10-Q – 2025-11-06 – wtfc-20250930.htm

A summary of activity in the allowance for credit losses, specifically for the loan portfolio (i.e. allowance for loan losses and allowance for unfunded commitment losses), for the three and nine months ended September 30, 2025 and September 30, 2024 is as follows:

Three months ended September 30, 2025 Commercial Real Estate Home  Equity Residential Real Estate Premium Finance Receivables Consumer and Other Total Loans
(In thousands) Commercial

Allowance for credit losses at beginning of period $ 194,568   $ 224,358   $ 9,221   $ 11,455   $ 16,612   $ 849   $ 457,063  

Other adjustments —   —   —   —   ( 88 ) —   ( 88 )
Charge-offs ( 21,597 ) ( 144 ) ( 27 ) ( 26 ) ( 6,878 ) ( 174 ) ( 28,846 )
Recoveries 1,449   241   104   1   2,459   37   4,291  
Provision for credit losses - Other 15,056   6,022   ( 69 ) 583   ( 156 ) 335   21,771  

Allowance for credit losses at period end $ 189,476   $ 230,477   $ 9,229   $ 12,013   $ 11,949   $ 1,047   $ 454,191  
By measurement method:
Individually measured $ 29,747   $ 9,688   $ —   $ 60   $ —   $ 3   $ 39,498  
Collectively measured 159,729   220,789   9,229   11,953   11,949   1,044   414,693  

Loans at period end
Individually measured $ 66,576   $ 28,203   $ 1,295   $ 28,854   $ —   $ 38   $ 124,966  
Collectively measured 16,477,766   13,591,004   482,907   3,985,423   17,124,845   146,978   51,808,923  

Loans held at fair value —   —   —   129,593   —   129,593  

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Three months ended September 30, 2024 Commercial Commercial Real Estate Home  Equity Residential Real Estate Premium Finance Receivables Consumer and Other Total Loans
(In thousands)

Allowance for credit losses at beginning of period $ 181,991   $ 223,728   $ 7,242   $ 8,773   $ 14,746   $ 589   $ 437,069  

Other adjustments —   —   —   —   30   —   30  

Charge-offs ( 22,975 ) ( 95 ) —   —   ( 7,794 ) ( 154 ) ( 31,018 )
Recoveries 649   30   101   5   3,477   21   4,283  
Provision for credit losses - Other 7,128   ( 4,162 ) 134   268   3,284   147   6,799  
Provision for credit losses - Day 1 on non-PCD assets acquired
during the period 2,967   10,540   1,344   638   —   58   15,547  
Initial allowance for credit losses recognized on PCD assets acquired during the period 1,838   1,103   2   61   —   —   3,004  
Allowance for credit losses at period end $ 171,598   $ 231,144   $ 8,823   $ 9,745   $ 13,743   $ 661   $ 435,714  
By measurement method:
Individually measured $ 21,573   $ 5,958   $ 50   $ 48   $ —   $ 1   $ 27,630  
Collectively measured 150,025   225,186   8,773   9,697   13,743   660   408,084  

Loans at period end
Individually measured $ 63,826   $ 42,071   $ 1,122   $ 17,565   $ —   $ 2   $ 124,586  
Collectively measured 15,183,867   12,751,346   425,921   3,232,435   15,128,580   82,674   46,804,823  

Loans held at fair value —   —   —   138,038   —   —   138,038  

Nine months ended September 30, 2025 Commercial Real Estate Home  Equity Residential Real Estate Premium Finance Receivables Consumer and Other Total Loans
(In thousands) Commercial

Allowance for credit losses at beginning of period $ 175,837   $ 222,856   $ 8,943   $ 10,335   $ 17,820   $ 812   $ 436,603  

Other adjustments —   —   —   —   96   —   96  
Charge-offs ( 37,467 ) ( 6,309 ) ( 138 ) ( 26 ) ( 20,350 ) ( 500 ) ( 64,790 )
Recoveries 4,124   263   350   139   9,281   98   14,255  
Provision for credit losses - Other 46,982   13,667   74   1,565   5,102   637   68,027  

Allowance for credit losses at period end $ 189,476   $ 230,477   $ 9,229   $ 12,013   $ 11,949   $ 1,047   $ 454,191  

Nine months ended September 30, 2024 Commercial Real Estate Home  Equity Residential Real Estate Premium Finance Receivables Consumer and Other Total Loans
(In thousands) Commercial

Allowance for credit losses at beginning of period $ 169,604   $ 223,853   $ 7,116   $ 13,133   $ 13,069   $ 490   $ 427,265  

Other adjustments —   —   —   —   ( 20 ) —   ( 20 )
Charge-offs ( 43,774 ) ( 21,090 ) ( 74 ) ( 61 ) ( 24,218 ) ( 398 ) ( 89,615 )
Recoveries 2,078   151   165   15   8,667   68   11,144  
Provision for credit losses - Other 38,885   16,587   270   ( 4,041 ) 16,245   443   68,389  
Provision for credit losses - Day 1 on non-PCD assets acquired
during the period 2,967   10,540   1,344   638   —   58   15,547  
Initial allowance for credit losses recognized on PCD assets acquired during the period 1,838   1,103   2   61   —   —   3,004  
Allowance for credit losses at period end $ 171,598   $ 231,144   $ 8,823   $ 9,745   $ 13,743   $ 661   $ 435,714  

For the three and nine months ended September 30, 2025, the Company recognized approximately $ 21.8 million and $ 68.0 million of provision for credit losses, respectively, related to loans and lending agreements. The provision for each period was primarily the result of losses experienced in the Commercial and Premium Finance Receivables portfolios along with growth across various segments, which was offset by improved macroeconomic forecasts related to Baa credit spread. However, uncertainties remain regarding future economic performance and macroeconomic forecasts utilized in the measurement of the allowance for credit losses as of September 30, 2025, thus a macroeconomic uncertainty qualitative overlay continued to be applied in the third quarter of 2025. Net charge-offs in the three and nine month periods ended September 30, 2025, totaled $ 24.6 million and $ 50.5 million, respectively.

Held-to-maturity debt securities

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The allowance for credit losses on the Company’s held-to-maturity debt securities is presented as a reduction to the amortized cost basis of held-to-maturity securities on the Company's Consolidated Statements of Condition. For the three and nine month periods ended September 30, 2025, the Company recognized approximately $( 2,000 ) and $( 61,000 ), respectively, of provision for credit losses related to held-to-maturity securities. At September 30, 2025, the Company did not identify any held-to-maturity debt securities within its portfolio that would require a charge-off.

Loan Modifications to Borrowers Experiencing Financial Difficulties

The Company’s approach to restructuring or modifying loans is built on its credit risk rating system, which requires credit management personnel to assign a credit risk rating to each loan. In each case, the loan officer is responsible for recommending a credit risk rating for each loan and ensuring the credit risk ratings are appropriate. These credit risk ratings are then reviewed and approved by the bank’s chief credit officer and/or concurrence credit officer. Credit risk ratings are determined by evaluating a number of factors, including a borrower’s financial strength, cash flow coverage, collateral protection and guarantees. The Company’s credit risk rating scale is one through ten with higher scores indicating higher risk. In the case of loans rated six or worse following modification, the Company’s Managed Assets Division evaluates the loan and the credit risk rating and determines that the loan has been restructured to be reasonably assured of repayment and of performance according to the modified terms and is supported by a current, well-documented credit assessment of the borrower’s financial condition and prospects for repayment under the revised terms. Based on the Company’s credit risk rating system, it considers that borrowers whose credit risk rating is 5 or better are not experiencing financial difficulties.

Restructurings may arise when, due to financial difficulties experienced by the borrower, the Company obtains through physical possession one or more collateral assets in satisfaction of all or part of an existing credit. Once possession is obtained, the Company reclassifies the appropriate portion of the remaining balance of the credit from loans to other real estate owned (“OREO”), which is included within other assets in the Consolidated Statements of Condition. For any residential real estate property collateralizing a consumer mortgage loan, the Company is considered to possess the related collateral only if legal title is obtained upon completion of foreclosure, or the borrower conveys all interest in the residential real estate property to the Company through completion of a deed in lieu of foreclosure or similar legal agreement. At September 30, 2025, the Company had no foreclosed residential real estate properties included within OREO. Further, the recorded investment in residential mortgage loans secured by residential real estate properties for which foreclosure proceedings are in process totaled $ 67.0 million and $ 40.4 million at September 30, 2025 and 2024, respectively.

The tables below presents a summary of the period-end balance of loans to borrowers experiencing financial difficulties during the three and nine months ended September 30, 2025 and 2024:

Three Months Ended
September 30, 2025
(Dollars in thousands)
Total Percentage of Total Class of Loan Extension of Term Reduction of 
Interest
Rate Interest Only
Payments Delay in Contractual Payments Extension of Term and Reduction of Interest Rate

Commercial $ 4,791 0.1   % $ 4,464   $ —   $ —   $ —   $ 327  

Commercial real estate
Construction and development — —   —   —   —   —   —  
Non-construction 196 0.0   196   —   —   —   —  

Home equity — —   —   —   —   —   —  
Residential real estate 392 0.0   287   —   —   —   105  
Premium finance receivables—property & casualty — —   —   —   —   —   —  
Total loans $ 5,379 0.0   % $ 4,947   $ —   $ —   $ —   $ 432  

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Weighted Average Magnitude of Modifications:
 Three Months Ended September 30, 2025
 (Dollars in thousands)
Total Duration of Extension of Term (months) Reduction of 
Interest
Rate (bps) Duration of Delay in Contractual Payments (months)

Commercial $ 4,791   6 190   —  

Commercial real estate
Construction and development —   —   —   —  
Non-construction 196   6 —   —  

Home equity —   —   —   —  
Residential real estate 392   11 90   —  

Premium finance receivables—property & casualty —   —   —   —  
Total loans $ 5,379   7 166   —  

Three Months Ended
September 30, 2024
(Dollars in thousands)
Total Percentage of Total Class of Loan Extension of
Term Reduction of 
Interest
Rate Interest Only Payments Delay in Contractual Payments Extension of
Term and
Reduction of Interest Rate

Commercial $ 1,469 0.0   % $ 1,240   $ 42   $ 17   $ —   $ 170  

Commercial real estate - Non-construction 192 0.0   192   —   —   —   —  

Residential real estate — —   —   —   —   —   —  

Premium finance receivables—property & casualty 1,548 0.0   30   1,457   —   —   61  
Total loans $ 3,209 0.0   % $ 1,462   $ 1,499   $ 17   $ —   $ 231  

Weighted Average Magnitude of Modifications:
Three Months Ended September 30, 2024
(Dollars in thousands)
Total Duration of Extension of Term (months) Reduction of 
Interest
Rate (bps) Duration of Delay in Contractual Payments (months)

Commercial $ 1,469   27 —   — 

Commercial real estate - Non-construction 192   6 —   — 

Residential real estate —   —  —   —

Premium finance receivables—property & casualty 1,548   4 —   —
Total loans $ 3,209   9 —   — 

Nine Months Ended
September 30, 2025
(Dollars in thousands)
Total Percentage of Total Class of Loan Extension of Term Reduction of 
Interest
Rate Interest Only
Payments Delay in Contractual Payments Extension of Term and Reduction of Interest Rate

Commercial $ 15,370   0.2   % $ 14,917   $ 9   $ —   $ —   $ 444  
Commercial real estate
Construction and development —   —   —   —   —   —   —  
Non-construction 196   0.0   196   —   —   —   —  
Home equity —   —   —   —   —   —   —  
Residential real estate 1,524   0.0   447   276   —   —   801  

Premium finance receivables—property & casualty 865   0.0   865   —   —   —   —  
Total loans $ 17,955   0.0   $ 16,425   $ 285   $ —   $ —   $ 1,245  

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Weighted Average Magnitude of Modifications:
Nine Months Ended September 30, 2025
(Dollars in thousands)
Total Duration of Extension of Term (months) Reduction of 
Interest
Rate (bps) Duration of Delay in Contractual Payments (months)

Commercial $ 15,370   7 155   —  
Commercial real estate
Construction and development —   —   —   —  
Non-construction 196   6 —   —  
Home equity —   —   —   —  
Residential real estate 1,524   11 148   —

Premium finance receivables—property & casualty 865   12 —   —  
Total loans $ 17,955   8 150   —  

Nine Months Ended
September 30, 2024
(Dollars in thousands)
Total Percentage of Total Class of Loan Extension of
Term Reduction of 
Interest
Rate Interest Only Payments Delay in Contractual Payments Extension of
Term and
Reduction of Interest Rate

Commercial $ 4,687   0.0   % $ 4,195   $ 42   $ 17   $ 97   $ 336  

Commercial real estate - Non-construction 1,662   0.0   486   —   319   857   —  
Home equity 89   0.0   89   —   —   —   —  
Residential real estate 282   0.0   114   168   —   —   —  

Premium finance receivables—property & casualty 1,554   0.0   33   1,460   —   —   61  
Total loans $ 8,274   0.0   % $ 4,917   $ 1,670   $ 336   $ 954   $ 397  

Weighted Average Magnitude of Modifications:
Nine months ended September 30, 2024
(Dollars in thousands)
Total Duration of Extension of Term (months) Reduction of 
Interest
Rate (bps) Duration of Delay in Contractual Payments (months)

Commercial $ 4,687   35 113 34

Commercial real estate - Non-construction 1,662   29 —   16
Home equity 89   12 —   — 
Residential real estate 282   19 201 — 

Premium finance receivables—property & casualty $ 1,554   6 86 $ — 
Total loans $ 8,274   9 $ 156   18

The Company had commitments of $ 23.9 million and $ 8.6 million as of September 30, 2025 and September 30, 2024, respectively, to lend additional funds to borrowers experiencing financial difficulty and for whom the Company has modified the terms of loans in the form of principal forgiveness, an interest rate reduction, an other-than insignificant payment delay or a term extension during the periods presented.

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The following table presents a summary of all modified loans for borrowers experiencing financial difficulties and such loans that were in payment default under the restructured terms during the respective periods below:

(Dollars in thousands) For the Twelve Months Ended September 30, 2025
Three Months Ended
September 30, 2025
Nine Months Ended
September 30, 2025
For the Twelve Months Ended September 30, 2024
Three Months Ended
September 30, 2024
Nine Months Ended
September 30, 2024

Total Payments in Default   (1)
Payments in 
Default   (1)
Total Payments in 
Default   (1)
Payments in 
Default   (1)

Commercial $ 20,725   $ 28   $ 142   $ 6,757   $ 42   $ 1,826  
Commercial real estate
Construction and development —   —   —   2,504   —   —  
Non-construction 243   196   196   2,933   —   923  
Home equity —   —   —   588   —   203  
Residential real estate 1,524   224   920   282   —   541  

Premium finance receivables—property & casualty 865   —   865   1,632   47   61  
Total loans $ 23,357   $ 448   $ 2,123   $ 14,696   $ 89   $ 3,554  

(1) Modified loans considered to be in payment default are over 30 days past due subsequent to the restructuring.

(8) Goodwill and Other Acquisition-Related Intangible Assets

A summary of the Company’s goodwill assets by reporting unit is presented in the following table:

(In thousands) December 31, 2024 Goodwill
Acquired Impairment
Loss Goodwill Adjustments September 30,
2025
Community banking $ 687,754   $ —   $ —   $ —   $ 687,754  
Specialty finance 37,193   —   —   697   37,890  
Wealth management 71,995   —   —   —   71,995  
    Total $ 796,942   $ —   $ —   $ 697   $ 797,639  

The specialty finance unit’s goodwill increased $ 697,000 in the first nine months of 2025 as a result of foreign currency translation adjustments related to the prior Canadian acquisitions.

The Company assesses each reporting unit’s goodwill for impairment on at least an annual basis and considers potential indicators of impairment at each reporting date between annual goodwill impairment tests. At October 1, 2024, the Company utilized a quantitative approach for its annual goodwill impairment tests of the community banking, specialty finance and wealth management reporting units and determined that no impairment existed at that time.

At each reporting date between annual goodwill impairment tests, the Company considers potential indicators of impairment. The Company assessed whether events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Potential impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting units; performance of the Company’s stock and other relevant events.

At the conclusion of this assessment of all reporting units, the Company determined that as of September 30, 2025, it was more likely than not that the fair value of all reporting units exceeded the respective carrying value of such reporting unit.

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A summary of acquisition-related intangible assets as of the dates shown and the expected amortization of finite-lived acquisition-related intangible assets as of September 30, 2025 is as follows:

(In thousands) September 30,
2025 December 31,
2024 September 30,
2024
Community banking segment:
Core deposit intangibles with finite lives:
Gross carrying amount $ 158,106   $ 158,106   $ 154,506  
Accumulated amortization ( 72,179 ) ( 56,784 ) ( 51,358 )
    Net carrying amount $ 85,927   $ 101,322   $ 103,148  
Trademark with indefinite lives:
Carrying amount 13,800   13,800   13,800  
Total net carrying amount $ 99,727   $ 115,122   $ 116,948  
Specialty finance segment:
Customer list intangibles with finite lives:
Gross carrying amount $ 1,960   $ 1,959   $ 1,962  
Accumulated amortization ( 1,924 ) ( 1,881 ) ( 1,871 )
    Net carrying amount $ 36   $ 78   $ 91  
Wealth management segment:
Customer list and other intangibles with finite lives:
Gross carrying amount $ 26,630   $ 26,630   $ 26,630  
Accumulated amortization ( 21,096 ) ( 20,140 ) ( 19,803 )
    Net carrying amount $ 5,534   $ 6,490   $ 6,827  
Total acquisition-related intangible assets:
Gross carrying amount $ 200,496   $ 200,495   $ 196,898  
Accumulated amortization ( 95,199 ) ( 78,805 ) ( 73,032 )
Total other acquisition-related intangible assets, net $ 105,297   $ 121,690   $ 123,866  

Estimated amortization
Actual in nine months ended September 30, 2025 $ 16,394  
Estimated remaining in 2025
5,003  
Estimated—2026
18,830  
Estimated—2027
16,333  
Estimated—2028
13,908  
Estimated—2029
11,536  

The core deposit intangibles recognized in connection with the Company’s bank acquisitions are amortized over a ten-year period on an accelerated basis. The customer list intangibles recognized in connection with the purchase of life insurance premium finance assets in 2009 are being amortized over an 18-year period on an accelerated basis. The customer list and other intangibles recognized in connection with prior acquisitions within the wealth management segment are being amortized over a period of up to ten years on a straight-line or accelerated basis. Indefinite-lived intangible assets consist of certain trade and domain names recognized in connection with prior acquisitions. As indefinite-lived intangible assets are not amortized, the Company assesses impairment on at least an annual basis. Total amortization expense associated with finite-lived acquisition-related intangibles totaled approximately $ 16.4 million and $ 6.3 million for the nine months ended September 30, 2025 and 2024, respectively.

