		290,559		303,283		290,822
Diluted	316,461		292,207		292,029		291,717		291,266		304,207		291,870
Common shares outstanding (EOP)	318,969		293,330		292,655		292,586		292,597		318,969		292,597



End of Period Balance Sheet (unaudited)
($ in thousands)
	June 30,		March 31,		December 31,		September 30,		June 30,
	2024		2024		2023		2023		2023
Assets
Cash and due from banks	$	428,665	$	350,990	$	430,866	$	381,343	$	473,023

Money market and other interest-earning investments	804,381		588,509		744,192		1,282,087		724,863
Investments:
Treasury and government-sponsored agencies	2,207,004		2,243,754		2,453,950		2,515,249		2,309,285
Mortgage-backed securities	5,890,371		5,566,881		5,245,691		4,906,290		5,168,458
States and political subdivisions	1,678,597		1,672,061		1,693,819		1,705,200		1,760,725
Other securities	775,623		760,847		779,048		751,404		802,323
Total investments	10,551,595		10,243,543		10,172,508		9,878,143		10,040,791
Loans held-for-sale, at fair value	66,126		19,418		32,006		122,033		114,369

Loans:
Commercial	10,332,631		9,648,269		9,512,230		9,333,448		9,698,241
Commercial and agriculture real estate	16,016,958		14,653,958		14,140,629		13,916,221		13,450,209
Residential real estate	6,894,957		6,661,379		6,699,443		6,696,288		6,684,480
Consumer	2,905,967		2,659,713		2,639,625		2,631,877		2,599,543
Total loans	36,150,513		33,623,319		32,991,927		32,577,834		32,432,473
Allowance for credit losses on loans	(366,335)		(319,713)		(307,610)		(303,982)		(300,555)
Premises and equipment, net	601,945		564,007		565,396		565,607		564,299

Goodwill and other intangible assets	2,306,204		2,095,511		2,100,966		2,106,835		2,112,875
Company-owned life insurance	862,032		767,423		767,902		774,517		771,753
Accrued interest receivable and other assets	1,714,519		1,601,911		1,591,683		1,675,031		1,562,864
Total assets	$	53,119,645	$	49,534,918	$	49,089,836	$	49,059,448	$	48,496,755

Liabilities and Equity
Noninterest-bearing demand deposits	$	9,336,042	$	9,257,709	$	9,664,247	$	10,091,352	$	10,532,838
Interest-bearing:
Checking and NOW accounts	7,680,865		7,236,667		7,331,487		7,495,417		7,654,202
Savings accounts	4,983,811		5,020,095		5,099,186		5,296,985		5,578,323
Money market accounts	10,485,491		10,234,113		9,561,116		8,793,218		7,200,288
Other time deposits	5,688,432		4,760,659		4,565,137		4,398,182		4,012,813
Total core deposits	38,174,641		36,509,243		36,221,173		36,075,154		34,978,464
Brokered deposits	1,824,587		1,190,175		1,014,007		1,177,522		1,252,851
Total deposits	39,999,228		37,699,418		37,235,180		37,252,676		36,231,315

Federal funds purchased and interbank borrowings	250,154		50,416		390		918		136,060
Securities sold under agreements to repurchase	240,713		274,493		285,206		279,061		311,447
Federal Home Loan Bank advances	4,744,560		4,193,039		4,280,681		4,412,576		4,771,183
Other borrowings	849,777		813,213		764,870		863,455		815,318
Total borrowed funds	6,085,204		5,331,161		5,331,147		5,556,010		6,034,008

Accrued expenses and other liabilities	960,141		908,931		960,609		1,011,225		939,337
Total liabilities	47,044,573		43,939,510		43,526,936		43,819,911		43,204,660
Preferred stock, common stock, surplus, and retained earnings	6,866,480		6,375,036		6,301,709		6,208,352		6,100,728
Accumulated other comprehensive income (loss), net of tax	(791,408)		(779,628)		(738,809)		(968,815)		(808,633)
Total shareholders' equity	6,075,072		5,595,408		5,562,900		5,239,537		5,292,095
Total liabilities and shareholders' equity	$	53,119,645	$	49,534,918	$	49,089,836	$	49,059,448	$	48,496,755



Average Balance Sheet and Interest Rates (unaudited)
($ in thousands)


	Three Months Ended						Three Months Ended						Three Months Ended
	June 30, 2024						March 31, 2024						June 30, 2023
	Average		Income1/		Yield/		Average		Income1/		Yield/		Average		Income1/		Yield/
Earning Assets:	Balance		Expense		Rate		Balance		Expense		Rate		Balance		Expense		Rate
Money market and other interest-earning investments	$	814,944	$	11,311	5.58	%	$	757,244	$	9,985	5.30	%	$	724,601	$	8,966	4.96	%
Investments:
Treasury and government-sponsored agencies	2,208,935		21,531		3.90	%	2,362,477		23,266		3.94	%	2,222,269		19,355		3.48	%
Mortgage-backed securities	5,828,225		47,904		3.29	%	5,357,085		38,888		2.90	%	5,301,084		34,291		2.59	%
States and political subdivisions	1,686,994		14,290		3.39	%	1,680,175		13,976		3.33	%	1,768,897		14,396		3.26	%
Other securities	788,571		12,583		6.38	%	770,438		12,173		6.32	%	824,482		9,995		4.85	%
Total investments	10,512,725		96,308		3.66	%	10,170,175		88,303		3.47	%	10,116,732		78,037		3.09	%
Loans:2
Commercial	10,345,098		183,425		7.09	%	9,540,385		167,263		7.01	%	9,862,728		163,721		6.64	%
Commercial and agriculture real estate	15,870,809		260,407		6.56	%	14,368,370		230,086		6.41	%	13,164,390		199,287		6.06	%
Residential real estate loans	6,952,942		67,683		3.89	%	6,693,814		63,003		3.76	%	6,643,254		60,717		3.66	%
Consumer	2,910,331		50,869		7.03	%	2,645,091		43,594		6.63	%	2,585,493		39,999		6.21	%
Total loans	36,079,180		562,384		6.24	%	33,247,660		503,946		6.07	%	32,255,865		463,724		5.75	%

Total earning assets	$	47,406,849	$	670,003	5.66	%	$	44,175,079	$	602,234	5.46	%	$	43,097,198	$	550,727	5.11	%

Less: Allowance for credit losses on loans	(331,043)						(313,470)						(301,311)

Non-earning Assets:
Cash and due from banks	$	430,256					$	362,676					$	418,972
Other assets	5,341,022						4,961,595						4,884,694

Total assets	$	52,847,084					$	49,185,880					$	48,099,553

Interest-Bearing Liabilities:
Checking and NOW accounts	$	8,189,454	$	34,398	1.69	%	$	7,141,201	$	25,252	1.42	%	$	7,881,863	$	24,358	1.24	%
Savings accounts	5,044,800		5,254		0.42	%	5,025,400		5,017		0.40	%	5,785,603		3,247		0.23	%
Money market accounts	10,728,156		102,560		3.84	%	9,917,572		94,213		3.82	%	6,084,963		35,358		2.33	%
Other time deposits	5,358,103		56,586		4.25	%	4,689,136		47,432		4.07	%	3,680,029		26,633		2.90	%
Total interest-bearing core deposits	29,320,513		198,798		2.73	%	26,773,309		171,914		2.58	%	23,432,458		89,596		1.53	%
Brokered deposits	1,244,237		17,008		5.50	%	1,047,140		13,525		5.19	%	948,397		11,378		4.81	%
Total interest-bearing deposits	30,564,750		215,806		2.84	%	27,820,449		185,439		2.68	%	24,380,855		100,974		1.66	%