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(9) Mortgage Servicing Rights (“MSRs”)

The following is a summary of the changes in the carrying value of MSRs, accounted for at fair value, for the periods indicated:

Three Months Ended Nine Months Ended
September 30, September 30, September 30, September 30,
(In thousands) 2025 2024 2025 2024
Fair value at beginning of the period $ 193,061   $ 204,610   $ 203,788   $ 192,456  
Additions from loans sold with servicing retained 5,829   6,357   16,834   19,959  

Estimate of changes in fair value due to:

Payoffs, paydowns and repurchases ( 5,604 ) ( 7,328 ) ( 15,856 ) ( 17,248 )
Changes in valuation inputs or assumptions ( 2,348 ) ( 17,331 ) ( 13,828 ) ( 8,859 )
Fair value at end of the period $ 190,938   $ 186,308   $ 190,938   $ 186,308  
Unpaid principal balance of mortgage loans serviced for others $ 12,524,131   $ 12,253,361  

The Company recognizes MSR assets upon the sale of residential real estate loans to external third parties when it retains the obligation to service the loans and the servicing fee is more than adequate compensation. MSRs are included in other assets in the Consolidated Statements of Condition. The initial recognition of MSR assets from loans sold with servicing retained and subsequent changes in fair value of all MSRs are recognized in mortgage banking revenue . MSRs are subject to changes in value from actual and expected prepayment of the underlying loans.

The estimation of fair value related to MSRs is partly impacted by the Company exercising its early buyout options (“EBO”) on eligible loans previously sold to the Government National Mortgage Association (“GNMA”). Under such optional repurchase program, financial institutions acting as servicers are allowed to buy back from the securitized loan pool individual delinquent mortgage loans meeting certain criteria for which the institution was the original transferor of such loans. At the option of the servicer and without prior authorization from GNMA, the servicer may repurchase such delinquent loans for an amount equal to the remaining principal balance of the loan. At the time of such repurchase, any MSR value related to such loans is derecognized.

The MSR asset fair value is determined by using a discounted cash flow model that incorporates the objective characteristics of the portfolio as well as subjective valuation parameters that purchasers of servicing would apply to such portfolios sold into the secondary market. The subjective factors include loan prepayment speeds, discount rates, servicing costs and other economic factors. The Company uses a third party to assist in the valuation of MSRs.

Periodically, the Company will purchase options for the right to purchase securities not currently held within the banks’ investment portfolios or enter into interest rate swaps in which the Company elects not to designate such derivatives as hedging instruments. These option and swap transactions are designed primarily to economically hedge a portion of the fair value adjustments related to the Company’s MSRs. The gain or loss associated with these derivative contracts is included in mortgage banking revenue. For more information regarding these hedges outstanding as of September 30, 2025 and September 30, 2024, see Note (14) “Derivative Financial Instruments” in Item 1 of this report.

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(10) Deposits

The following table is a summary of deposits as of the dates shown:  

(Dollars in thousands) September 30,
2025 December 31,
2024 September 30,
2024
Balance:
Non-interest-bearing $ 10,952,146   $ 11,410,018   $ 10,739,132  
NOW and interest-bearing demand deposits 6,710,919   5,865,546   5,466,932  
Wealth management deposits 1,600,735   1,469,064   1,303,354  
Money market 20,270,382   17,975,191   17,713,726  
Savings 6,758,743   6,372,499   6,183,249  
Time certificates of deposit 10,418,456   9,420,031   9,998,573  
Total deposits $ 56,711,381   $ 52,512,349   $ 51,404,966  
Mix:
Non-interest-bearing 19   % 22   % 21   %
NOW and interest-bearing demand deposits 12   11   11  
Wealth management deposits 3   3   3  
Money market 36   34   34  
Savings 12   12   12  
Time certificates of deposit 18   18   19  
Total deposits 100   % 100   % 100   %

Wealth management deposits represent deposit balances (primarily money market accounts) at the Company’s subsidiary banks from brokerage customers of Wintrust Investments, LLC (“Wintrust Investments”), Chicago Deferred Exchange Company (“CDEC”) and trust and asset management customers of the Company.

(11) FHLB Advances, Other Borrowings and Subordinated Notes

The following table is a summary of FHLB advances, other borrowings and subordinated notes as of the dates shown:

(In thousands) September 30,
2025 December 31,
2024 September 30,
2024
FHLB advances $ 3,151,309   $ 3,151,309   $ 3,171,309  
Other borrowings:
Notes payable 121,368   142,763   149,894  

Secured borrowings 401,863   334,934   439,513  
Other 56,097   57,106   57,636  
Total other borrowings 579,328   534,803   647,043  
Subordinated notes 298,536   298,283   298,188  
Total FHLB advances, other borrowings and subordinated notes $ 4,029,173   $ 3,984,395   $ 4,116,540  

Descriptions of the Company’s FHLB advances, other borrowings, and subordinated notes are included in Note (11) “Federal Home Loan Bank Advances,” Note (12) “Subordinated Notes” and Note (13) “Other Borrowings” of the 2024 Form 10-K.

Notes Payable
Notes payable balances represent the balances on the Company’s credit agreement with certain unaffiliated banks. At September 30, 2025, the outstanding principal balance under the term loan facility was $ 121.4 million and there was no outstanding balance under the revolving credit facility. Borrowings under notes payable are secured by pledges of and first priority perfected security interests in the Company’s equity interest in its bank subsidiaries and contain several restrictive covenants, including the maintenance of various capital adequacy levels, asset quality and profitability ratios, and certain restrictions on dividends and other indebtedness. At September 30, 2025, the Company was in compliance with all such covenants.

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Secured Borrowings

The balance of secured borrowings primarily represents a third party Canadian transaction (“Canadian Secured Borrowing”). Under the Canadian Secured Borrowing, the Company, through its subsidiary, First Insurance Funding of Canada (“FIFC Canada”), sells an undivided co-ownership interest in all receivables owed to FIFC Canada to an unrelated third party in exchange for cash payments pursuant to a receivables purchase agreement (“Receivables Purchase Agreement”). On August 29, 2024, the Company entered into the Twelfth Amending Agreement to the Receivables Purchase Agreement dated as of December 16, 2014. The amended Receivables Purchase Agreement provides for, among other things, an extension of the maturity date to December 15, 2025 and an increase to the facility limit from C$ 520  million to C$ 650  million.

At September 30, 2025, the translated balance of the secured borrowings totaled $ 387.9 million compared to $ 323.2 million at December 31, 2024 and $ 428.6 million at September 30, 2024. The interest rate under the Receivables Purchase Agreement is the Canadian Commercial Paper Rate plus fee rate of 0.825 %.

The remaining $ 14.0 million, $ 11.7  million and $ 10.9 million within secured borrowings at September 30, 2025, December 31, 2024 and September 30, 2024, respectively, represent other sold interests in certain loans by the Company that were not considered sales and, as such, related proceeds received are reflected on the Company’s Consolidated Statements of Condition as a secured borrowing owed to the various unrelated third parties.

Other Borrowings

Other borrowings represent a promissory note (“Promissory Note”) issued by the Company in June 2017. Subsequent amendments to the Promissory Note since issuance increased the principal amount to $ 66.4  million, changed the interest rate to a floating rate equal to 1-month CME Term SOFR plus a spread of 1.40 % and extended the maturity date to March 31, 2028. The Promissory Note contains several restrictive covenants, including the maintenance of various capital adequacy levels, asset quality and profitability ratios, and certain restrictions on dividends and indebtedness. At September 30, 2025, the Company was in compliance with all such covenants.

Subordinated Notes

At September 30, 2025, the Company had outstanding subordinated notes totaling $ 298.5  million compared to $ 298.3  million and $ 298.2  million at December 31, 2024 and September 30, 2024, respectively. The notes issued in 2019 have a stated interest rate of 4.85 % and mature in June 2029. In the second quarter of 2024, the Company repaid the $ 140.0  million of subordinated notes issued in 2014. The notes had a stated interest rate of 5.00 % and matured in June 2024.

(12) Junior Subordinated Debentures

The following table provides a summary of the Company’s junior subordinated debentures as of September 30, 2025. The junior subordinated debentures represent the par value of the obligations owed to the Trusts.
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(Dollars in thousands) Common
Securities Trust 
Preferred
Securities Junior
Subordinated
Debentures Rate
Structure (1)
Contractual
Rate at 9/30/2025
Issue
Date Maturity
Date Earliest
Redemption
Date
Wintrust Capital Trust III $ 774   $ 25,000   $ 25,774   S+ 0.26161 + 3.25
7.83   % 04/2003 04/2033 04/2008
Wintrust Statutory Trust IV 619   20,000   20,619   S+ 0.26161 + 2.80
7.06   % 12/2003 12/2033 12/2008
Wintrust Statutory Trust V 1,238   40,000   41,238   S+ 0.26161 + 2.60
6.86   % 05/2004 05/2034 06/2009
Wintrust Capital Trust VII 1,550   50,000   51,550   S+ 0.26161 + 1.95
6.25   % 12/2004 03/2035 03/2010
Wintrust Capital Trust VIII 1,238   25,000   26,238   S+ 0.26161 + 1.45
5.71   % 08/2005 09/2035 09/2010
Wintrust Capital Trust IX 1,547   50,000   51,547   S+ 0.26161 + 1.63
5.93   % 09/2006 09/2036 09/2011
Northview Capital Trust I 186   6,000   6,186   S+ 0.26161 + 3.00
7.56   % 08/2003 11/2033 08/2008
Town Bankshares Capital Trust I 186   6,000   6,186   S+ 0.26161 + 3.00
7.56   % 08/2003 11/2033 08/2008
First Northwest Capital Trust I 155   5,000   5,155   S+ 0.26161 + 3.00
7.26   % 05/2004 05/2034 05/2009
Suburban Illinois Capital Trust II 464   15,000   15,464   S+ 0.26161 + 1.75
6.05   % 12/2006 12/2036 12/2011
Community Financial Shares Statutory Trust II 109   3,500   3,609   S+ 0.26161 + 1.62
5.92   % 06/2007 09/2037 06/2012
Total $ 253,566   6.52   %

(1) The interest rates on the variable rate junior subordinated debentures are based on the three-month Chicago Mercantile Exchange (“CME”) Term Secured Overnight Financing Rate (“SOFR”) and reset on a quarterly basis.

The junior subordinated debentures totaled $ 253.6 million at September 30, 2025, December 31, 2024 and September 30, 2024. At September 30, 2025, the weighted average contractual interest rate on the junior subordinated debentures was 6.52 %.

(13) Segment Information

The Company’s operations consist of three primary segments: community banking, specialty finance and wealth management.

The three reportable segments are strategic business units that are separately managed as they offer different products and services and have different marketing strategies. In addition, each segment’s customer base has varying characteristics and each segment has a different regulatory environment. While the Company’s management monitors each of the sixteen bank subsidiaries’ operations and profitability separately, these subsidiaries have been aggregated into one reportable operating segment due to the similarities in products and services, customer base, operations, profitability measures, and economic characteristics.

For purposes of internal segment profitability, management allocates certain intersegment and parent company balances. Management allocates a portion of revenues to the specialty finance segment related to loans and leases originated by the specialty finance segment and sold or assigned to the community banking segment. Similarly, for purposes of analyzing the contribution from the wealth management segment, management allocates a portion of the net interest income earned by the community banking segment on deposit balances of customers of the wealth management segment to the wealth management segment. See Note (10) “Deposits” in Item 1 of this report for more information on these deposits. Finally, expenses incurred at the Wintrust parent company are allocated to each segment based on each segment’s risk-weighted assets.

The segment financial information provided in the following table has been derived from the internal profitability reporting system used by management to monitor and manage the financial performance of the Company. The accounting policies of the segments are substantially similar to those described in Note (1) “Summary of Significant Accounting Policies” in the 2024 Form 10-K.

Our Chief Executive Officer is our chief operating decision maker (“CODM”). The CODM uses income before taxes to review segment performance and allocate resources for each reportable segment. Financial information regarding each significant segment expense outlined below is regularly provided (at least monthly) to the CODM. For community banking and specialty finance segments, ‘Interest expense’ is a significant segment expense. Additionally, for each of the three reportable segments, ‘Salaries’, ‘Commissions and incentive compensation’ and ‘Benefits’ are significant segment expenses.
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The following is a summary of certain operating information for reportable segments:

(In thousands)
Community
Banking Specialty
Finance Wealth
Management Total Operating Segments Intersegment Eliminations Consolidated
Three Months Ended September 30, 2025:
Interest income $ 838,871   $ 107,840   $ 5,697   $ 952,408   $ 11,426   $ 963,834  
Interest expense 386,326   10,410   88   396,824   —   396,824  
Net interest income 452,545   97,430   5,609   555,584   11,426   567,010  
Provision for credit losses 20,059   1,709   —   21,768   —   21,768  
Non-interest income 82,507   32,221   39,663   154,391   ( 23,564 ) 130,827  
Non-interest expense:
Salaries 97,900   16,464   9,761   124,125   498   124,623  
Commissions and incentive compensation 33,175   10,445   12,624   56,244   —   56,244  
Benefits 30,577   5,775   2,449   38,801   —   38,801  
Other segment expenses (1)
140,977   23,702   8,317   172,996   ( 12,636 ) 160,360  
Total non-interest expense 302,629   56,386   33,151   392,166   ( 12,138 ) 380,028  
Income before taxes 212,364   71,556   12,121   296,041   —   296,041  
Income tax expense 57,753   18,990   3,044   79,787   —   79,787  
Net income $ 154,611   $ 52,566   $ 9,077   $ 216,254   $ —   $ 216,254  
Total assets at period end $ 56,437,776   $ 12,187,079   $ 1,004,783   $ 69,629,638   $ —   $ 69,629,638  
Three Months Ended September 30, 2024:
Interest income $ 790,247   $ 100,952   $ 7,096   $ 898,295   $ 10,309   $ 908,604  
Interest expense 393,353   12,504   164   406,021   —   406,021  
Net interest income 396,894   88,448   6,932   492,274   10,309   502,583  
Provision for credit losses 20,475   1,859   —   22,334   —   22,334  
Non-interest income 66,323   29,587   37,431   133,341   ( 20,194 ) 113,147  
Non-interest expense:
Salaries 93,169   15,155   10,202   118,526   445   118,971  
Commissions and incentive compensation 35,427   9,206   12,942   57,575   —   57,575  
Benefits 27,448   4,888   2,379   34,715   —   34,715  
Other segment expenses (1)
129,134   22,366   8,256   159,756   ( 10,330 ) 149,426  
Total non-interest expense 285,178   51,615   33,779   370,572   ( 9,885 ) 360,687  
Income before taxes 157,564   64,561   10,584   232,709   —   232,709  
Income tax expense 42,351   17,758   2,599   62,708   —   62,708  
Net income $ 115,213   $ 46,803   $ 7,985   $ 170,001   $ —   $ 170,001  
Total assets at period end $ 51,598,626   $ 11,047,585   $ 1,142,213   $ 63,788,424   $ —   $ 63,788,424  

(1) Other segment items include non-interest expense categories such as ‘Software & Equipment’, ‘Data processing’, ‘Advertising and Marketing’, ‘FDIC Insurance’, and ‘Occupancy’. See “Non-Interest Expense” under Management’s Discussion and Analysis of Financial Condition and Results of Operations in Item 2 of this Form 10-Q for further discussion on non-interest expense.

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(In thousands)
Community
Banking Specialty
Finance Wealth
Management Total Operating Segments Intersegment Eliminations Consolidated
Nine Months Ended September 30, 2025:
Interest income $ 2,408,155   $ 312,275   $ 16,192   $ 2,736,622   $ 35,085   $ 2,771,707  
Interest expense 1,099,943   31,228   358   1,131,529   —   1,131,529  
Net interest income 1,308,212   281,047   15,834   1,605,093   35,085   1,640,178  
Provision for credit losses 62,965   5,000   —   67,965   —   67,965  
Non-interest income 231,498   96,784   112,991   441,273   ( 69,723 ) 371,550  
Non-interest expense:
Salaries 293,388   47,864   28,968   370,220   1,494   371,714  
Commissions and incentive compensation 98,637   29,462   36,552   164,651   —   164,651  
Benefits 90,058   16,399   7,913   114,370   —   114,370  
Other segment expenses (1)
413,177   72,237   27,562   512,976   ( 36,132 ) 476,844  
Total non-interest expense 895,260   165,962   100,995   1,162,217   ( 34,638 ) 1,127,579  
Income before taxes 581,485   206,869   27,830   816,184   —   816,184  
Income tax expense 153,471   55,214   6,679   215,364   —   215,364  
Net income $ 428,014   $ 151,655   $ 21,151   $ 600,820   $ —   $ 600,820  

Nine Months Ended September 30, 2024:
Interest income $ 2,207,658   $ 303,746   $ 23,255   $ 2,534,659   $ 29,437   $ 2,564,096  
Interest expense 1,088,247   37,825   637   1,126,709   —   1,126,709  
Net interest income 1,119,411   265,921   22,618   1,407,950   29,437   1,437,387  
Provision for credit losses 77,192   6,876   —   84,068   —   84,068  
Non-interest income 212,578   89,221   131,521   433,320   ( 58,446 ) 374,874  
Non-interest expense:
Salaries 268,145   45,439   30,076   343,660   1,343   345,003  
Commissions and incentive compensation 96,459   26,426   37,842   160,727   —   160,727  
Benefits 77,670   13,804   7,771   99,245   —   99,245  
Other segment expenses (1)
366,858   67,460   25,244   459,562   ( 30,352 ) 429,210  
Total non-interest expense 809,132   153,129   100,933   1,063,194   ( 29,009 ) 1,034,185  
Income before taxes 445,665   195,137   53,206   694,008   —   694,008  
Income tax expense 119,170   52,720   12,435   184,325   —   184,325  
Net income $ 326,495   $ 142,417   $ 40,771   $ 509,683   $ —   $ 509,683  

(1) Other segment items include non-interest expense categories such as ‘Software & Equipment’, ‘Data processing’, ‘Advertising and Marketing’, ‘FDIC Insurance’, and ‘Occupancy’. See “Non-Interest Expense” under Management’s Discussion and Analysis of Financial Condition and Results of Operations in Item 2 of this Form 10-Q for further discussion on non-interest expense.