Federal funds purchased and interbank borrowings	148,835		1,986		5.37	%	69,090		961		5.59	%	441,145		5,655		5.14	%
Securities sold under agreements to repurchase	249,939		639		1.03	%	296,236		917		1.25	%	340,178		900		1.06	%
Federal Home Loan Bank advances	4,473,978		44,643		4.01	%	4,386,492		41,167		3.77	%	5,283,728		45,088		3.42	%
Other borrowings	891,609		12,168		5.49	%	825,846		11,039		5.38	%	796,536		10,114		5.09	%
Total borrowed funds	5,764,361		59,436		4.15	%	5,577,664		54,084		3.90	%	6,861,587		61,757		3.61	%

Total interest-bearing liabilities	$	36,329,111	$	275,242	3.05	%	$	33,398,113	$	239,523	2.88	%	$	31,242,442	$	162,731	2.09	%

Noninterest-Bearing Liabilities and Shareholders' Equity
Demand deposits	$	9,558,675					$	9,258,136					$	10,741,646
Other liabilities	980,322						964,089						841,663
Shareholders' equity	5,978,976						5,565,542						5,273,802

Total liabilities and shareholders' equity	$	52,847,084					$	49,185,880					$	48,099,553

Net interest rate spread					2.61	%					2.58	%					3.02	%

Net interest margin (GAAP)					3.28	%					3.23	%					3.55	%

Net interest margin (FTE)3					3.33	%					3.28	%					3.60	%

FTE adjustment			$	6,340					$	6,253					$	5,825

1 Interest income is reflected on a FTE basis.
2 Includes loans held-for-sale.
3 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.



Average Balance Sheet and Interest Rates (unaudited)
($ in thousands)


		Six Months Ended						Six Months Ended
		June 30, 2024						June 30, 2023
		Average		Income1/		Yield/		Average		Income1/		Yield/
Earning Assets:		Balance		Expense		Rate		Balance		Expense		Rate
Money market and other interest-earning investments		$	786,094	$	21,296	5.45	%	$	611,903	$	12,064	3.98	%
Investments:
Treasury and government-sponsored agencies		2,285,706		44,797		3.92	%	2,209,916		35,886		3.25	%
Mortgage-backed securities		5,592,655		86,792		3.10	%	5,364,788		69,381		2.59	%
States and political subdivisions		1,683,585		28,266		3.36	%	1,788,498		29,086		3.25	%
Other securities		779,504		24,756		6.35	%	781,549		18,599		4.76	%
Total investments		$	10,341,450	$	184,611	3.57	%	$	10,144,751	$	152,952	3.02	%
Loans:2
Commercial		9,942,741		350,688		7.05	%	9,661,029		311,341		6.45	%
Commercial and agriculture real estate		15,119,590		490,493		6.49	%	12,910,787		378,762		5.87	%
Residential real estate loans		6,823,378		130,686		3.83	%	6,582,982		118,817		3.61	%
Consumer		2,777,711		94,463		6.84	%	2,611,295		78,106		6.03	%
Total loans		34,663,420		1,066,330		6.16	%	31,766,093		887,026		5.59	%

Total earning assets		$	45,790,964	$	1,272,237	5.56	%	$	42,522,747	$	1,052,042	4.95	%

Less: Allowance for credit losses on loans		(322,256)						(302,844)

Non-earning Assets:
Cash and due from banks		$	396,466					$	428,370
Other assets		5,151,308						4,895,843

Total assets		$	51,016,482					$	47,544,116

Interest-Bearing Liabilities:
Checking and NOW accounts		$	7,665,327	$	59,650	1.56	%	$	7,934,927	$	43,717	1.11	%
Savings accounts		5,035,100		10,271		0.41	%	5,983,407		5,477		0.18	%
Money market accounts		10,322,808		196,773		3.83	%	5,864,351		55,368		1.90	%
Other time deposits		5,023,620		104,018		4.16	%	3,370,668		41,922		2.51	%
Total interest-bearing core deposits		28,046,855		370,712		2.66	%	23,153,353		146,484		1.28	%
Brokered deposits		1,145,744		30,533		5.36	%	725,701		17,083		4.75	%
Total interest-bearing deposits		29,192,599		401,245		2.76	%	23,879,054		163,567		1.38	%

Federal funds purchased and interbank borrowings		108,962		2,947		5.44	%	430,278		10,494		4.92	%
Securities sold under agreements to repurchase		273,088		1,556		1.15	%	376,298		1,679		0.90	%
Federal Home Loan Bank advances		4,430,236		85,810		3.90	%	4,781,326		83,084		3.50	%
Other borrowings		858,727		23,207		5.43	%	788,921		18,068		4.62	%
Total borrowed funds		5,671,013		113,520		4.03	%	6,376,823		113,325		3.58	%

Total interest-bearing liabilities		34,863,612		514,765		2.97	%	30,255,877		276,892		1.85	%

Noninterest-Bearing Liabilities and Shareholders' Equity
Demand deposits		$	9,408,406					$	11,131,789
Other liabilities		972,205						936,158
Shareholders' equity		5,772,259						5,220,292

Total liabilities and shareholders' equity		$	51,016,482					$	47,544,116

Net interest rate spread						2.59	%					3.10	%

Net interest margin (GAAP)	0.00%					3.25	%					3.59	%

Net interest margin (FTE)3						3.31	%					3.65	%

FTE adjustment				$	12,593					$	11,491

1 Interest income is reflected on a FTE.
2 Includes loans held-for-sale.
3 Represents a non-GAAP financial measure. Refer the "Non-GAAP Measures" table for reconciliations to GAAP financial measures.



Asset Quality (EOP) (unaudited)
($ in thousands)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2024			2024			2023			2023			2023			2024			2023
Allowance for credit losses:
Beginning allowance for credit losses on loans	$	319,713		$	307,610		$	303,982		$	300,555		$	298,711		$	307,610		$	303,671
Allowance established for acquired PCD loans	23,922			—			—			—			—			23,922			—
Provision for credit losses on loans	36,745			23,853			13,329			23,115			11,936			60,598			23,405
Gross charge-offs	(17,041)			(14,020)			(13,202)			(22,750)			(14,331)			(31,061)			(32,511)
Gross recoveries	2,996			2,270			3,501			3,062			4,239			5,266			5,990
NCOs	(14,045)			(11,750)			(9,701)			(19,688)			(10,092)			(25,795)			(26,521)
Ending allowance for credit losses on loans	$	366,335		$	319,713		$	307,610		$	303,982		$	300,555		$	366,335		$	300,555
Beginning allowance for credit losses on unfunded commitments	$	26,264		$	31,226		$	32,960		$	37,007		$	34,156		$	31,226		$	32,188
Provision (release) for credit losses on unfunded commitments	(531)			(4,962)			(1,734)			(4,047)			2,851			(5,493)			4,819
Ending allowance for credit losses on unfunded commitments	$	25,733		$	26,264		$	31,226		$	32,960		$	37,007		$	25,733		$	37,007
Allowance for credit losses	$	392,068		$	345,977		$	338,836		$	336,942		$	337,562		$	392,068		$	337,562
Provision for credit losses on loans	$	36,745		$	23,853		$	13,329		$	23,115		$	11,936		$	60,598		$	23,405
Provision (release) for credit losses on unfunded commitments	(531)			(4,962)			(1,734)			(4,047)			2,851			(5,493)			4,819
Provision for credit losses	$	36,214		$	18,891		$	11,595		$	19,068		$	14,787		$	55,105		$	28,224
NCOs / average loans1	0.16		%	0.14		%	0.12		%	0.24		%	0.13		%	0.15		%	0.17		%
Average loans1	$	36,053,845		$	33,242,739		$	32,752,406		$	32,639,812		$	32,251,242		$	34,648,292		$	31,762,256
EOP loans1	36,150,513			33,623,319			32,991,927			32,577,834			32,432,473			36,150,513			32,432,473
ACL on loans / EOP loans1	1.01		%	0.95		%	0.93		%	0.93		%	0.93		%	1.01		%	0.93		%
ACL / EOP loans1	1.08		%	1.03		%	1.03		%	1.03		%	1.04		%	1.08		%	1.04		%
Underperforming Assets:
Loans 90 days and over (still accruing)	$	5,251		$	2,172		$	961		$	1,192		$	303		$	5,251		$	303