(14) Derivative Financial Instruments

The Company primarily enters into derivative financial instruments as part of its strategy to manage its exposure to changes in interest rates. Derivative instruments represent contracts between parties that result in one party delivering cash to the other party based on a notional amount and an underlying term (such as a rate, security price or price index or commodity price) as specified in the contract. The amount of cash delivered from one party to the other is determined based on the interaction of the notional amount of the contract with the underlying term. Derivatives are also implicit in certain contracts and commitments.

The derivative financial instruments currently used by the Company to manage its exposure to interest rate risk include: (1) interest rate swaps, collars and floors to manage the interest rate risk of certain fixed and variable rate assets and variable rate liabilities; (2) interest rate lock commitments provided to customers to fund certain mortgage loans to be sold into the secondary market; (3) forward commitments for the future delivery of such mortgage loans to protect the Company from adverse changes in interest rates and corresponding changes in the value of mortgage loans held-for-sale; (4) covered call options to economically hedge specific investment securities and receive fee income, effectively enhancing the overall yield on such securities to compensate for net interest margin compression; and (5) options and swaps to economically hedge a portion
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of the fair value adjustments related to the Company’s mortgage servicing rights portfolio. The Company also enters into derivatives (typically interest rate swaps and commodity forward contracts) with certain qualified borrowers to facilitate the borrowers’ risk management strategies and concurrently enters into mirror-image derivatives with a third party counterparty, effectively making a market in the derivatives for such borrowers. Additionally, the Company enters into foreign currency contracts to manage foreign exchange risk associated with certain foreign currency denominated assets.

The Company recognizes derivative financial instruments in the consolidated financial statements at fair value regardless of the purpose or intent for holding the instrument. The Company records derivative assets and derivative liabilities on the Consolidated Statements of Condition within accrued interest receivable and other assets and accrued interest payable and other liabilities, respectively. Changes in the fair value of derivative financial instruments are either recognized in income or in shareholders’ equity as a component of accumulated other comprehensive income or loss depending on whether the derivative financial instrument qualifies for hedge accounting and, if so, whether it qualifies as a fair value hedge or cash flow hedge.

Changes in fair values of derivatives accounted for as fair value hedges are recorded in income in the same period and in the same income statement line as changes in the fair values of the hedged items that relate to the hedged risk(s). Changes in fair values of derivative financial instruments accounted for as cash flow hedges are recorded as a component of accumulated other comprehensive income or loss, net of deferred taxes, and reclassified to earnings when the hedged transaction affects earnings. Changes in fair values of derivative financial instruments not designated in a hedging relationship pursuant to ASC 815 are reported in non-interest income during the period of the change. Derivative financial instruments are valued by a third party and are corroborated by comparison with valuations provided by the respective counterparties. Fair values of certain mortgage banking derivatives (interest rate lock commitments and forward commitments to sell mortgage loans) are estimated based on changes in mortgage interest rates from the date of the loan commitment. The fair value of foreign currency derivatives is computed based on changes in foreign currency rates stated in the contract compared to those prevailing at the measurement date. Commodity derivative fair values are computed based on changes in the price per unit stated in the contract compared to those prevailing at the measurement date.

The table below presents the fair value of the Company’s derivative financial instruments as of September 30, 2025, December 31, 2024 and September 30, 2024:

Derivative Assets Derivative Liabilities
(In thousands) September 30,
2025 December 31,
2024 September 30,
2024 September 30,
2025 December 31,
2024 September 30,
2024
Derivatives designated as hedging instruments under ASC 815:
Interest rate derivatives designated as Cash Flow Hedges $ 59,667   $ 7,329   $ 53,402   $ 4,950   $ 56,084   $ 14,522  
Interest rate derivatives designated as Fair Value Hedges 5,633   10,001   8,069   560   87   351  
Total derivatives designated as hedging instruments under ASC 815 $ 65,300   $ 17,330   $ 61,471   $ 5,510   $ 56,171   $ 14,873  
Derivatives not designated as hedging instruments under ASC 815:
Interest rate derivatives $ 136,018   $ 177,553   $ 185,456   $ 133,279   $ 183,799   $ 180,160  
Interest rate lock commitments 7,149   1,950   5,143   —   18   6  
Forward commitments to sell mortgage loans 47   1,297   31   2,654   88   1,055  
Commodity forward contracts 233   766   1,647   67   583   1,365  
Foreign exchange contracts 210   1,131   1,914   195   1,091   1,880  
Total derivatives not designated as hedging instruments under ASC 815 $ 143,657   $ 182,697   $ 194,191   $ 136,195   $ 185,579   $ 184,466  
Total Derivatives $ 208,957   $ 200,027   $ 255,662   $ 141,705   $ 241,750   $ 199,339  

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to net interest income and to manage its exposure to interest rate movements. To accomplish these objectives, the Company uses interest rate swaps, collars and floors as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts to or from a counterparty in exchange for the Company receiving or paying fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the settlement of amounts in which the interest rate specified in the contract exceeds the agreed upon cap strike rate or in which the interest rate specified in the contract is below the agreed upon floor strike rate at the end of each period.
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Interest rate floors designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates fall below the strike rate on the contract in exchange for an upfront premium.

As of September 30, 2025, the Company had various interest rate collar, swap and floor derivatives designated as cash flow hedges of variable rate loans. When the relationship between the hedged item and hedging instrument is highly effective at achieving offsetting changes in cash flows attributable to the hedged risk, changes in the fair value of these cash flow hedges are recorded in accumulated other comprehensive income or loss and are subsequently reclassified to interest income as interest payments are made on such variable rate loans. The changes in fair value (net of tax) are separately disclosed in the Consolidated Statements of Comprehensive Income.

The table below provides details on these cash flow hedges, summarized by derivative type and maturity, as of September 30, 2025:

September 30, 2025
Notional Fair Value
(In thousands) Amount Asset (Liability)
Floor at 1-month CME term SOFR:
Buy 2.500 %; matures September 2028
$ 200,000   $ 896  
Interest Rate Collars at 1-month CME term SOFR:
Buy 2.750 % floor, sell 4.320 % cap; matures October 2026
500,000   172  
Buy 2.000 % floor, sell 3.450 % cap; matures September 2027
1,250,000   ( 4,432 )
Interest Rate Swaps at 1-month CME term SOFR:
Fixed 3.748 %; matures December 2025
250,000   ( 144 )
Fixed 3.759 %; matures December 2025
250,000   ( 137 )
Fixed 3.680 %; matures February 2026
250,000   ( 194 )
Fixed 4.176 %; matures March 2026
250,000   328  
Fixed 3.915 %; matures March 2026
250,000   58  
Fixed 4.450 %; matures July 2026
250,000   1,407  
Fixed 3.515 %, matures December 2026
250,000   60  
Fixed 3.512 %; matures December 2026
250,000   51  
Fixed 3.453 %; matures February 2027
250,000   ( 42 )
Fixed 4.150 %; matures July 2027
250,000   3,329  
Fixed 3.748 %; matures March 2028
250,000   2,574  
Fixed 3.526 %; matures March 2028
250,000   1,271  
Fixed 3.993 %; matures October 2029
350,000   9,228  
Fixed 4.245 %; matures November 2029
350,000   12,803  
Fixed 3.300 %; matures November 2029 (1)
250,000   183  
Fixed 3.816 %; matures November 2030 (1)
250,000   5,787  
Fixed 3.551 %; matures November 2030 (1)
250,000   2,716  
Fixed 3.950 %; matures February 2031 (2)
250,000   7,469  
Fixed 4.250 %; matures February 2031 (2)
250,000   10,924  
Fixed 3.378 %; matures October 2031 (3)
200,000   410  
Total Cash Flow Hedges $ 7,100,000   $ 54,717  

(1) Represents interest rate swaps that have effective starting dates of November 1, 2025.
(2) Represents interest rate swaps that have effective starting dates of February 1, 2026.
(3) Represents interest rate swaps that have effective starting dates of October 1, 2026

In the first quarter of 2022, the Company terminated interest rate swap derivative contracts designated as cash flow hedges of variable rate deposits with a total notional value of $ 1.0  billion and a five-year term effective July 2022. At the time of termination, the fair value of the derivative contracts totaled an asset of $ 66.5  million, with such adjustments to fair value recorded in accumulated other comprehensive income or loss. In the second quarter of 2022, the Company terminated one additional interest rate swap derivative contract designated as a cash flow hedge of variable rate deposits with a total notional value of $ 500.0  million effective since April 2020. The remaining term of such derivative contract was through April 2024 and, at the time of termination, the fair value of the derivative contract totaled assets of $ 10.7  million, with such adjustments to fair value recorded in accumulated other comprehensive income or loss.

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For all such terminations, as the hedged forecasted transactions (interest payments on variable rate deposits) are still expected to occur over the remaining term of such terminated derivatives, such adjustments will remain in accumulated other comprehensive income or loss and be reclassified as a reduction to interest expense on a straight-line basis over the original term of the terminated derivative contracts.

A rollforward of the amounts in accumulated other comprehensive income or loss related to interest rate derivatives designated as cash flow hedges, including such derivative contracts terminated during the period, follows:

Three Months Ended Nine Months Ended
(In thousands) September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024
Unrealized gain (loss) at beginning of period $ 72,529   $ ( 49,396 ) $ ( 15,508 ) $ 43,538  
Amount reclassified from accumulated other comprehensive income or loss to interest income or expense on deposits, loans, and other borrowings 5,300   20,378   15,936   60,720  
Amount of (loss) gain recognized in other comprehensive income or loss ( 1,020 ) 104,470   76,381   ( 28,806 )
Unrealized gain at end of period $ 76,809   $ 75,452   $ 76,809   $ 75,452  

As of September 30, 2025, the Company estimated that during the next 12 months $ 22.8 million will be reclassified from accumulated other comprehensive income or loss as an increase to net interest income. Such estimate consists of $ 13.3 million reclassified as a reduction to interest expense on the terminated cash flow hedges discussed above and $ 9.5 million reclassified as an increase to interest income related to the interest rate collars, floors and swaps noted above that remain outstanding.

Fair Value Hedges of Interest Rate Risk

Interest rate swaps designated as fair value hedges involve the payment of fixed amounts to a counterparty in exchange for the Company receiving variable payments over the life of the agreements without the exchange of the underlying notional amount. As of September 30, 2025, the Company had 13 interest rate swaps with an aggregate notional amount of $ 119.2 million that were designated as fair value hedges primarily associated with fixed rate commercial and industrial and commercial real estate loans as well as life insurance premium finance receivables.

For derivatives designated and that qualify as fair value hedges, the net gain or loss from the entire change in the fair value of the derivative instrument is recognized in the same income statement line item as the earnings effect, including the net gain or loss, of the hedged item (interest income earned on fixed rate loans) when the hedged item affects earnings.

The following table presents the carrying amount of the hedged assets/(liabilities) and the cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged assets/(liabilities) that are designated as a fair value hedge accounting relationship as of September 30, 2025:

(In thousands) September 30, 2025

Derivatives in Fair Value
Hedging Relationships
Location in the Statement of Condition Carrying Amount of the Hedged Assets/(Liabilities) Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets/(Liabilities) Cumulative Amount of Fair Value Hedging Adjustment Remaining for any Hedged Assets/(Liabilities) for which Hedge Accounting has been Discontinued
Interest rate swaps Loans, net of unearned income $ 113,650   $ ( 5,031 ) $ ( 38 )
Available-for-sale debt securities 494   ( 3 ) —  

The following table presents the loss or gain recognized related to derivative instruments that are designated as fair value hedges for the respective period:

(In thousands)

Derivatives in Fair Value Hedging Relationships
Location of (Loss)/Gain Recognized
in Income on Derivative Three Months Ended Nine Months Ended
September 30, 2025 September 30, 2025
Interest rate swaps Interest and fees on loans $ ( 4 ) $ ( 10 )

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Non-Designated Hedges

The Company does not use derivatives for speculative purposes. Derivatives not designated as accounting hedges are used to manage the Company’s economic exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of ASC 815. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings.

The Company has interest rate derivatives, including swaps and option products, resulting from a service the Company provides to certain qualified borrowers. The Company’s banking subsidiaries execute certain derivative products (typically interest rate swaps) directly with qualified commercial borrowers to facilitate their respective risk management strategies. For example, these arrangements allow the Company’s commercial borrowers to effectively convert a variable rate loan to a fixed rate. In order to minimize the Company’s exposure on these transactions, the Company simultaneously executes offsetting derivatives with third parties. In most cases, the offsetting derivatives have mirror-image terms, which result in the positions’ changes in fair value substantially offsetting through earnings each period. However, to the extent that the derivatives are not a mirror-image and because of differences in counterparty credit risk, changes in fair value will not completely offset resulting in some earnings impact each period. Changes in the fair value of these derivatives are included in other non-interest income. At September 30, 2025 and December 31, 2024, the Company had interest rate derivative transactions with an aggregate notional amount of approximately $ 14.8 billion and $ 13.3 billion, respectively, (all interest rate swaps and caps with customers and third parties) related to this program. At September 30, 2025 these interest rate derivatives had maturity dates ranging from October 2025 to August 2037.

Mortgage Banking Derivatives— These derivatives include interest rate lock commitments provided to customers to fund certain mortgage loans to be sold into the secondary market and forward commitments for the future delivery of such loans. It is the Company’s practice to enter into forward commitments for the future delivery of a portion of its residential mortgage loan production when interest rate lock commitments are entered into in order to economically hedge the effect of future changes in interest rates on its commitments to fund the loans as well as on its portfolio of mortgage loans held-for-sale. The Company’s mortgage banking derivatives have not been designated as being in hedge relationships. At September 30, 2025 and December 31, 2024, the Company had interest rate lock commitments with an aggregate notional amount of approximately $ 379.1 million and $ 120.7 million, and forward commitments to sell mortgage loans with an aggregate notional amount of approximately $ 495.5 million and $ 377.5 million, respectively. The fair values of these derivatives were estimated based on changes in mortgage rates from the dates of the commitments. Changes in the fair value of these mortgage banking derivatives are included in mortgage banking revenue.

Commodity Derivatives— The Company has commodity forward contracts resulting from a service the Company provides to certain qualified borrowers. The Company’s banking subsidiaries execute certain derivative products directly with qualified commercial borrowers to facilitate their respective risk management strategies. For example, these arrangements allow the Company’s commercial borrowers to effectively purchase or sell a given commodity at an agreed-upon price on an agreed-upon settlement date. In order to minimize the Company’s exposure on these transactions, the Company simultaneously executes offsetting derivatives with third parties. In most cases, the offsetting derivatives have mirror-image terms, which result in the positions’ changes in fair value substantially offsetting through earnings each period. However, to the extent that the derivatives are not a mirror-image and because of differences in counterparty credit risk, changes in fair value will not completely offset resulting in some earnings impact each period. Changes in the fair value of these derivatives are included in other non-interest income. At September 30, 2025 and December 31, 2024, the Company had commodity derivative transactions with an aggregate notional amount of approximately $ 4.6 million and $ 5.2 million, respectively, (all forward contracts with customers and third parties) related to this program. At September 30, 2025, these commodity derivatives had maturity dates ranging from October 2025 to October 2027.

Foreign Currency Derivatives— The Company has foreign currency derivative contracts resulting from a service the Company provides to certain qualified customers. The Company’s banking subsidiaries execute certain derivative products directly with qualified customers to facilitate their respective risk management strategies related to foreign currency fluctuations. For example, these arrangements allow the Company’s customers to effectively exchange the currency of one country for the currency of another country at an agreed-upon price on an agreed-upon settlement date. In order to minimize the Company’s exposure on these transactions, the Company simultaneously executes offsetting derivatives with third parties. In most cases, the offsetting derivatives have mirror-image terms, which result in the positions’ changes in fair value substantially offsetting through earnings each period. However, to the extent that the derivatives are not a mirror-image and because of differences in counterparty credit risk, changes in fair value will not completely offset resulting in some earnings impact each period. Changes in the fair value of these derivatives are included in other non-interest income. As of September 30, 2025 and December 31, 2024, the Company held foreign currency derivatives with an aggregate notional amount of approximately $ 50.5 million and $ 97.1 million, respectively.
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Other Derivatives— Periodically, the Company will sell options to a bank or dealer for the right to purchase certain securities held within the banks’ investment portfolios (covered call options). These option transactions are designed to increase the total return associated with the investment securities portfolio. These options do not qualify as accounting hedges pursuant to ASC 815 and, accordingly, changes in the fair value of these contracts are recognized as other non-interest income. There were no covered call options outstanding as of September 30, 2025, December 31, 2024 or September 30, 2024.