Nonaccrual loans	340,181			328,645			274,821			261,346			295,509			340,181			295,509


Foreclosed assets	8,290			9,344			9,434			9,761			9,824			8,290			9,824
Total underperforming assets	$	353,722		$	340,161		$	285,216		$	272,299		$	305,636		$	353,722		$	305,636
Classified and Criticized Assets:
Nonaccrual loans	$	340,181		$	328,645		$	274,821		$	261,346		$	295,509		$	340,181		$	295,509
Substandard loans (still accruing)	841,087			626,157			599,358			563,427			524,709			841,087			524,709
Loans 90 days and over (still accruing)	5,251			2,172			961			1,192			303			5,251			303
Total classified loans - "problem loans"	1,186,519			956,974			875,140			825,965			820,521			1,186,519			820,521
Other classified assets	60,772			54,392			48,930			48,998			40,942			60,772			40,942
Special Mention	967,655			827,419			843,920			775,526			614,547			967,655			614,547
Total classified and criticized assets	$	2,214,946		$	1,838,785		$	1,767,990		$	1,650,489		$	1,476,010		$	2,214,946		$	1,476,010
Loans 30-89 days past due (still accruing)	$	51,712		$	53,112		$	71,868		$	56,772		$	39,748		$	51,712		$	39,748
Nonaccrual loans / EOP loans1	0.94		%	0.98		%	0.83		%	0.80		%	0.91		%	0.94		%	0.91		%
ACL / nonaccrual loans	115		%	105		%	123		%	129		%	114		%	115		%	114		%
Under-performing assets/EOP loans1	0.98		%	1.01		%	0.86		%	0.84		%	0.94		%	0.98		%	0.94		%

Under-performing assets/EOP assets	0.67		%	0.69		%	0.58		%	0.56		%	0.63		%	0.67		%	0.63		%
30+ day delinquencies/EOP loans1	0.16		%	0.16		%	0.22		%	0.18		%	0.12		%	0.16		%	0.12		%

1 Excludes loans held-for-sale.



Non-GAAP Measures (unaudited)
($ and shares in thousands, except per share data)

	Three Months Ended																Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,				June 30,			June 30,
	2024			2024			2023			2023			2023				2024			2023
Earnings Per Share:
Net income applicable to common shares	$	117,196		$	116,250		$	128,446		$	143,842		$	151,003			$	233,446		$	293,569
Adjustments:
Merger-related charges	19,440			2,908			5,529			6,257			2,372				22,348			16,930
Tax effect1	(4,413)			(710)			(1,343)			(1,042)			(277)				(5,123)			(3,449)
Merger-related charges, net	15,027			2,198			4,186			5,215			2,095				17,225			13,481
CECL Day 1 non-PCD provision expense	15,312			—			—			—			—				15,312			—
Tax effect1	(3,476)			—			—			—			—				(3,476)			—
CECL Day 1 non-PCD provision expense, net	11,836			—			—			—			—				11,836			—
Debt securities (gains) losses	(2)			16			825			241			(17)				14			5,199
Tax effect1	1			(4)			(200)			(40)			2				(3)			(1,135)
Debt securities (gains) losses, net	(1)			12			625			201			(15)				11			4,064
Distribution of excess pension assets	—			13,318			—			—			—			—	13,318			—
Tax effect1	—			(3,250)			—			—			—			—	(3,250)			—
Distribution excess pension assets, net	—			10,068			—			—			—				10,068			—
FDIC special assessment	—			2,994			19,052			—			—				2,994			—
Tax effect1	—			(731)			(4,628)			—			—				(731)			—
FDIC special assessment, net	—			2,263			14,424			—			—				2,263			—
Gain on sale of Visa Class B restricted shares	—			—			(21,635)			—			—				—			—
Tax effect1	—			—			5,255			—			—				—			—
Gain on sale of Visa Class B restricted shares, net	—			—			(16,380)			—			—				—			—
Contract termination charge	—			—			4,413			—			—				—			—
Tax effect1	—			—			(1,072)			—			—				—			—
Contract termination charge, net	—			—			3,341			—			—				—			—
Louisville expenses	—			—			—			—			3,361				—			3,361
Tax effect1	—			—			—			—			(392)				—			(392)
Louisville expenses, net	—			—			—			—			2,969				—			2,969
Property optimization charges	—			—			—			—			242				—			1,559
Tax effect1	—			—			—			—			(28)				—			(315)
Property optimization charges, net	—			—			—			—			214				—			1,244
Total adjustments, net	26,862			14,541			6,196			5,416			5,263				41,403			21,758
Net income applicable to common shares, adjusted	$	144,058		$	130,791		$	134,642		$	149,258		$	156,266			$	274,849		$	315,327
Weighted average diluted common shares outstanding	316,461			292,207			292,029			291,717			291,266				304,207			291,870
EPS, diluted	$	0.37		$	0.40		$	0.44		$	0.49		$	0.52			$	0.77		$	1.01
Adjusted EPS, diluted	$	0.46		$	0.45		$	0.46		$	0.51		$	0.54			$	0.90		$	1.08
NIM:
Net interest income	$	388,421		$	356,458		$	364,408		$	375,086		$	382,171			$	744,879		$	763,659
Add: FTE adjustment2	6,340			6,253			6,100			5,837			5,825				12,593			11,491
Net interest income (FTE)	$	394,761		$	362,711		$	370,508		$	380,923		$	387,996			$	757,472		$	775,150
Average earning assets	$	47,406,849		$	44,175,079		$	43,701,283		$	43,617,456		$	43,097,198			$	45,790,964		$	42,522,747
NIM (GAAP)	3.28		%	3.23		%	3.34		%	3.44		%	3.55		%		3.25		%	3.59		%
NIM (FTE)	3.33		%	3.28		%	3.39		%	3.49		%	3.60		%		3.31		%	3.65		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	Three Months Ended															Six Months Ended
	June 30,			March 31,			December 31,			September 30,			June 30,			June 30,			June 30,
	2024			2024			2023			2023			2023			2024			2023
PPNR:
Net interest income (FTE)2	$	394,761		$	362,711		$	370,508		$	380,923		$	387,996		$	757,472		$	775,150
Add: Noninterest income	87,271			77,522			100,094			80,938			81,629			164,793			152,310
Total revenue (FTE)	482,032			440,233			470,602			461,861			469,625			922,265			927,460
Less: Noninterest expense	(282,999)			(262,317)			(284,235)			(244,776)			(246,584)			(545,316)			(497,295)
PPNR	$	199,033		$	177,916		$	186,367		$	217,085		$	223,041		$	376,949		$	430,165
Adjustments:
Gain on sale of Visa Class B restricted shares	$	—		$	—		$	(21,635)		$	—		$	—		$	—		$	—
Debt securities (gains) losses	(2)			16			825			241			(17)			14			5,199
Noninterest income adjustments	(2)			16			(20,810)			241			(17)			14			5,199