Periodically, the Company will purchase options for the right to purchase securities not currently held within the banks’ investment portfolios or enter into interest rate swaps in which the Company elects to not designate such derivatives as hedging instruments. These option and swap transactions are designed primarily to economically hedge a portion of the fair value adjustments related to the Company’s mortgage servicing rights portfolio. The gain or loss associated with these derivative contracts are included in mortgage banking revenue. The Company held ten interest rate derivatives with an aggregate notional value of $ 362.0 million at September 30, 2025 and ten interest rate derivatives with an aggregate notional value of and $ 295.0 million at December 31, 2024, for such purpose of economically hedging a portion of the fair value adjustment related to its mortgage servicing rights portfolio.

Amounts included in the Consolidated Statements of Income related to derivative instruments not designated in hedge relationships were as follows:

(In thousands) Three Months Ended Nine Months Ended
Derivative Location in income statement September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024
Interest rate swaps and caps Trading gains (losses), net $ 92   $ ( 245 ) $ 60   $ 248  
Mortgage banking derivatives Mortgage banking ( 584 ) ( 1,692 ) 2,733   2,014  
Commodity contracts Trading gains (losses), net 89   ( 116 ) 166   282  
Foreign exchange contracts Trading gains (losses), net 79   ( 171 ) 152   ( 152 )
Covered call options Fees from covered call options 5,619   988   14,689   7,891  
Derivative contract held as economic hedge on MSRs Mortgage banking 265   6,892   7,697   3,543  

Credit Risk

Derivative instruments have inherent risks, primarily market risk and credit risk. Market risk is associated with changes in the value of an underlying asset. Credit risk relates to the risk that the counterparty will fail to perform according to the terms of the agreement. The Company is exposed to the credit risk of its commercial borrowers and third party financial institutions who are counterparties to interest rate derivatives with the Company.

The counterparty credit risk associated with the mirror-image swaps executed with third party financial institutions is monitored and managed as part of the Company’s overall asset-liability management process, except that the counterparty credit risk related to derivatives entered into with certain qualified borrowers is managed through the Company’s standard loan underwriting process for commercial borrowers since these derivatives typically share in the collateral provided by the loan agreements.

When deemed necessary, appropriate types and amounts of collateral are obtained to minimize credit exposure. The Company hedges the market risk of derivatives transactions with commercial borrowers by entering into offsetting transactions with large, highly rated financial institutions. These exposures are generally secured by cash under bilateral Credit Support Annexes, which are a component of the International Swaps and Derivatives Association (“ISDA”) Master Agreements executed with counterparties.

Aggregate counterparty exposures are monitored against various types of credit limits established to contain risk within parameters. Counterparty credit risk is managed by the Counterparty Credit Risk Management team in accordance with SR 11-10, Interagency Counterparty Credit Risk Management Guidance , which was issued in 2011 in response to the financial crisis of 2008. The guidance addresses counterparty credit risk governance, measurement, management, and systems. Specifically, counterparty risk is managed through the establishment and regular review of exposure limits, formalization of limits in policy and procedure, ongoing review of models, and having a single platform to allow for the timely aggregation of exposures. The Counterparty Credit Risk Management team uses a variety of approaches to monitor counterparty financial performance, including monitoring of credit exposure versus limits, use of early warning reports, and daily and intraday monitoring of financial developments.

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The Company has agreements with certain of its interest rate derivative counterparties that contain cross-default provisions, which provide that if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations. The Company also has agreements with certain of its derivative counterparties that contain a provision allowing the counterparty to terminate the derivative positions if the Company fails to maintain its status as a well or adequately capitalized institution, which would require the Company to settle its obligations under the agreements. If the Company were to breach any of these provisions, at a time when the derivatives subject to such agreements are in a liability position, and the derivatives were to be terminated as a result, the Company would be required to settle its obligations under the agreements at the termination value and would be required to pay any additional amounts due in excess of amounts previously posted as collateral with the respective counterparty. As of September 30, 2025, there were $ 1.6 million of derivatives that were subject to such agreements in a net liability position.

The Company records interest rate derivatives subject to master netting agreements at their gross value and does not offset derivative assets and liabilities on the Consolidated Statements of Condition. The table below summarizes the Company’s interest rate derivatives and offsetting positions as of the dates shown.

Derivative Assets Derivative Liabilities
Fair Value Fair Value
(In thousands) September 30,
2025 December 31,
2024 September 30,
2024 September 30,
2025 December 31,
2024 September 30,
2024
Gross Amounts Recognized $ 201,318   $ 194,883   $ 246,927   $ 138,789   $ 239,970   $ 195,033  

Gross amounts not offset in the Statements of Condition
Offsetting Derivative Positions ( 65,969 ) ( 74,656 ) ( 82,819 ) ( 65,969 ) ( 74,656 ) ( 82,819 )
Collateral Posted ( 59,598 ) ( 78,550 ) ( 59,791 ) ( 1,686 ) —   ( 420 )
Net Credit Exposure $ 75,751   $ 41,677   $ 104,317   $ 71,134   $ 165,314   $ 111,794  

(15) Fair Value of Assets and Liabilities

The Company measures, monitors and discloses certain of its assets and liabilities on a fair value basis. These financial assets and financial liabilities are measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the observability of the inputs used to determine fair value. These levels are:

• Level 1—unadjusted quoted prices in active markets for identical assets or liabilities.

• Level 2 — inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

• Level 3—significant unobservable inputs that reflect the Company’s own assumptions that market participants would use in pricing the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

A financial instrument’s categorization within the above valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the assets or liabilities. The following is a description of the valuation methodologies used for the Company’s assets and liabilities measured at fair value on a recurring basis.

Available-for-sale debt securities, trading account securities and equity securities with readily determinable fair value —Fair values for available-for-sale debt securities, trading account securities and equity securities with readily determinable fair value are typically based on prices obtained from independent pricing vendors. Securities measured with these valuation techniques are generally classified as Level 2 of the fair value hierarchy. Typically, standard inputs such as benchmark yields, reported trades for similar securities, issuer spreads, benchmark securities, bids, offers and reference data including market research publications are used to determine the fair value of these securities. When these inputs are not available, broker/dealer quotes may be obtained by the vendor to determine the fair value of the security. We review the vendor’s pricing methodologies to determine if observable market information is being used, versus unobservable inputs. Fair value measurements using
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significant inputs that are unobservable in the market due to limited activity or a less liquid market are classified as Level 3 in the fair value hierarchy. The fair value of U.S. Treasury securities and certain equity securities with readily determinable fair value are based on unadjusted quoted prices in active markets for identical securities. As such, these securities are classified as Level 1 in the fair value hierarchy.

The Company’s Investment Operations Department is responsible for the valuation of Level 3 available-for-sale debt securities. The methodology and variables used as inputs in pricing Level 3 securities are derived from a combination of observable and unobservable inputs. The unobservable inputs are determined through internal assumptions that may vary from period to period due to external factors, such as market movement and credit rating adjustments.

At September 30, 2025, the Company classified $ 129.8 million of municipal securities as Level 3. These municipal securities are bond issuances for various municipal government entities primarily located in the Chicago metropolitan area, southern Wisconsin and west Michigan and are privately placed, non-rated bonds without CUSIP numbers. The Company’s methodology for pricing these securities focuses on three distinct inputs: equivalent rating, yield and other pricing terms. To determine the rating for a given non-rated investment debt security, the Investment Operations Department references a rated, publicly issued bond by the same issuer if available. A reduction is then applied to the rating obtained from the comparable bond, as the Company believes if liquidated, a non-rated bond would be valued less than a similar bond with a verifiable rating. The reduction applied by the Company is one complete rating grade (i.e., a “AA” rating for a comparable bond would be reduced to “A” for the Company’s valuation). For bond issuances without comparable bond proxies, a rating of “BBB” was assigned. In the third quarter of 2025, all of the ratings derived by the Investment Operations Department using the above process were “BBB” or better. The fair value measurement noted above is sensitive to the rating input, as a higher rating typically results in an increased valuation. The remaining pricing inputs used in the bond valuation are observable. Based on the rating determined in the above process, Investment Operations obtains a corresponding current market yield curve available to market participants. Other terms including coupon, maturity date, redemption price, number of coupon payments per year, and accrual method are obtained from the individual bond term sheets. Certain municipal bonds held by the Company at September 30, 2025 are continuously callable. When valuing these bonds, the fair value is capped at par value as the Company assumes a market participant would not pay more than par for a continuously callable bond.

Mortgage loans held-for-sale —The fair value of mortgage loans held-for-sale is typically determined by reference to investor price sheets for loan products with similar characteristics. Loans measured with this valuation technique are classified as Level 2 in the fair value hierarchy.

At September 30, 2025, the Company classified $ 54.7 million of certain delinquent mortgage loans held-for-sale as Level 3. For such delinquent loans in which investor interest may be limited, the Company estimates fair value by discounting future scheduled cash flows for the specific loan through its life, adjusted for estimated credit losses. The Company uses a discount rate based on prevailing market coupon rates on loans with similar characteristics. The assumed weighted average discount rate used as an input to value these loans at September 30, 2025 was 5.14 %. The higher the rate utilized to discount estimated future cash flows, the lower the fair value measurement. Additionally, the weighted average credit discount used as an input to value the specific loans was 1.29 % with credit loss discount ranging from 0 %- 26 % at September 30, 2025.

Loans held-for-investment —The fair value of loans held-for-investment is typically determined by reference to investor price sheets for loan products with similar characteristics. Loans measured with this valuation technique are classified as Level 2 in the fair value hierarchy.

The fair value for certain loans in which the Company previously elected the fair value option is estimated by discounting future scheduled cash flows for the specific loan through maturity, adjusted for estimated credit losses and prepayment or life assumptions. These loans primarily consist of early buyout loans guaranteed by U.S. government agencies that are delinquent and, as a result, investor interest may be limited. The Company uses a discount rate based on the actual coupon rate of the underlying loan. At September 30, 2025, the Company classified $ 49.2 million of loans held-for-investment carried at fair value as Level 3. The assumed weighted average discount rate used as an input to value these loans at September 30, 2025 was 5.14 %. The higher the rate utilized to discount estimated future cash flows, the lower the fair value measurement. As noted above, the fair value estimate also includes assumptions of prepayment speeds and average life as well as credit losses. The weighted average prepayments speed used as an input to value current loans was 9.44 % at September 30, 2025. Prepayment speeds are inversely related to the fair value of these loans as an increase in prepayment speeds results in a decreased valuation. For delinquent loans in which performance is not assumed and there is a higher probability of resolution of the loan ending in foreclosure, the weighted average life of such loans was 5.8 years. Average life is inversely related to the fair value of these loans as an increase in estimated life results in a decreased valuation. Additionally, the weighted average credit discount used as an input to value the specific loans was 1.88 % with credit loss discounts ranging from 0 %- 26 % at September 30, 2025.

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MSRs —Fair value for MSRs is determined utilizing a valuation model which calculates the fair value of each servicing right based on the present value of estimated future cash flows. The Company uses a discount rate commensurate with the risk associated with each servicing right, given current market conditions. At September 30, 2025, the Company classified $ 190.9 million of MSRs as Level 3. The weighted average discount rate used as an input to value the pool of MSRs at September 30, 2025 was 10.43 % with discount rates applied ranging from 5 %- 20 %. The higher the rate utilized to discount estimated future cash flows, the lower the fair value measurement. The fair value of MSRs was also estimated based on other assumptions including prepayment speeds and the cost to service. Prepayment speeds ranged from 0 %- 86 % or a weighted average prepayment speed of 9.44 %. Further, for current and delinquent loans, the Company assumed a weighted average cost of servicing of $ 76 and $ 386 , respectively, per loan. Prepayment speeds and the cost to service are both inversely related to the fair value of MSRs as an increase in prepayment speeds or the cost to service results in a decreased valuation. See Note (9) “Mortgage Servicing Rights (“MSRs”)” in Item 1 of this report for further discussion of MSRs.

Derivative instruments —The Company’s derivative instruments include swaps, collars and purchased options such as caps and floors, commitments to fund mortgages for sale into the secondary market (interest rate locks), forward commitments to end investors for the sale of mortgage loans, commodity future contracts and foreign currency contracts. Swaps, collars and purchased options such as caps and floors and commodity future contracts are valued by a third party, using models that primarily use market observable inputs, such as yield curves and commodity prices prevailing at the measurement date, and are classified as Level 2 in the fair value hierarchy. The credit risk associated with derivative financial instruments that are subject to master netting agreements is measured on a net basis by counterparty portfolio. The fair value for mortgage-related derivatives is based on changes in mortgage rates from the date of the commitments. The fair value of foreign currency derivatives is computed based on change in foreign currency rates stated in the contract compared to those prevailing at the measurement date.

At September 30, 2025, the Company classified $ 7.1 million of derivative assets related to interest rate locks as Level 3. The fair value of interest rate locks is based on prices obtained for loans with similar characteristics from third parties, adjusted for the pull-through rate, which represents the Company’s best estimate of the likelihood that a committed loan will ultimately fund. The weighted-average pull-through rate at September 30, 2025 was 84.88 % with pull-through rates applied ranging from 6 % to 100 %. Pull-through rates are directly related to the fair value of interest rate locks as an increase in the pull-through rate results in an increased valuation.

Nonqualified deferred compensation assets —The underlying assets relating to the nonqualified deferred compensation plan are included in a trust and primarily consist of non-exchange traded institutional funds which are priced based by an independent third party service. These assets are classified as Level 2 in the fair value hierarchy.

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The following tables present the balances of assets and liabilities measured at fair value on a recurring basis for the periods presented:

September 30, 2025
(In thousands) Total Level 1 Level 2 Level 3
Available-for-sale securities
U.S. Treasury $ 8,036   $ 8,036   $ —   $ —  
U.S. government agencies 46,511   —   46,511   —  
Municipal 194,244   —   64,450   129,794  
Corporate notes 80,372   —   80,372   —  
Mortgage-backed 4,944,961   —   4,944,961   —  
Trading account securities —   —   —   —  
Equity securities with readily determinable fair value 63,445   55,379   8,066   —  
Mortgage loans held-for-sale 333,883   —   279,157   54,726  
Loans held-for-investment 129,593   —   80,373   49,220  
MSRs 190,938   —   —   190,938  
Nonqualified deferred compensation assets 17,902   —   17,902   —  
Derivative assets 208,957   —   201,808   7,149  
Total $ 6,218,842   $ 63,415   $ 5,723,600   $ 431,827  
Derivative liabilities $ 141,705   $ —   $ 141,705   $ —  

December 31, 2024
(In thousands) Total Level 1 Level 2 Level 3
Available-for-sale securities
U.S. Treasury $ 37,907   $ 37,907   $ —   $ —  
U.S. government agencies 44,945   —   44,945   —  
Municipal 184,593   —   62,986   121,607  
Corporate notes 81,162   —   81,162   —  
Mortgage-backed 3,792,875   —   3,792,875   —  
Trading account securities 4,072   —   4,072   —  
Equity securities with readily determinable fair value 215,412   207,346   8,066   —  
Mortgage loans held-for-sale 331,261   —   270,862   60,399  
Loans held-for-investment 158,795   —   123,899   34,896  
MSRs 203,788   —   —   203,788  
Nonqualified deferred compensation assets 16,653   —   16,653   —  
Derivative assets 200,027   —   198,077   1,950  
Total $ 5,271,490   $ 245,253   $ 4,603,597   $ 422,640  
Derivative liabilities $ 241,750   $ —   $ 241,750   $ —  

September 30, 2024
(In thousands) Total Level 1 Level 2 Level 3
Available-for-sale securities
U.S. Treasury $ 98,323   $ 98,323   $ —   $ —  
U.S. government agencies 47,654   —   47,654   —  
Municipal 200,212   —   64,962   135,250  
Corporate notes 80,117   —   80,117   —  
Mortgage-backed 3,485,926   —   3,485,926   —  
Trading account securities 3,472   —   3,472   —  
Equity securities with readily determinable fair value 125,310   117,244   8,066   —  
Mortgage loans held-for-sale 461,067   —   402,004   59,063  
Loans held-for-investment 138,038   —   93,263   44,775  
MSRs 186,308   —   —   186,308  
Nonqualified deferred compensation assets 16,756   —   16,756   —  
Derivative assets 255,662   —   250,520   5,142  
Total $ 5,098,845   $ 215,567   $ 4,452,740   $ 430,538  
Derivative liabilities $ 199,339   $ —   $ 199,339   $ —  

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The aggregate remaining contractual principal balance outstanding as of September 30, 2025, December 31, 2024 and September 30, 2024 for mortgage loans held-for-sale measured at fair value under ASC 825 was $ 339.1 million, $ 335.9 million and $ 462.2 million, respectively, while the aggregate fair value of mortgage loans held-for-sale was $ 333.9 million, $ 331.3 million and $ 461.1 million, for the same respective periods, as shown in the above tables. At September 30, 2025, $ 200,000 of mortgage loans held-for-sale were classified as nonaccrual compared to $ 4.0 million as of December 31, 2024 and $ 2.4 million as of September 30, 2024. Additionally, there were $ 53.8 million of loans past due greater than 90 days and still accruing in the mortgage loans held-for-sale portfolio as of September 30, 2025 compared to $ 59.3 million as of December 31, 2024 and $ 58.4 million as of September 30, 2024. All of the nonaccrual loans and loans past due greater than 90 days and still accruing within the mortgage loans held-for-sale portfolio at September 30, 2025, December 31, 2024, and September 30, 2024 were individual delinquent mortgage loans bought back from GNMA at the unconditional option of the Company as servicer for those loans.

The aggregate remaining contractual principal balance outstanding as of September 30, 2025, December 31, 2024 and September 30, 2024 for loans held-for-investment measured at fair value under ASC 825 was $ 126.4 million, $ 157.8 million and $ 138.8 million, respectively, while the aggregate fair value of loans held-for-investment was $ 129.6 million, $ 158.8 million and $ 138.0 million, respectively, as shown in the above tables.