Adjusted noninterest income	87,269			77,538			79,284			81,179			81,612			164,807			157,509
Adjusted revenue	$	482,030		$	440,249		$	449,792		$	462,102		$	469,608		$	922,279		$	932,659
Adjustments:
Merger-related charges	$	19,440		$	2,908		$	5,529		$	6,257		$	2,372		$	22,348		$	16,930
Distribution of excess pension assets	—			13,318			—			—			—			13,318			—
FDIC Special Assessment	—			2,994			19,052			—			—			2,994			—
Contract termination charges	—			—			4,413			—			—			—			—
Louisville expenses	—			—			—			—			3,361			—			3,361
Property optimization charges	—			—			—			—			242			—			1,559
Noninterest expense adjustments	19,440			19,220			28,994			6,257			5,975			38,660			21,850
Adjusted total noninterest expense	(263,559)			(243,097)			(255,241)			(238,519)			(240,609)			(506,656)			(475,445)
Adjusted PPNR	$	218,471		$	197,152		$	194,551		$	223,583		$	228,999		$	415,623		$	457,214
Efficiency Ratio:
Noninterest expense	$	282,999		$	262,317		$	284,235		$	244,776		$	246,584		$	545,316		$	497,295
Less: Amortization of intangibles	(7,425)			(5,455)			(5,869)			(6,040)			(6,060)			(12,880)			(12,246)
Noninterest expense, excl. amortization of intangibles	275,574			256,862			278,366			238,736			240,524			532,436			485,049
Less: Amortization of tax credit investments	(2,747)			(2,749)			(7,200)			(2,644)			(2,762)			(5,496)			(5,523)
Less: Noninterest expense adjustments	(19,440)			(19,220)			(28,994)			(6,257)			(5,975)			(38,660)			(21,850)
Adjusted noninterest expense, excluding amortization	$	253,387		$	234,893		$	242,172		$	229,835		$	231,787		$	488,280		$	457,676
Total revenue (FTE)2	$	482,032		$	440,233		$	470,602		$	461,861		$	469,625		$	922,265		$	927,460
Less: Debt securities (gains) losses	(2)			16			825			241			(17)			14			5,199
Total revenue excl. debt securities (gains) losses	482,030			440,249			471,427			462,102			469,608			922,279			932,659
Less: Gain on sale of Visa Class B restricted shares	—			—			(21,635)			—			—			—			—
Total adjusted revenue	$	482,030		$	440,249		$	449,792		$	462,102		$	469,608		$	922,279		$	932,659
Efficiency Ratio	57.2		%	58.3		%	59.0		%	51.7		%	51.2		%	57.7		%	52.0		%
Adjusted Efficiency Ratio	52.6		%	53.4		%	53.8		%	49.7		%	49.4		%	52.9		%	49.1		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	Three Months Ended											Six Months Ended
	June 30,			March 31,		December 31,		September 30,		June 30,		June 30,			June 30,
	2024			2024		2023		2023		2023		2024			2023
ROAE and ROATCE:
Net income applicable to common shares	$	117,196		$	116,250	$	128,446	$	143,842	$	151,003	$	233,446		$	293,569
Amortization of intangibles	7,425			5,455		5,869		6,040		6,060		12,880			12,246
Tax effect1	(1,856)			(1,364)		(1,467)		(1,510)		(1,515)		(3,220)			(3,062)
Amortization of intangibles, net	5,569			4,091		4,402		4,530		4,545		9,660			9,184
Net income applicable to common shares, excluding intangibles amortization	122,765			120,341		132,848		148,372		155,548		243,106			302,753
Total adjustments, net (see pg.12)	26,862			14,541		6,196		5,416		5,263		41,403			21,758
Adjusted net income applicable to common shares, excluding intangibles amortization	$	149,627		$	134,882	$	139,044	$	153,788	$	160,811	$	284,509		$	324,511
Average shareholders' equity	$	5,978,976		$	5,565,542	$	5,281,487	$	5,294,072	$	5,273,802	$	5,772,259		$	5,220,292
Less: Average preferred equity	(243,719)			(243,719)		(243,719)		(243,719)		(243,719)		(243,719)			(243,719)
Average shareholders' common equity	$	5,735,257		$	5,321,823	$	5,037,768	$	5,050,353	$	5,030,083	$	5,528,540		$	4,976,573
Average goodwill and other intangible assets	(2,245,405)			(2,098,338)		(2,103,935)		(2,109,944)		(2,115,894)		(2,171,872)			(2,119,008)
Average tangible shareholder's common equity	$	3,489,852		$	3,223,485	$	2,933,833	$	2,940,409	$	2,914,189	$	3,356,668		$	2,857,565
ROAE	8.2		%	8.7%		10.2%		11.4%		12.0%		8.4		%	11.8		%
ROAE, adjusted	10.0		%	9.8%		10.7%		11.8%		12.4%		9.9		%	12.7		%
ROATCE	14.1		%	14.9%		18.1%		20.2%		21.4%		14.5		%	21.2		%
ROATCE, adjusted	17.2		%	16.7%		19.0%		20.9%		22.1%		17.0		%	22.7		%