The changes in Level 3 assets measured at fair value on a recurring basis during the three and nine months ended September 30, 2025 and 2024 are summarized as follows:

Mortgage loans held-for-sale Loans held-for- investment Mortgage
servicing rights Derivative assets
(In thousands) Municipal
Balance at July 1, 2025 $ 116,075   $ 27,168   $ 53,037   $ 193,061   $ 5,548  
Total net (losses) gains included in:
Net income (1)
—   82   ( 663 ) ( 2,123 ) 1,601  
Other comprehensive income or loss ( 937 ) —   —   —   —  
Purchases 14,696   —   —   —   —  

Settlements ( 40 ) ( 7,182 ) ( 11,810 ) —   —  
Net transfers into Level 3
—   34,658   8,656   —   —  
Balance at September 30, 2025 $ 129,794   $ 54,726   $ 49,220   $ 190,938   $ 7,149  

Mortgage loans held-for-sale Loans held-for- investment Mortgage
servicing rights Derivative assets
(In thousands) Municipal
Balance at July 1, 2024 $ 95,792   $ 40,545   $ 45,721   $ 204,610   $ 4,795  
Total net gains (losses) included in:
Net income (1)
—   126   381   ( 18,302 ) 347  
Other comprehensive income or loss 968   —   —   —   —  
Purchases 38,490   —   —   —   —  

Settlements —   ( 8,078 ) ( 7,924 ) —   —  
Net transfers into Level 3 —   26,470   6,597   —   —  
Balance at September 30, 2024 $ 135,250   $ 59,063   $ 44,775   $ 186,308   $ 5,142  

(1) Changes in the balance of mortgage loans held-for-sale, MSRs, and derivative assets related to fair value adjustments are recorded as components of mortgage banking revenue. Changes in the balance of loans held-for-investment related to fair value adjustments are recorded as other non-interest income.

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Mortgage loans held-for-sale Loans held-for- investment Mortgage
servicing rights Derivative Assets
(In thousands) Municipal
Balance at January 1, 2025
$ 121,607   $ 60,399   $ 34,896   $ 203,788   $ 1,950  
Total net (losses) gains included in:
Net income (1)
—   1,534   173   ( 12,850 ) 5,199  
Other comprehensive income or loss ( 8,368 ) —   —   —   —  
Purchases 29,978   —   —   —   —  
Issuances —   —   —   —   —  
Sales —   —   —   —   —  
Settlements ( 13,423 ) ( 76,602 ) ( 24,535 ) —   —  
Net transfers into Level 3
—   69,395   38,686   —   —  
Balance at September 30, 2025 $ 129,794   $ 54,726   $ 49,220   $ 190,938   $ 7,149  

Mortgage loans held-for-sale Loans held-for- investment Mortgage
servicing rights Derivative Assets
(In thousands) Municipal
Balance at January 1, 2024
$ 86,237   $ 26,835   $ 60,670   $ 192,456   $ 4,510  
Total net (losses) gains included in:
Net income (1)
—   398   130   ( 6,148 ) 632  
Other comprehensive income or loss ( 1,700 ) —   —   —   —  
Purchases 56,556   —   —   —   —  

Sales —   —   —   —   —  
Settlements ( 5,843 ) ( 28,687 ) ( 31,436 ) —   —  
Net transfers into Level 3 —   60,517   15,411   —   —  
Balance at September 30, 2024 $ 135,250   $ 59,063   $ 44,775   $ 186,308   $ 5,142  

(1) Changes in the balance of mortgage loans held-for-sale, MSRs and derivative assets related to fair value adjustments are recorded as components of mortgage banking revenue. Changes in the balance of loans held-for-investment related to fair value adjustments are recorded as other non-interest income.

Also, the Company may be required, from time to time, to measure certain other assets at fair value on a non-recurring basis in accordance with GAAP. These adjustments to fair value usually result from impairment charges on individual assets. For assets measured at fair value on a non-recurring basis that were still held in the balance sheet at the end of the period, the following table provides the carrying value of the related individual assets or portfolios at September 30, 2025:

September 30, 2025 Three Months Ended September 30, 2025
Fair Value Losses Recognized, net
Nine Months Ended September 30, 2025
Fair Value Losses Recognized, net

(In thousands) Total Level 1 Level 2 Level 3
Individually assessed loans - foreclosure probable and collateral-dependent $ 124,966   $ —   $ —   $ 124,966   $ 21,509   $ 42,664  
Other real estate owned (1)
24,832   —   —   24,832   —   816  
Total $ 149,798   $ —   $ —   $ 149,798   $ 21,509   $ 43,480  

(1) Net fair value losses recognized on other real estate owned include valuation adjustments and charge-offs during the respective period.

Individually assessed loans —In accordance with ASC 326, the allowance for credit losses for loans and other financial assets
held at amortized cost should be measured on a collective or pooled basis when such assets exhibit similar risk characteristics. In instances in which a financial asset does not exhibit similar risk characteristics to a pool, the Company is required to measure such allowance for credit losses on an individual asset basis. For the Company’s loan portfolio, nonaccrual loans are considered to not exhibit similar risk characteristics as pools and thus are individually assessed. Credit losses are measured by estimating the fair value of the loan based on the present value of expected cash flows, the market price of the loan, or the fair value of the underlying collateral. Individually assessed loans are considered a fair value measurement where an allowance for credit loss is established based on the fair value of collateral. Appraised values on relevant real estate properties, which may require adjustments to market-based valuation inputs, are generally used on foreclosure probable and collateral-dependent loans within the real estate portfolios.

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The Company’s Managed Assets Division is primarily responsible for the valuation of Level 3 inputs of individually assessed loans. For more information on individually assessed loans refer to Note (7) “Allowance for Credit Losses” in Item 1 of this report. At September 30, 2025, the Company had $ 125.0 million of individually assessed loans classified as Level 3. All of the $ 125.0  million of individually assessed loans were measured at fair value based on the underlying collateral of the loan as shown in the table above.

Other real estate owned —Other real estate owned is comprised of real estate acquired in partial or full satisfaction of loans and is included in other assets. Other real estate owned is recorded at its estimated fair value less estimated selling costs at the date of transfer, with any excess of the related loan balance over the fair value less expected selling costs charged to the allowance for loan losses. Subsequent changes in value are reported as adjustments to the carrying amount and are recorded in other non-interest expense. Gains and losses upon sale, if any, are also charged to other non-interest expense. Fair value is generally based on third party appraisals and internal estimates that are adjusted by a discount representing the estimated cost of sale and is therefore considered a Level 3 valuation.

The Company’s Managed Assets Division is primarily responsible for the valuation of Level 3 inputs for other real estate owned. At September 30, 2025, the Company had $ 24.8 million of other real estate owned classified as Level 3. The unobservable input applied to other real estate owned relates to the 10 % reduction to the appraisal value representing the estimated cost of sale of the foreclosed property. A higher discount for the estimated cost of sale results in a decreased carrying value.

The valuation techniques and significant unobservable inputs used to measure both recurring and non-recurring Level 3 fair value measurements at September 30, 2025 were as follows:

(Dollars in thousands) Fair Value Valuation Methodology Significant Unobservable Input Input / Range of Inputs Weighted
Average
of Inputs Impact to valuation
from an increased or
higher input value
Measured at fair value on a recurring basis:
Municipal securities $ 129,794   Bond pricing Equivalent rating BBB-AA+ N/A Increase
Mortgage loans held-for-sale 54,726   Discounted cash flows Discount rate 5.14 %
5.14 % Decrease
Credit discount 0 % - 26 %
1.29 % Decrease
Loans held-for-investment 49,220   Discounted cash flows Discount rate 5.14 % - 6.00 %
5.14 % Decrease
Credit discount 0 % - 26 %
1.88 % Decrease
Constant prepayment rate (CPR) - current loans 9.44 %
9.44 % Decrease
Average life - delinquent loans (in years) 1.6 years - 11.7 years
5.8 years Decrease
MSRs 190,938   Discounted cash flows Discount rate 5 % - 20 %
10.43 % Decrease
Constant prepayment rate (CPR) 0 % - 86 %
9.44 % Decrease
Cost of servicing $ 70 - $ 200
$ 76   Decrease
Cost of servicing - delinquent $ 200 - 1,000
$ 386   Decrease
Derivatives 7,149   Discounted cash flows Pull-through rate 6 % - 100 %
84.88   % Increase
Measured at fair value on a non-recurring basis:
Individually assessed loans - foreclosure probable and collateral-dependent 124,966   Appraisal value Appraisal adjustment - cost of sale 10 % 10.00 % Decrease
Other real estate owned 24,832   Appraisal value Appraisal adjustment - cost of sale 10 % 10.00 % Decrease

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The Company is required under applicable accounting guidance to report the fair value of all financial instruments on the Consolidated Statements of Condition, including those financial instruments carried at cost. The table below presents the carrying amounts and estimated fair values of the Company’s financial instruments as of the dates shown:

At September 30, 2025 At December 31, 2024 At September 30, 2024
Carrying Fair Carrying Fair Carrying Fair
(In thousands) Value Value Value Value Value Value
Financial Assets:
Cash and cash equivalents $ 565,469   $ 565,469   $ 458,536   $ 458,536   $ 731,128   $ 731,128  

Interest-bearing deposits with banks 3,422,452   3,422,452   4,409,753   4,409,753   3,648,117   3,648,117  
Available-for-sale securities 5,274,124   5,274,124   4,141,482   4,141,482   3,912,232   3,912,232  
Held-to-maturity securities 3,438,406   2,860,970   3,613,263   2,910,550   3,677,420   3,121,820  
Trading account securities —   —   4,072   4,072   3,472   3,472  
Equity securities with readily determinable fair value 63,445   63,445   215,412   215,412   125,310   125,310  
FHLB and FRB stock, at cost 282,755   282,755   281,407   281,407   266,908   266,908  
Brokerage customer receivables —   —   18,102   18,102   16,662   16,662  
Mortgage loans held-for-sale, at fair value 333,883   333,883   331,261   331,261   461,067   461,067  
Loans held-for-investment, at fair value 129,593   129,593   158,795   158,795   138,038   138,038  
Loans held-for-investment, at amortized cost 51,933,889   51,255,561   47,896,242   47,070,249   46,929,409   46,081,849  
Nonqualified deferred compensation assets 17,902   17,902   16,653   16,653   16,756   16,756  
Derivative assets 208,957   208,957   200,027   200,027   255,662   255,662  
Accrued interest receivable and other 587,274   587,274   563,625   563,625   588,594   588,594  
Total financial assets $ 66,258,149   $ 65,002,385   $ 62,308,630   $ 60,779,924   $ 60,770,775   $ 59,367,615  
Financial Liabilities:
Non-maturity deposits $ 46,292,925   $ 46,292,925   $ 43,092,318   $ 43,092,318   $ 41,406,393   $ 41,406,393  
Deposits with stated maturities 10,418,456   10,424,097   9,420,031   9,423,976   9,998,573   9,985,778  
FHLB advances 3,151,309   3,185,090   3,151,309   3,153,524   3,171,309   3,334,183  
Other borrowings 579,328   579,479   534,803   534,406   647,043   646,272  
Subordinated notes 298,536   295,974   298,283   286,683   298,188   289,260  
Junior subordinated debentures 253,566   253,591   253,566   253,588   253,566   253,662  
Derivative liabilities 141,705   141,705   241,750   241,750   199,339   199,339  
Accrued interest payable 69,453   69,453   48,364   48,364   75,254   75,254  
Total financial liabilities $ 61,205,278   $ 61,242,314   $ 57,040,424   $ 57,034,609   $ 56,049,665   $ 56,190,141  

Not all the financial instruments listed in the table above are subject to the disclosure provisions of ASC Topic 820, as certain assets and liabilities result in their carrying value approximating fair value. These include cash and cash equivalents, interest-bearing deposits with banks, brokerage customer receivables, FHLB and FRB stock, accrued interest receivable and accrued interest payable and non-maturity deposits.

The following methods and assumptions were used by the Company in estimating fair values of financial instruments that were not previously disclosed.

Held-to-maturity securities — Held-to-maturity securities include U.S. government-sponsored agency securities, municipal bonds issued by various municipal government entities primarily located in the Chicago metropolitan area, southern Wisconsin, and west Michigan and mortgage-backed securities. Fair values for held-to-maturity securities are typically based on prices obtained from independent pricing vendors. In accordance with ASC 820, the Company has generally categorized these held-to-maturity securities as a Level 2 fair value measurement. Fair values for certain other held-to-maturity securities are based on the bond pricing methodology discussed previously related to certain available-for-sale securities. In accordance with ASC 820, the Company has categorized these held-to-maturity securities as a Level 3 fair value measurement.

Loans held-for-investment, at amortized cost — Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are analyzed by type (commercial, residential real estate, etc.) and category within each type (construction, non-construction, franchise lending etc.). Each category is further segmented by interest rate type (fixed and variable). The fair value of both fixed and variable rate loans is estimated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates that reflect credit and interest rate risks inherent in the loan. In accordance with ASC 820, the Company has categorized loans as a Level 3 fair value measurement.
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Deposits with stated maturities — The fair value of certificates of deposit is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently in effect for deposits of similar remaining maturities. In accordance with ASC 820, the Company has categorized deposits with stated maturities as a Level 3 fair value measurement.

FHLB advances — The fair value of FHLB advances is calculated using a discounted cash flow analysis based on current market rates of similar maturity debt securities to discount cash flows. In accordance with ASC 820, the Company has categorized FHLB advances as a Level 3 fair value measurement.

Subordinated notes — The fair value of the subordinated notes is based on a market price obtained from an independent pricing vendor. In accordance with ASC 820, the Company has categorized subordinated notes as a Level 2 fair value measurement.

Junior subordinated debentures — The fair value of the junior subordinated debentures is based on the discounted value of contractual cash flows. In accordance with ASC 820, the Company has categorized junior subordinated debentures as a Level 3 fair value measurement.

(16) Stock-Based Compensation Plans

As of September 30, 2025, approximately 2,184,000 shares were available for future grants, assuming the maximum number of shares are issued for the performance awards outstanding, approved under the Company Stock Incentive Plans (“the Plans”). Descriptions of the Plans are included in Note (18) “Stock Compensation Plans and Other Employee Benefit Plans” of the 2024 Form 10-K.

Stock-based compensation expense recognized in the Consolidated Statements of Income was $ 10.1 million in the third quarter of 2025 and $ 9.5 million in the third quarter of 2024, and $ 30.6 million and $ 27.6 million in the nine months ended September 30, 2025 and 2024, respectively.

A summary of the Plans’ stock option activity for the nine months ended September 30, 2025 and September 30, 2024 is presented below:

Stock Options Common
Shares Weighted
Average
Strike Price Remaining
Contractual
Term   (1)
Intrinsic
Value  (2)
(in thousands)

Outstanding at January 1, 2025
10,825   $ 43.76  
Granted —   —  
Exercised ( 5,150 ) 42.61  
Forfeited or canceled —   —  
Outstanding at September 30, 2025
5,675   $ 44.81   3.0 $ 497  
Exercisable at September 30, 2025
5,675   $ 44.81   3.0 $ 497  

Stock Options Common
Shares Weighted
Average
Strike Price Remaining
Contractual
Term (1)
Intrinsic
Value  (2)
(in thousands)

Outstanding at January 1, 2024
13,100   $ 42.76  

Granted —   —  
Exercised ( 775 ) 32.26  
Forfeited or canceled —   —  
Outstanding at September 30, 2024
12,325   $ 43.42   3.7 $ 802  
Exercisable at September 30, 2024
12,325   $ 43.42   3.7 $ 802  

(1) Represents the remaining weighted average contractual life in years.
(2) Aggregate intrinsic value represents the total pre-tax intrinsic value (i.e., the difference between the Company’s stock price on the last trading day of the quarter and the option exercise price, multiplied by the number of shares) that would have been received by the option holders if they had exercised their options on the last day of the quarter. Options with exercise prices above the stock price on the last trading day of the quarter are excluded from the calculation of intrinsic value. The intrinsic value will change based on the fair market value of the Company’s stock.

The aggregate intrinsic value of options exercised during the nine months ended September 30, 2025 and September 30, 2024, was approximately $ 467,000 and $ 50,000 , respectively. Cash received from option exercises under the Plans for the nine months ended September 30, 2025 and September 30, 2024 was approximately $ 220,000 and $ 25,000 , respectively.

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A summary of the Plans’ restricted share activity for the nine months ended September 30, 2025 and September 30, 2024 is presented below:

Nine months ended September 30, 2025 Nine months ended September 30, 2024
Restricted Shares Common
Shares Weighted
Average
Grant-Date
Fair Value Common
Shares Weighted
Average
Grant-Date
Fair Value
Outstanding at January 1 880,866   $ 90.95   746,123   $ 79.60  
Granted 256,762   133.15   405,506   99.78  
Vested and issued ( 218,276 ) 94.41   ( 238,002 ) 70.14  
Forfeited or canceled ( 24,156 ) 109.48   ( 17,885 ) 92.77  
Outstanding at September 30
895,196   $ 101.71   895,742   $ 90.99  
Vested, but deferred, at September 30
101,820   $ 55.31   100,281   $ 54.19  

A summary of the Plans’ performance-based stock award activity, based on the target level of the awards, for the nine months ended September 30, 2025 and September 30, 2024 is presented below:

Nine months ended September 30, 2025 Nine months ended September 30, 2024
Performance-based Stock Common
Shares Weighted
Average
Grant-Date
Fair Value Common
Shares Weighted
Average
Grant-Date
Fair Value
Outstanding at January 1 454,017   $ 93.57   553,026   $ 79.69  
Granted 88,257   134.58   111,398   100.44  
Added by performance factor at vesting 75,461   96.51   96,952   58.78  
Vested and issued ( 230,957 ) 95.26   ( 296,243 ) 58.76  
Forfeited or canceled ( 8,218 ) 107.24   ( 5,304 ) 95.77  
Outstanding at September 30
378,560   $ 102.35   459,829   $ 93.61  
Vested, but deferred, at September 30
13,283   $ 40.87   21,688   $ 44.21  

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(17) Accumulated Other Comprehensive Income or Loss and Earnings Per Share

Accumulated Other Comprehensive Income or Loss

The following tables summarize the components of other comprehensive income or loss, including the related income tax effects, and the related amount reclassified to net income for the periods presented:

(In thousands) Accumulated
Unrealized (Losses) Gains
on Securities Accumulated
Unrealized Gains (Losses) on
Derivative
Instruments Accumulated
Foreign
Currency
Translation
Adjustments Total
Accumulated
Other
Comprehensive (Loss) Income
Balance at July 1, 2025 $ ( 369,968 ) $ 53,920   $ ( 50,185 ) $ ( 366,233 )
Other comprehensive income (loss) during the period, net of tax, before reclassifications 55,886   ( 754 ) ( 7,423 ) 47,709  
Amount reclassified from accumulated other comprehensive income or loss into net income, net of tax ( 199 ) 3,922   —   3,723  
Amount reclassified from accumulated other comprehensive income or loss related to amortization of unrealized gains on investment securities transferred to held-to-maturity from available-for-sale, net of tax ( 7 ) —   —   ( 7 )
Net other comprehensive income (loss) during the period, net of tax $ 55,680   $ 3,168   $ ( 7,423 ) $ 51,425  
Balance at September 30, 2025 $ ( 314,288 ) $ 57,088   $ ( 57,608 ) $ ( 314,808 )

Balance at January 1, 2025 $ ( 429,580 ) $ ( 11,227 ) $ ( 67,528 ) $ ( 508,335 )
Other comprehensive income during the period, net of tax, before reclassifications 115,227   56,523   9,920   181,670  
Amount reclassified from accumulated other comprehensive income or loss into net income, net of tax 88   11,792   —   11,880  
Amount reclassified from accumulated other comprehensive income or loss related to amortization of unrealized gains on investment securities transferred to held-to-maturity from available-for-sale, net of tax ( 23 ) —   —   ( 23 )
Net other comprehensive income during the period, net of tax $ 115,292   $ 68,315   $ 9,920   $ 193,527  
Balance at September 30, 2025 $ ( 314,288 ) $ 57,088   $ ( 57,608 ) $ ( 314,808 )

Balance at July 1, 2024 $ ( 424,172 ) $ ( 36,304 ) $ ( 51,722 ) $ ( 512,198 )
Other comprehensive income during the period, net of tax, before reclassifications 124,478   77,308   3,204   204,990  
Amount reclassified from accumulated other comprehensive income or loss into net income, net of tax ( 39 ) 15,080   —   15,041  
Amount reclassified from accumulated other comprehensive income or loss related to amortization of unrealized gains on investment securities transferred to held-to-maturity from available-for-sale, net of tax ( 10 ) —   —   ( 10 )
Net other comprehensive income during the period, net of tax $ 124,429   $ 92,388   $ 3,204   $ 220,021  
Balance at September 30, 2024 $ ( 299,743 ) $ 56,084   $ ( 48,518 ) $ ( 292,177 )

Balance at January 1, 2024 $ ( 350,697 ) $ 32,049   $ ( 42,583 ) $ ( 361,231 )
Other comprehensive income (loss) during the period, net of tax, before reclassifications 51,916   ( 20,715 ) ( 5,935 ) 25,266  
Amount reclassified from accumulated other comprehensive income or loss into net income, net of tax ( 905 ) 44,750   —   43,845  
Amount reclassified from accumulated other comprehensive income or loss related to amortization of unrealized gains on investment securities transferred to held-to-maturity from available-for-sale, net of tax ( 57 ) —   —   ( 57 )
Net other comprehensive income (loss) during the period, net of tax $ 50,954   $ 24,035   $ ( 5,935 ) $ 69,054  
Balance at September 30, 2024 $ ( 299,743 ) $ 56,084   $ ( 48,518 ) $ ( 292,177 )

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(In thousands) Amount Reclassified from Accumulated Other Comprehensive Income or Loss for the
Details Regarding the Component of Accumulated Other Comprehensive Income or Loss Three Months Ended Nine Months Ended Impacted Line on the
Consolidated Statements of Income
September 30, September 30,
2025 2024 2025 2024
Accumulated unrealized (losses) gains on securities
Gains included in net income $ 269   $ 45   $ ( 119 ) $ 1,223   Gains on investment securities, net
269   45   ( 119 ) 1,223   Income before taxes
Tax effect ( 70 ) ( 6 ) 31   ( 318 ) Income tax expense
Net of tax $ 199   $ 39   $ ( 88 ) $ 905   Net income

Accumulated unrealized gains on derivative instruments
Amount reclassified to interest income on loans $ 8,625   $ 23,704   $ 25,911   $ 72,027   Interest on Loans
Amount reclassified to interest expense on deposits ( 3,325 ) ( 3,325 ) ( 9,975 ) ( 11,307 ) Interest on deposits

( 5,300 ) ( 20,379 ) ( 15,936 ) ( 60,720 ) Income before taxes
Tax effect 1,378   5,299   4,144   15,970   Income tax expense
Net of tax $ ( 3,922 ) $ ( 15,080 ) $ ( 11,792 ) $ ( 44,750 ) Net income

Earnings per Share

The following table shows the computation of basic and diluted earnings per share for the periods indicated:

Three Months Ended Nine Months Ended
(Dollars in thousands, except per share data) September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024
Net income $ 216,254   $ 170,001   $ 600,820   $ 509,683  
Less: Preferred stock dividends 13,295   6,991   27,277   20,973  
Less: Preferred stock redemption 14,046   —   14,046   —  
Net income applicable to common shares (A) $ 188,913   $ 163,010   $ 559,497   $ 488,710  

Weighted average common shares outstanding (B) 66,952   64,888   66,871   62,743  
Effect of dilutive potential common shares
Common stock equivalents 1,028   1,053   945   934  
Weighted average common shares and effect of dilutive potential common shares (C) 67,980   65,941   67,816   63,677  
Net income per common share:
Basic (A/B) $ 2.82   $ 2.51   $ 8.37   $ 7.79  
Diluted (A/C) $ 2.78   $ 2.47   $ 8.25   $ 7.67  

Potentially dilutive common shares can result from stock options, restricted stock unit awards and shares to be issued under the Employee Stock Purchase Plan and the Directors Deferred Fee and Stock Plan, being treated as if they had been either exercised or issued, computed by application of the treasury stock method. While potentially dilutive common shares are typically included in the computation of diluted earnings per share, potentially dilutive common shares are excluded from this computation in periods in which the effect of inclusion would either reduce the loss per share or increase the income per share.

At the January 2025 meeting of the Board of Directors of the Company (the “Board of Directors”), a quarterly cash dividend of $ 0.50 per share ($ 2.00 on an annualized basis) was declared. It was paid on February 20, 2025 to shareholders of record as of February 6, 2025. At the April 2025 meeting of the Board of Directors, a quarterly cash dividend of $ 0.50 per share ($ 2.00 on an annualized basis) was declared. It was paid on May 22, 2025 to shareholders of record as of May 8, 2025. At the July 2025 meeting of Board of Directors, a quarterly cash dividend of $ 0.50 ($ 2.00 on annualized basis) per share was declared. It was paid on August 21, 2025, to shareholders of record as of August 7, 2025.

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ITEM 2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of the financial condition of Wintrust Financial Corporation and its subsidiaries (collectively, “Wintrust” or the “Company”) as of September 30, 2025 compared with December 31, 2024 and September 30, 2024, and the results of operations for the three and nine month periods ended September 30, 2025 and September 30, 2024, should be read in conjunction with the unaudited consolidated financial statements and notes contained in this report and the risk factors discussed under Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (“2024 Form 10-K”) and in Part II, Item 1A, of this Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties and, as such, future results could differ significantly from management’s current expectations. See the last section of this discussion for further information on forward-looking statements.

Introduction

Wintrust is a financial holding company that provides traditional community and commercial banking services and offers a full array of wealth management services, primarily to customers in the Chicago metropolitan area, southern Wisconsin, northwest Indiana, and west Michigan, and operates other financing businesses on a national basis and in Canada through several non-bank businesses.

Overview

Third Quarter Highlights

The Company recorded net income of $216.3 million for the third quarter of 2025 compared to $170.0 million in the third quarter of 2024. The results for the third quarter of 2025 demonstrate increased net interest income due to growth in earning assets as well as the Company’s ability to navigate disruptions in the current economic environment during the period due to the Company’s strong deposit franchise and balanced business model. Partially offsetting the increase in net interest income was an increase in non-interest expense. The increase in non-interest expense was a result of additional expenses to support growth. Comprehensive income includes 1) net income as presented on the Company’s Consolidated Statements of Income and 2) other comprehensive income or loss from unrealized gains and losses on the Company’s available-for-sale investment securities portfolios and derivative contracts designated as cash flow hedges as well as foreign currency translation adjustments. Comprehensive income totaled $267.7 million for the third quarter of 2025 compared to $390.0 million for the third quarter of 2024.

The Company increased its loan portfolio from $47.1 billion at September 30, 2024 and $48.1 billion at December 31, 2024 to $52.1 billion at September 30, 2025. The increase in the current period compared to the prior periods was a result of growth in several portfolios, including the commercial, commercial real estate, residential real estate loans held for investment portfolios, and insurance premium finance receivable portfolios. For more information regarding changes in the Company’s loan portfolio, see Financial Condition – Interest Earning Assets and Note (6) “Loans” of the Consolidated Financial Statements in Item 1 of this report.

The Company recorded net interest income of $567.0 million in the third quarter of 2025 compared to $502.6 million in the third quarter of 2024. This increase in net interest income recorded in the third quarter of 2025 compared to the third quarter of 2024 resulted primarily from growth in earning assets, specifically a $5.5 billion increase in average loans. Net interest margin was 3.48% (3.50% on a fully taxable-equivalent basis, non-GAAP) in the third quarter of 2025 compared to 3.49% (3.51% on a fully taxable-equivalent basis, non-GAAP) in the third quarter of 2024. The net interest margin remained essentially the same as declines in yields of most asset classes were substantially offset by reductions in funding costs (see “Net Interest Income” for further detail).

Non-interest income totaled $130.8 million in the third quarter of 2025 compared to $113.1 million in the third quarter of 2024. The increase is primarily due to an increase in mortgage banking revenue of $8.5 million, an increase of service charges on deposit accounts of $3.4 million, and an increase in income from fees from covered call options of $4.6 million in the third quarter of 2025 compared to the third quarter of 2024. This was partially offset by a decrease in foreign currency remeasurement losses of $1.1 million compared to the third quarter of 2024 (see “Non-Interest Income” for further detail).

Non-interest expense totaled $380.0 million in the third quarter of 2025, an increase of $19.3 million, or 5%, compared to the third quarter of 2024. This increase compared to the third quarter of 2024 was primarily attributable to increased salaries and
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employee benefits of $8.4 million and increased software and equipment expenses of $3.5 million (see “Non-Interest Expense” for further detail).

Management considers the maintenance of adequate liquidity to be important to the management of risk. Accordingly, during the third quarter of 2025, the Company continued its practice of maintaining appropriate funding capacity to provide the Company with adequate liquidity for its ongoing operations. In this regard, the Company benefited from its strong deposit base, a liquid investment portfolio and its access to funding from a variety of external funding sources, including the Company’s issuance of an additional series of preferred stock during the second quarter of 2025. See “Shareholders’ Equity”, “Deposits” and “Other Funding Sources” for additional information regarding liquidity sources.

RESULTS OF OPERATIONS

Earnings Summary
The Company’s key operating measures and growth rates for the three and nine months ended September 30, 2025, as compared to the same period last year, are shown below:

Three Months Ended
(Dollars in thousands, except per share data) September 30,
2025 September 30,
2024 Percentage (%) or
Basis Point (bp) Change
Net income $ 216,254   $ 170,001  27  %
Pre-tax income, excluding provision for credit losses (non-GAAP) (1)
317,809   255,043  25 

Net income per common share—Diluted 2.78   2.47  13 
Net revenue (2)
697,837   615,730  13 
Net interest income 567,010   502,583  13 
Net interest margin 3.48   % 3.49  % (1) bps
Net interest margin - fully taxable-equivalent (non-GAAP) (1)
3.50   3.51  (1)
Net overhead ratio (3)
1.45   1.62  (17)

Return on average assets 1.26   1.11  15 
Return on average common equity 11.58   11.63  (5)
Return on average tangible common equity (non-GAAP) (1)
13.74   13.92  (18)

Nine months ended
(Dollars in thousands, except per share data) September 30,
2025 September 30,
2024 Percentage (%) or
Basis Point (bp) Change
Net income $ 600,820   $ 509,683  18    %
Pre-tax income, excluding provision for credit losses (non-GAAP) (1)
884,149   778,076  14 

Net income per common share—Diluted 8.25   7.67  7 
Net revenue (2)
2,011,728   1,812,261  11 
Net interest income 1,640,178   1,437,387  14 
Net interest margin 3.51   % 3.52  % (1) bps
Net interest margin - fully taxable-equivalent (non-GAAP) (1)
3.53   3.54  (1)
Net overhead ratio (3)
1.53   1.52  1 

Return on average assets 1.22   1.17  5 
Return on average common equity 11.94   12.52  (58)
Return on average tangible common equity (non-GAAP) (1)
14.28   14.69  (41)
At end of period
Total assets $ 69,629,638   $ 63,788,424  9  %
Total loans, excluding loans held-for-sale 52,063,482   47,067,447  11 
Total loans, including loans held-for-sale 52,397,365   47,528,514  10 
Total deposits 56,711,381   51,404,966  10 
Total shareholders’ equity 7,045,757   6,399,714  10 

Book value per common share (1)
98.87   90.06  10 
Tangible common book value per share (1)
85.39   76.15  12 
Market price per common share 132.44   108.53  22 

Allowance for loan and unfunded lending-related commitment losses to total loans 0.87   % 0.93  % (6)  bps

(1) See following section titled “Supplemental Non-GAAP Financial Measures/Ratios” for additional information on this performance measure/ratio.
(2) Net revenue is net interest income plus non-interest income.
(3) The net overhead ratio is calculated by netting total non-interest expense and total non-interest income, annualizing this amount, and dividing by that period’s total average assets. A lower ratio indicates a higher degree of efficiency.

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Certain returns, yields, performance ratios, and quarterly growth rates are “annualized” throughout this report to represent an annual time period. This is done for analytical purposes to better discern for decision-making purposes underlying performance trends when compared to full-year or year-over-year amounts. For example, balance sheet growth rates are most often expressed in terms of an annual rate. As such, 5% growth during a quarter would represent an annualized growth rate of 20%.

SUPPLEMENTAL NON-GAAP FINANCIAL MEASURES/RATIOS

The accounting and reporting policies of Wintrust conform to generally accepted accounting principles (“GAAP”) in the United States and prevailing practices in the banking industry. However, certain non-GAAP performance measures and ratios are used by management to evaluate and measure the Company’s performance. These include taxable-equivalent net interest income (including its individual components), taxable-equivalent net interest margin (including its individual components), the taxable-equivalent efficiency ratio, tangible common equity ratio, tangible book value per common share, return on average tangible common equity and pre-tax income, excluding provision for credit losses. Management believes that these measures and ratios provide users of the Company’s financial information a more meaningful view of the performance of the Company’s interest-earning assets and interest-bearing liabilities and of the Company’s operating efficiency. Other financial holding companies may define or calculate these measures and ratios differently.

Management reviews yields on certain asset categories and the net interest margin of the Company and its banking subsidiaries on a fully taxable-equivalent (“FTE”) basis. In this non-GAAP presentation, net interest income is adjusted to reflect tax-exempt interest income on an equivalent before-tax basis using tax rates effective as of the end of the period. This measure ensures comparability of net interest income arising from both taxable and tax-exempt sources. Net interest income on a FTE basis is also used in the calculation of the Company’s efficiency ratio. The efficiency ratio, which is calculated by dividing non-interest expense by total taxable-equivalent net revenue (less securities gains or losses), measures how much it costs to produce one dollar of revenue. Securities gains or losses are excluded from this calculation to better match revenue from daily operations to operational expenses. Management considers the tangible common equity ratio and tangible book value per common share as useful measurements of the Company’s equity. The Company references the return on average tangible common equity as a measurement of profitability. Management considers pre-tax income, excluding provision for credit losses as a useful measurement of the Company’s core net income.