Refer to last page of Non-GAAP reconciliations for footnotes.



Non-GAAP Measures (unaudited)
($ in thousands)

	As of
	June 30,			March 31,			December 31,			September 30,			June 30,
	2024			2024			2023			2023			2023
Tangible Common Equity:
Shareholders' equity	$	6,075,072		$	5,595,408		$	5,562,900		$	5,239,537		$	5,292,095
Less: Preferred equity	(243,719)			(243,719)			(243,719)			(243,719)			(243,719)
Shareholders' common equity	$	5,831,353		$	5,351,689		$	5,319,181		$	4,995,818		$	5,048,376
Less: Goodwill and other intangible assets	(2,306,204)			(2,095,511)			(2,100,966)			(2,106,835)			(2,112,875)
Tangible shareholders' common equity	$	3,525,149		$	3,256,178		$	3,218,215		$	2,888,983		$	2,935,501

Total assets	$	53,119,645		$	49,534,918		$	49,089,836		$	49,059,448		$	48,496,755
Less: Goodwill and other intangible assets	(2,306,204)			(2,095,511)			(2,100,966)			(2,106,835)			(2,112,875)
Tangible assets	$	50,813,441		$	47,439,407		$	46,988,870		$	46,952,613		$	46,383,880

Risk-weighted assets3	$	40,627,117		$	37,845,139		$	37,407,347		$	37,501,646		$	37,414,177

Tangible common equity to tangible assets	6.94		%	6.86		%	6.85		%	6.15		%	6.33		%
Tangible common equity to risk-weighted assets3	8.68		%	8.60		%	8.60		%	7.70		%	7.85		%


Tangible Common Book Value:
Common shares outstanding	318,969			293,330			292,655			292,586			292,597
Tangible common book value	$	11.05		$	11.10		$	11.00		$	9.87		$	10.03







1 Tax-effect calculations use management's estimate of the full year FTE tax rates (federal + state).
2 Calculated using the federal statutory tax rate in effect of 21% for all periods.
3 June 30, 2024 figures are preliminary.

Cover	Jul. 23, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 23, 2024
Entity Registrant Name	Old National Bancorp /IN/
Entity Incorporation, State or Country Code	IN
Entity File Number	001-15817
Entity Tax Identification Number	35-1539838
Entity Address, Address Line One	One Main Street
Entity Address, City or Town	Evansville,
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47708
City Area Code	773
Local Phone Number	765-7675
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000707179
Amendment Flag	false
Common Stock
Cover [Abstract]
Title of 12(b) Security	Common stock, no par value
Trading Symbol	ONB
Security Exchange Name	NASDAQ
Document Information [Line Items]
Title of 12(b) Security	Common stock, no par value
Trading Symbol	ONB
Security Exchange Name	NASDAQ
Series A Preferred Stock
Cover [Abstract]
Title of 12(b) Security	Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series A
Trading Symbol	ONBPP
Security Exchange Name	NASDAQ
Document Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series A
Trading Symbol	ONBPP
Security Exchange Name	NASDAQ
Series C Preferred Stock
Cover [Abstract]
Title of 12(b) Security	Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C
Trading Symbol	ONBPO
Security Exchange Name	NASDAQ
Document Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/40th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C
Trading Symbol	ONBPO
Security Exchange Name	NASDAQ