A reconciliation of certain non-GAAP performance measures and ratios used by the Company to evaluate and measure the Company’s performance to the most directly comparable GAAP financial measures is shown below:
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Three Months Ended Nine Months Ended
  September 30, June 30, September 30, September 30, September 30,
(Dollars and shares in thousands) 2025 2025 2024 2025 2024
Reconciliation of Non-GAAP Net Interest Margin and Efficiency Ratio:
(A) Interest Income (GAAP) $ 963,834   $ 920,908  $ 908,604  $ 2,771,707   $ 2,564,096 
Taxable-equivalent adjustment:
 - Loans
2,154   2,200  2,474  6,560   7,025 
 - Liquidity management assets 675   680  668  2,045   1,785 
 - Other earning assets —   —  2  3   10 
(B) Interest Income (non-GAAP) $ 966,663   $ 923,788  $ 911,748  $ 2,780,315   $ 2,572,916 
(C) Interest Expense (GAAP) 396,824   374,214  406,021  1,131,529   1,126,709 
(D) Net Interest Income (GAAP) (A minus C) 567,010   546,694  502,583  1,640,178   1,437,387 
(E) Net Interest Income, fully taxable-equivalent (non-GAAP) (B minus C) 569,839   549,574  505,727  1,648,786   1,446,207 

Net interest margin (GAAP) 3.48   % 3.52  % 3.49  % 3.51   % 3.52  %
Net interest margin, fully taxable-equivalent (non-GAAP) 3.50   3.54  3.51  3.53   3.54 
(F) Non-interest income $ 130,827   $ 124,089  $ 113,147  $ 371,550   $ 374,874 
(G) Gains on investment securities, net 2,972   650  3,189  6,818   233 
(H) Non-interest expense 380,028   381,461  360,687  1,127,579   1,034,185 
Efficiency ratio (H/(D+F-G)) 54.69   % 56.92  % 58.88  % 56.24   % 57.07  %
Efficiency ratio (non-GAAP) (H/(E+F-G)) 54.47   56.68  58.58  56.00   56.80 

Reconciliation of Non-GAAP Tangible Common Equity Ratio:
Total shareholders’ equity (GAAP) $ 7,045,757   $ 7,225,696  $ 6,399,714 

Less: Non-convertible preferred stock (GAAP) (425,000) (837,500) (412,500)
Less: Acquisition-related intangible assets (GAAP) (902,936) (908,639) (924,646)
(I) Total tangible common shareholders’ equity (non-GAAP) $ 5,717,821   $ 5,479,557  $ 5,062,568 
(J) Total assets (GAAP) $ 69,629,638   $ 68,983,318  $ 63,788,424 
Less: Acquisition-related intangible assets (GAAP) (902,936) (908,639) (924,646)
(K) Total tangible assets (non-GAAP) $ 68,726,702   $ 68,074,679  $ 62,863,778 
Common equity to assets ratio (GAAP) (L/J) 9.5   % 9.3  % 9.4  %
Tangible common equity ratio (non-GAAP) (I/K) 8.3   8.0  8.1 

Reconciliation of Non-GAAP Tangible Book Value per Common Share:
Total shareholders’ equity $ 7,045,757   $ 7,225,696  $ 6,399,714 
Less: Preferred stock (425,000) (837,500) (412,500)
(L) Total common equity $ 6,620,757   $ 6,388,196  $ 5,987,214 
(M) Actual common shares outstanding 66,961   66,938  66,482 
Book value per common share (L/M) $ 98.87   $ 95.43  $ 90.06 
Tangible book value per common share (non-GAAP) (I/M) 85.39   81.86  76.15 

Reconciliation of Non-GAAP Return on Average Tangible Common Equity:
(N) Net income applicable to common shares $ 188,913   $ 188,536  $ 163,010  $ 559,497   $ 488,710 
Add: Acquisition-related intangible asset amortization 5,196   5,580  4,042  16,394   6,322 
Less: Tax effect of acquisition-related intangible asset amortization (1,403) (1,495) (1,087) (4,328) (1,682)
After-tax acquisition-related intangible asset amortization $ 3,793   $ 4,085  $ 2,955  $ 12,066   $ 4,640 
(O) Tangible net income applicable to common shares (non-GAAP) $ 192,706   $ 192,621  $ 165,965  $ 571,563   $ 493,350 
Total average shareholders’ equity $ 6,955,543   $ 6,862,040  $ 5,990,429  $ 6,761,319   $ 5,628,346 
Less: Average preferred stock (483,288) (599,313) (412,500) (498,626) (412,500)
(P) Total average common shareholders’ equity $ 6,472,255   $ 6,262,727  $ 5,577,929  $ 6,262,693   $ 5,215,846 
Less: Average acquisition-related intangible assets (906,032) (910,924) (833,574) (910,972) (730,216)
(Q) Total average tangible common shareholders’ equity (non-GAAP) $ 5,566,223   $ 5,351,803  $ 4,744,355  $ 5,351,721   $ 4,485,630 
Return on average common equity, annualized (N/P) 11.58   % 12.07  % 11.63  % 11.94   % 12.52  %
Return on average tangible common equity, annualized (non-GAAP) (O/Q) 13.74   14.44  13.92  14.28   14.69 

Reconciliation of Non-GAAP Pre-Tax, Pre-Provision Income:
Income before taxes $ 296,041   $ 267,088  $ 232,709  $ 816,184   $ 694,008 
Add: Provision for credit losses 21,768   22,234  22,334  67,965   84,068 
Pre-tax income, excluding provision for credit losses (non-GAAP) $ 317,809   $ 289,322  $ 255,043  $ 884,149  $ 778,076 

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Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30, September 30,
(Dollars and shares in thousands, except per share data) 2025 2025 2024 2025 2024
Reconciliation of Non-GAAP Net Income per Common Share:
Net income $ 216,254   $ 195,527  $ 170,001  $ 600,820   $ 509,683 
Preferred stock dividends 13,295   6,991  6,991  27,277   20,973 
Preferred stock redemption 14,046   —  —  14,046   — 
(R) Net income applicable to common shares $ 188,913   $ 188,536  $ 163,010  $ 559,497   $ 488,710 
(S) Weighted average common shares outstanding 66,952   66,931  64,888  66,871   62,743 
Dilutive potential common shares 1,028   888  1,053  945   934 
(T) Average common shares and dilutive common shares 67,980   67,819  65,941  67,816   63,677 
Net income per common share - Basic (R/S) $ 2.82   $ 2.82  $ 2.51  $ 8.37   $ 7.79 
Net income per common share - Diluted (R/T) $ 2.78   $ 2.78  $ 2.47  $ 8.25   $ 7.67 
Preferred stock series F excess one-time extended first dividend $ 4,927   $ —  $ —  $ 4,927   $ — 
Preferred stock redemption 14,046   —  —  14,046   — 
(U) Total non-recurring preferred stock offering impact (non-GAAP) $ 18,973   $ —  $ —  $ 18,973   $ — 
Net income per common share - Basic (non-GAAP) (R+U)/S $ 3.11   $ 2.82  $ 2.51  $ 8.65   $ 7.79 
Net income per common share - Diluted (non-GAAP) (R+U)/T $ 3.06   $ 2.78  $ 2.47  $ 8.53   $ 7.67 

Critical Accounting Estimates

The Company’s Consolidated Financial Statements are prepared in accordance with GAAP in the United States, prevailing practices of the banking industry, and the application of accounting policies of which are described in Note (1) “Summary of Significant Accounting Policies” to the Consolidated Financial Statements in Item 8 of the Company’s 2024 Form 10-K. These policies require numerous estimates and strategic or economic assumptions, which may prove inaccurate or subject to variations. Changes in underlying factors, assumptions or estimates could have a material impact on the Company’s future financial condition and results of operations. At September 30, 2025, management views critical accounting estimates to include the determination of the allowance for credit losses, estimations of fair value, the valuations required for impairment testing of goodwill, the valuation and accounting for derivative instruments and income taxes as the accounting areas that require the most subjective and complex judgments, and as such could be most subject to revision as new information becomes available. These estimates were reviewed with the Audit Committee of the Board of Directors.

Allowance for Credit Losses, including the Allowance for Loan Losses, Allowance for Losses on Lending-Related Commitments and Allowance for Held-to-Maturity Debt Securities

The allowance for credit losses represents management’s estimate of expected credit losses over the life of a financial asset carried at amortized cost. Determining the amount of the allowance for credit losses is considered a critical accounting estimate because it requires significant judgment and the use of estimates related to the fair value of the underlying collateral and amount and timing of expected future cash flows on individually assessed financial assets, estimated credit losses on pools of loans with similar risk characteristics, and consideration of reasonable and supportable forecasts of macroeconomic conditions, all of which are susceptible to significant change. At September 30, 2025, the loan and held-to-maturity debt securities portfolios represent 80% of the total assets on the Company’s consolidated balance sheet. The Company also maintains an allowance for lending-related commitments, specifically unfunded loan commitments and letters of credit, which relates to certain amounts the Company is committed to lend (not unconditionally cancelable) but for which funds have not yet been disbursed.

Key macroeconomic variable data points that are significant inputs into our credit loss models for the commercial and commercial real estate portfolios are the Baa corporate credit spread as well as the Dow Jones Total Stock Market Index specifically for the commercial portfolio and the Commercial Real Estate Price Index (“CREPI”) specifically related to the commercial real estate portfolio. Holding all other inputs constant, the table below shows the impact of changes in these key macroeconomic variable data points on the estimate of allowance for credit losses.

Impact to estimated allowance for credit losses from an increased or higher input value
Baa Credit Spread Increases
Dow Jones Total Stock Market Index Decreases
CRE Price Index Decreases

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Holding all other inputs constant, the following table provides a sensitivity analysis for the commercial and commercial real estate portfolios based on a 20 basis point change in Baa credit spreads from the assumption utilized in the estimate of that portfolio’s allowance for credit losses at September 30, 2025:

Baa Credit Spread
Narrows Widens
Commercial Decreases estimate by 10%-15% Increases estimate by 10%-15%
Commercial Real Estate:
Construction Decreases estimate by 15%-20% Increases estimate by 15%-20%
Non-Construction Decreases estimate by 5%-6% Increases estimate by 5%-6%

Holding all other inputs constant, the following table provides a sensitivity analysis for the commercial portfolio based on a 10% change in the Dow Jones Total Stock Market Index from the assumption utilized in the estimate of that portfolio’s allowance for credit losses at September 30, 2025:

Dow Jones Total Stock Market Index
Increases Decreases
Commercial Decreases estimate by 5%-10% Increases estimate by 5%-10%

Holding all other inputs constant, the following table provides a sensitivity analysis for the commercial real estate construction and non-construction portfolios based on a 10% change in CREPI from the assumption utilized in the estimate of that portfolio’s allowance for credit losses at September 30, 2025:

CRE Price Index
Increases Decreases
Commercial Real Estate:
Construction Decreases estimate by 30%-35% Increases estimate by 145%-150%
Non-Construction Decreases estimate by 25%-30% Increases estimate by 40%-45%

See Note (7) “Allowance for Credit Losses” to the Consolidated Financial Statements in Item 1 of this report and the section titled “Credit Quality” in Item 2 of this report for a description of the methodology used to determine the allowance for credit losses.

For a more detailed discussion on these critical accounting estimates, see “Summary of Critical Accounting Estimates” beginning on page 57 of the 2024 Form 10-K.

Net Income

Net income for the quarter ended September 30, 2025 totaled $216.3 million, an increase of $46.3 million, or 27%, compared to the quarter ended September 30, 2024. On a per share basis, net income for the third quarter of 2025 totaled $2.78 per diluted common share compared to $2.47 for the third quarter of 2024.

The increase in net income for the third quarter of 2025 as compared to the same period in the prior year is primarily attributable to increased net interest income and an increase in non-interest income, partially offset by increased non-interest expense primarily due to increased salary and employee benefits expenses, increased software and equipment expenses and amortization of intangible assets and other acquisition-related expenses that were not applicable in the same period in the prior year. See “Net Interest Income,” “Non-interest Income,” “Non-interest Expense” and “Credit Quality” for further detail.

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Net Interest Income

The primary source of the Company’s revenue is net interest income. Net interest income is the difference between interest income and fees on earning assets, such as loans and securities, and interest expense on the liabilities to fund those assets, including interest-bearing deposits and other borrowings. The amount of net interest income is affected by both changes in the level of interest rates, and the amount and composition of earning assets and interest bearing liabilities.

Quarter Ended September 30, 2025 compared to the Quarters Ended June 30, 2025 and September 30, 2024

The following table presents a summary of the Company’s average balances, net interest income and related net interest margins, including a calculation on a fully taxable-equivalent basis, for the third quarter of 2025 as compared to the second quarter of 2025 (sequential quarters) and third quarter of 2024 (linked quarters):

  Average Balance
for three months ended, Interest
for three months ended, Yield/Rate
for three months ended,
(Dollars in thousands) Sep 30,
2025 Jun 30,
2025 Sep 30,
2024 Sep 30,
2025 Jun 30,
2025 Sep 30,
2024 Sep 30,
2025 Jun 30,
2025 Sep 30,
2024
Interest-bearing deposits with banks, securities purchased under resale agreements and cash equivalents (1)
$ 3,276,683   $ 3,308,199  $ 2,413,728  $ 35,067   $ 34,593  $ 32,885  4.25   % 4.19  % 5.42  %
Investment securities (2)
9,377,930   8,801,560  8,276,576  87,101   78,733  70,260  3.68   3.59  3.38 
FHLB and FRB stock 282,338   282,001  263,707  5,444   5,393  5,451  7.65   7.67  8.22 
Liquidity management assets (3) (8)
$ 12,936,951   $ 12,391,760  $ 10,954,011  $ 127,612   $ 118,719  $ 108,596  3.91   % 3.84  % 3.94  %
Other earning assets (3) (4) (8)
—   —  17,542  —   —  282  —   —  6.38 
Mortgage loans held-for-sale 295,365   310,534  376,251  4,757   4,872  6,233  6.39   6.29  6.59 
Loans, net of unearned
income (3) (5) (8)
51,403,566   49,517,635  45,920,586  834,294   800,197  796,637  6.44   6.48  6.90 

Total earning assets (8)
$ 64,635,882   $ 62,219,929  $ 57,268,390  $ 966,663   $ 923,788  $ 911,748  5.93   % 5.96  % 6.33  %
Allowance for loan and investment security losses (410,681) (398,685) (383,736)
Cash and due from banks 495,292   478,707  467,333 
Other assets 3,582,543   3,540,394  3,563,296 
Total assets
$ 68,303,036   $ 65,840,345  $ 60,915,283 

NOW and interest-bearing demand deposits $ 6,687,292   $ 6,423,050  $ 5,174,673  $ 40,448   $ 37,517  $ 30,971  2.40   % 2.34  % 2.38  %
Wealth management deposits 1,604,142   1,552,989  1,362,747  8,415   8,182  10,158  2.08   2.11  2.97 
Money market accounts 19,431,021   18,184,754  16,436,111  169,831   155,890  167,382  3.47   3.44  4.05 
Savings accounts 6,723,325   6,578,698  6,096,746  38,844   37,637  42,892  2.29   2.29  2.80 
Time deposits 10,319,719   9,841,702  9,598,109  98,308   94,244  110,616  3.78   3.84  4.58 
Interest-bearing deposits $ 44,765,499   $ 42,581,193  $ 38,668,386  $ 355,846   $ 333,470  $ 362,019  3.15   % 3.14  % 3.72  %
Federal Home Loan Bank advances 3,151,310   3,151,310  3,178,973  26,007   25,724  26,254  3.27   3.27  3.29 
Other borrowings 614,892   593,657  622,792  6,887   6,957  9,013  4.44   4.70  5.76 
Subordinated notes 298,481   298,398  298,135  3,717   3,735  3,712  4.94   5.02  4.95 
Junior subordinated debentures 253,566   253,566  253,566  4,367   4,328  5,023  6.83   6.85  7.88 
Total interest-bearing liabilities
$ 49,083,748   $ 46,878,124  $ 43,021,852  $ 396,824   $ 374,214  $ 406,021  3.21   % 3.20  % 3.75  %
Non-interest-bearing deposits 10,791,709   10,643,798  10,271,613 
Other liabilities 1,472,036   1,456,383  1,631,389 
Equity 6,955,543   6,862,040  5,990,429 
Total liabilities and shareholders’ equity
$ 68,303,036   $ 65,840,345  $ 60,915,283 
Interest rate spread (6) (8)
2.72   % 2.76  % 2.58  %
Less: Fully taxable-equivalent adjustment (2,829) (2,880) (3,144) (0.02) (0.02) (0.02)
Net free funds/contribution (7)
$ 15,552,134   $ 15,341,805  $ 14,246,538  0.78   0.78  0.93 
Net interest income/margin (GAAP) (8)
$ 567,010   $ 546,694  $ 502,583  3.48   % 3.52  % 3.49  %
Fully taxable-equivalent adjustment 2,829   2,880  3,144  0.02   0.02  0.02 
Net interest income/margin, fully taxable-equivalent (non-GAAP) (8)
$ 569,839   $ 549,574  $ 505,727  3.50   % 3.54  % 3.51  %

(1) Includes interest-bearing deposits with banks and securities purchased under resale agreements with original maturities of greater than three months. Cash equivalents include federal funds sold and securities purchased under resale agreements with original maturities of three months or less.
(2) Investment securities includes investment securities classified as available-for-sale and held-to-maturity, and equity securities with readily determinable fair values. Equity securities without readily determinable fair values are included within other assets.
(3) Interest income on tax-advantaged loans, trading securities and investment securities reflects a tax-equivalent adjustment based on the marginal federal corporate tax rate in effect as of the applicable period. The total adjustments for the three months ended September 30, 2025, June 30, 2025 and September 30, 2024 were $2.8 million, $2.9 million and $3.1 million, respectively.
(4) Other earning assets include brokerage customer receivables and trading account securities.
(5) Loans, net of unearned income, include nonaccrual loans.
(6) Interest rate spread is the difference between the yield earned on earning assets and the rate paid on interest-bearing liabilities.
(7) Net free funds are the difference between total average earning assets and total average interest-bearing liabilities. The estimated contribution to net interest margin from net free funds is calculated using the rate paid for total interest-bearing liabilities.
(8) See “Supplemental Non-GAAP Financial Measures/Ratios” for additional information on this performance measure/ratio.
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For the third quarter of 2025, net interest income totaled $567.0 million, an increase of $20.3 million as compared to the second quarter of 2025, and an increase of $64.4 million as compared to the third quarter of 2024. Net interest margin was 3.48% (3.50% on a FTE basis, non-GAAP) during the third quarter of 2025 compared to 3.52% (3.54% on a FTE basis, non-GAAP) during the second quarter of 2025, and 3.49% (3.51% on a FTE basis, non-GAAP) during the third quarter of 2024.

The following table presents a summary of the Company’s net interest income and related net interest margin, including a calculation on a fully taxable-equivalent basis, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024:

  Average Balance
for nine months ended,
Interest
for nine months ended,
Yield/Rate
for nine months ended,

(Dollars in thousands) September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024
Interest-bearing deposits with banks, securities purchased under resale agreements and cash equivalents (1)
$ 3,367,419   $ 1,720,387  $ 106,605   $ 69,310  4.23   % 5.38  %
Investment securities (2)
8,866,621   8,276,711  238,540   210,834  3.60   3.40 
FHLB and FRB stock 282,016   249,375  16,144   14,903  7.65   7.98 
Liquidity management assets (3) (8)
$ 12,516,056   $ 10,246,473  $ 361,289   $ 295,047  3.86   % 3.85  %
Other earning assets (3) (4) (8)
4,332   15,966  92   715  2.84   5.98 
Mortgage loans held-for-sale 297,568   338,061  13,875   15,813  6.23   6.25 
Loans, net of unearned income (3) (5) (8)
49,597,938   43,963,779  2,405,059   2,261,341  6.48   6.87 

Total earning assets (8)
$ 62,415,894   $ 54,564,279  $ 2,780,315   $ 2,572,916  5.96   % 6.30  %
Allowance for loan and investment security losses (395,041) (368,713)
Cash and due from banks 483,543   450,899 
Other assets 3,594,449   3,367,882 
Total assets $ 66,098,845   $ 58,014,347 

NOW and interest-bearing demand deposits $ 6,387,859   $ 5,279,697  $ 111,565   $ 98,586  2.34   % 2.49  %
Wealth management deposits 1,577,312   1,467,886  25,203   30,913  2.14   2.81 
Money market accounts 18,405,748   15,398,045  472,095   460,466  3.43   3.99 
Savings accounts 6,594,716   5,923,205  112,404   123,026  2.28   2.77 
Time deposits 9,859,196   8,435,172  288,282   284,263  3.91   4.50 
Interest-bearing deposits $ 42,824,831   $ 36,504,005  $ 1,009,549   $ 997,254  3.15   % 3.65  %
Federal Home Loan Bank advances 3,151,310   3,002,228  77,172   73,099  3.27   3.25 
Other borrowings 597,016   612,627  20,636   26,961  4.62   5.88 
Subordinated notes 298,396   381,813  11,166   14,384  5.00   5.03 
Junior subordinated debentures 253,566   253,566  13,006   15,011  6.86   7.91 
Total interest-bearing liabilities $ 47,125,119   $ 40,754,239  $ 1,131,529   $ 1,126,709  3.21   % 3.69  %
Non-interest-bearing deposits 10,722,772   10,041,972 
Other liabilities 1,489,635   1,589,790 
Equity 6,761,319   5,628,346 
Total liabilities and shareholders’ equity $ 66,098,845   $ 58,014,347 
Interest rate spread (6) (8)
2.75   % 2.61  %
Less: Fully taxable-equivalent adjustment (8,608) (8,820) (0.02) (0.02)
Net free funds/contribution (7)
$ 15,290,775   $ 13,810,040  0.78   0.93 
Net interest income/margin (GAAP) (8)
$ 1,640,178   $ 1,437,387  3.51   % 3.52  %
Fully taxable-equivalent adjustment 8,608   8,820  0.02   0.02 
Net interest income/margin, fully taxable-equivalent (non-GAAP) (8)
$ 1,648,786   $ 1,446,207  3.53   % 3.54  %

(1) Includes interest-bearing deposits with banks and securities purchased under resale agreements with original maturities of greater than three months. Cash equivalents include federal funds sold and securities purchased under resale agreements with original maturities of three months or less.
(2) Investment securities includes investment securities classified as available-for-sale and held-to-maturity, and equity securities with readily determinable fair values. Equity securities without readily determinable fair values are included within other assets.
(3) Interest income on tax-advantaged loans, trading securities and investment securities reflects a taxable-equivalent adjustment based on a marginal federal corporate tax rate in effect as of the applicable period. The total adjustments for the nine months ended September 30, 2025 and September 30, 2024 were $8.6 million and $8.8 million, respectively.
(4) Other earning assets include brokerage customer receivables and trading account securities.
(5) Loans, net of unearned income, include nonaccrual loans.
(6) Interest rate spread is the difference between the yield earned on earning assets and the rate paid on interest-bearing liabilities.
(7) Net free funds are the difference between total average earning assets and total average interest-bearing liabilities. The estimated contribution to net interest margin from net free funds is calculated using the rate paid for total interest-bearing liabilities.
(8) See “Supplemental Non-GAAP Financial Measures/Ratios” for additional information on this performance ratio.

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Analysis of Changes in Net Interest Income on a FTE basis (non-GAAP)

The following table presents an analysis of the changes in the Company’s net interest income on a FTE basis (non-GAAP) comparing the three month ended September 30, 2025 to each of the three month periods ended June 30, 2025 and September 30, 2024 and nine month periods ended September 30, 2025 and 2024. The reconciliations set forth the changes in the net interest income on a FTE basis (non-GAAP) as a result of changes in volumes, changes in rates and differing number of days in each period:

Third Quarter
of 2025
Compared to
Second Quarter
of 2025
Third Quarter
of 2025
Compared to
Third Quarter
of 2024
First Nine Months of 2025
Compared to
First Nine Months of 2024

(In thousands)
Net interest income, FTE basis (non-GAAP) (1) for comparative period
$ 549,574   $ 505,727   $ 1,446,207  
Change due to mix and growth of earning assets and interest-bearing liabilities (volume) 20,005   60,831   194,709  
Change due to interest rate fluctuations (rate) (5,713) 3,281   13,168  
Change due to number of days in each period 5,973   —   (5,298)
Less: FTE adjustment (2,829) (2,829) (8,608)
Net interest income (GAAP) (1) for the period ended September 30, 2025
$ 567,010   $ 567,010   $ 1,640,178  
FTE adjustment 2,829   2,829   8,608  
Net interest income, FTE basis (non-GAAP) (1)
$ 569,839   $ 569,839   $ 1,648,786  

(1) See “Supplemental Non-GAAP Financial Measures/Ratios” for additional information on this performance measure/ratio.

Non-interest Income

The following table presents non-interest income by category for the periods presented:

Three Months Ended $
Change %
Change
(Dollars in thousands) September 30,
2025 September 30,
2024
Brokerage $ 4,426   $ 6,139  $ (1,713) (28) %
Trust and asset management 32,762   31,085  1,677  5 
Total wealth management (1)
37,188   37,224  (36) 0 
Mortgage banking 24,451   15,974  8,477  53 
Service charges on deposit accounts 19,825   16,430  3,395  21 
Gains on investment securities, net 2,972   3,189  (217) (7)
Fees from covered call options 5,619   988  4,631  NM
Trading gains (losses), net 172   (130) 302  NM
Operating lease income, net 15,466   15,335  131  1 
Other:
Interest rate swap fees 3,909   2,914  995  34 
BOLI 1,591   1,517  74  5 
Administrative services 1,240   1,450  (210) (14)
Foreign currency remeasurement (losses) gains (416) 696  (1,112) NM
Changes in fair value on EBOs and loans held-for-investment 1,452   518  934  NM
Early pay-offs of capital leases 519   532  (13) (2)
Miscellaneous 16,839   16,510  329  2 
Total Other 25,134   24,137  997  4 
Total Non-interest Income $ 130,827   $ 113,147  $ 17,680  16  %

(1) Wealth management revenue is comprised of the trust and asset management revenue of Wintrust Private Trust Company, N.A. (“WPTC”) and Great Lakes Advisors, the brokerage commissions, managed money fees and insurance product commissions at Wintrust Investments and fees from tax-deferred like-kind exchange services provided by CDEC.
NM - Not Meaningful.
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Nine Months Ended $
Change %
Change
(Dollars in thousands) September 30,
2025 September 30,
2024
Brokerage $ 13,395   $ 17,283  $ (3,888) (22) %
Trust and asset management 94,656   90,169  4,487  5 
Total wealth management (1)
108,051   107,452  599  1 
Mortgage banking 68,150   72,761  (4,611) (6)
Service charges on deposit accounts 58,689   46,787  11,902  25 
Gains on investment securities, net 6,818   233  6,585  NM
Fees from covered call options 14,689   7,891  6,798  86 
Trading gains, net 259   617  (358) (58)
Operating lease income, net 45,919   43,383  2,536  6 
Other:
Interest rate swap fees 9,188   9,134  54  1 
BOLI 4,644   4,519  125  3 
Administrative services 3,948   3,989  (41) (1)
Foreign currency remeasurement gains (losses) 59   (620) 679  NM
Changes in fair value on EBOs and loans held-for-investment 2,007   683  1,324  NM
Early pay-offs of capital leases 1,687   1,355  332  25 
Miscellaneous 47,442   76,690  (29,248) (38)
Total Other 68,975   95,750  (26,775) (28)
Total Non-interest Income $ 371,550   $ 374,874  $ (3,324) (1) %

(1) Wealth management revenue is comprised of the trust and asset management revenue of the WPTC and Great Lakes Advisors, the brokerage commissions, managed money fees and insurance product commissions at Wintrust Investments and fees from tax-deferred like-kind exchange services provided by CDEC.
  NM - Not Meaningful.

Notable contributions to the change in non-interest income are as follows:

Mortgage banking revenue increased for the three months ended September 30, 2025 as compared to the same period in 2024 due to higher production revenue and improved valuation adjustments in the MSRs. On a year-to-date basis, mortgage banking revenue decreased for the nine months ended September 30, 2025 as compared to the same period in 2024 as a result of lower production volume and net revenue related to lower MSR activity and valuation adjustments. Mortgage banking revenue includes revenue from activities related to originating, selling and servicing residential real estate loans for the secondary market. A main factor in the mortgage banking revenue recognized by the Company is the volume of mortgage loans originated or purchased for sale and the related production margins. Mortgage loans originated for sale totaled $643.4 million in the third quarter of 2025 as compared to $766.8 million in the third quarter of 2024. On a year-to-date basis, mortgage loans originated for sale totaled $1.8 billion for the nine months ended September 30, 2025 as compared to $2.0 billion for nine months ended September 30, 2024. The slight decrease in linked quarter originations was driven by a slight uptick in rates offset by slightly higher inventory levels. The percentage of origination volume from refinancing activities was 23% and 24% for the three and nine months ended September 30, 2025, as compared to 28% and 22%, for the same periods in 2024, respectively.

The Company records MSRs at fair value on a recurring basis. For the three months ended September 30, 2025, the fair value of the MSRs portfolio decreased as a result of an unfavorable fair value adjustment of $2.3 million as well as a reduction in value of $5.6 million due to payoffs, paydowns and repurchases of the existing portfolio partially offset by r etained servicing rights led to capitalization of $5.8 million. For the nine months ended September 30, 2025, the fair value of the MSRs portfolio decreased due to an unfavorable fair value adjustment of $13.8 million as well as a reduction in value of $15.9 million due to payoffs and paydowns and repurchases of the existing portfolio partially offset by retained servicing rights led to capitalization of $16.8 million. See Note (9) “Mortgage Servicing Rights (“MSRs”)” to the Consolidated Financial Statements in Item 1 of this report for a summary of the changes in the carrying value of MSRs.

Mortgage banking revenue is also impacted by changes in the fair value of derivative contracts held to economically hedge a portion of the fair value adjustments related to the Company’s MSRs portfolio. The change in fair value of the derivative contracts held as an economic hedge was a favorable $265,000 and $7.7 million for the three and nine months ended September 30, 2025 compared to a favorable $6.9 million and $3.5 million for the three and nine months ended September 30, 2024.
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Service charges on deposits increased for the three and nine months ended September 30, 2025 as compared to the same periods in 2024 primarily as a result of increased commercial account analysis service fees. Service charges on deposit accounts include fees charged to deposit customers for various services, including account analysis services, and are based on factors such as the size and type of customer, type of product and number of transactions. The fees are based on a standard schedule of fees and, depending on the nature of the service performed, the service is performed at a point in time or over a period of a month.

The Company recognized net gains on investment securities for the three and nine months ended September 30, 2025 of $3.0 million and $6.8 million, respectively. The Company recognized net gains on investment securities for the three and nine months ended September 30, 2024 of $3.2 million and $233,000, respectively. The net gains for the three and nine months ended September 30, 2025 were primarily due to unrealized gains on the Company’s equity investment securities with a readily determinable fair value recorded in the first and second quarter of 2025. See Note (5) “Investment Securities” to the Consolidated Financial Statements in Item 1 of this report for more information on net gains and losses on investment securities.

Fees from covered call options for the three and nine months ended September 30, 2025 increased $4.6 million and $6.8 million, respectively, when compared to the same periods in the prior year. The increased income was primarily because the Company sold more options than in the comparative periods. The Company has typically written call options with terms of less than three months against certain U.S. Treasury and agency securities held in its portfolio for liquidity and other purposes. Management has effectively entered into these transactions with the goal of economically hedging security positions and enhancing its overall return on its investment portfolio. These option transactions are designed to increase the total return associated with holding certain investment securities and do not qualify as hedges pursuant to accounting guidance. There were no outstanding call option contracts at September 30, 2025 and 2024.

Miscellaneous non-interest income includes loan servicing fees, income from other investments, and other fees. This category of income increased $329,000 and decreased $29.2 million for the three and nine months ended September 30, 2025, respectively, compared to the same periods in 2024. For the nine months ended September 30, 2025, miscellaneous income decreased compared to the same period in 2024 primarily due to a $20.0 million gain recognized in the first quarter of 2024 related to the sale of the Company’s Retirement Benefits Advisors (“RBA”) division within its wealth management business as well as a $4.6 million gain recognized in the second quarter of 2024 on the sale of premium finance receivables.
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The table below presents additional selected information regarding mortgage banking for the respective periods.

Three Months Ended   Nine Months Ended
(Dollars in thousands) September 30,
2025 September 30,
2024 September 30,
2025 September 30,
2024
Originations:
Retail originations $ 505,793   $ 527,408  $ 1,378,020   $ 1,403,306 

Veterans First originations 137,600   239,369  407,372   561,270 
Total originations for sale (A) $ 643,393   $ 766,777  $ 1,785,392   $ 1,964,576 
Originations for investment 351,012   218,984  991,115   663,561 
Total originations $ 994,405   $ 985,761  $ 2,776,507   $ 2,628,137 
As percentage of originations for sale:
Retail originations 79   % 69  % 77   % 71  %
Veterans First originations 21   31  23   29 
Purchases 77   % 72  % 76   % 78  %
Refinances 23   28  24   22 

Production Margin:
Production revenue (B) (1)
$ 15,388   $ 13,113  $ 38,709   $ 41,538 
Total originations for sale (A) $ 643,393   $ 766,777  $ 1,785,392   $ 1,964,576 
Add: Current period end mandatory interest rate lock commitments to fund originations for sale (2)
307,932   272,072  307,932   272,072 
Less: Prior period end mandatory interest rate lock commitments to fund originations for sale (2)
163,664   222,738  103,946   119,624 
Total mortgage production volume (C) $ 787,661   $ 816,111  $ 1,989,378   $ 2,117,024 
Production margin (B/C) 1.95   % 1.61  % 1.95   % 1.96  %
Mortgage Servicing:
Loans serviced for others (D) $ 12,524,131   $ 12,253,361 
MSRs, at fair value (E) 190,938   186,308 
Percentage of MSRs to loans serviced for others (E/D) 1.52   % 1.52  %
Servicing income $ 10,112   $ 10,809  $ 31,243   $ 31,893 
MSR Fair Value Asset Activity
MSR - FV at Beginning of Period $ 193,061   $ 204,610  $ 203,788   $ 192,456 

MSR - current period capitalization 5,829   6,357  16,834   19,959 
MSR - collection of expected cash flows - paydowns (1,554) (1,598) (4,660) (4,546)
MSR - collection of expected cash flows - payoffs and repurchases (4,050) (5,730) (11,196) (12,702)
MSR - changes in fair value model assumptions (2,348) (17,331) (13,828) (8,859)
MSR Fair Value at end of period $ 190,938   $ 186,308  $ 190,938   $ 186,308 
Summary of Mortgage Banking Revenue
Operational:
Production revenue (1)
$ 15,388   $ 13,113  $ 38,709   $ 41,538 
MSR - Current period capitalization 5,829   6,357  16,834   19,959 
MSR - Collection of expected cash flows - paydowns (1,554) (1,598) (4,660) (4,546)
MSR - Collection of expected cash flows - pay offs (4,050) (5,730) (11,196) (12,702)
Servicing Income 10,112   10,809  31,243   31,893 
Other Revenue (345) (67) (596) (46)
Total operational mortgage banking revenue $ 25,380   $ 22,884  $ 70,334   $ 76,096 
Fair Value:
MSR - changes in fair value model assumptions $ (2,348) $ (17,331) $ (13,828) $ (8,859)
Gain on derivative contract held as an economic hedge, net 265   6,892  7,697   3,543 
Changes in FV on early buy-out loans guaranteed by US Govt (HFS) 1,154   3,529  3,947   1,981 
Total fair value mortgage banking revenue $ (929) $ (6,910) $ (2,184) $ (3,335)
Total mortgage banking revenue $ 24,451   $ 15,974  $ 68,150   $ 72,761 
    
(1) Production revenue represents revenue earned from the origination and subsequent sale of mortgages, including gains on loans sold and fees from originations, changes in other related financial instruments carried at fair value, processing and other related activities, and excludes servicing fees, changes in the fair value of servicing rights and changes to the mortgage recourse obligation and other non-production revenue.
(2) Certain volume adjusted for the estimated pull-through rate of the loan, which represents the Company’s best estimate of the likelihood that a committed loan will ultimately fund.
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Non-interest Expense

The following table presents non-interest expense by category for the periods presented:

Three Months Ended $
Change %
Change
(Dollars in thousands) September 30,
2025 September 30,
2024
Salaries and employee benefits:
Salaries $ 124,623   $ 118,971  $ 5,652  5  %
Commissions and incentive compensation 56,244   57,575  (1,331) (2)
Benefits 38,801   34,715  4,086  12 
Total salaries and employee benefits 219,668   211,261  8,407  4 
Software and equipment 35,027   31,574  3,453  11 
Operating lease equipment 10,409   10,518  (109) (1)
Occupancy, net 20,809   19,945  864  4 
Data processing 11,329   9,984  1,345  13 
Advertising and marketing 19,027   18,239  788  4 
Professional fees 7,465   9,783  (2,318) (24)
Amortization of other acquisition-related intangible assets 5,196   4,042  1,154  29
FDIC insurance 11,418   10,512  906  9 

OREO expense, net 262   (938) 1,200  NM
Other:
Lending expenses, net of deferred originations costs 6,169   4,995  1,174  24 
Travel and entertainment 6,029   5,364  665  12 
Miscellaneous 27,220   25,408  1,812  7 
Total other 39,418   35,767  3,651  10 
Total Non-interest Expense $ 380,028   $ 360,687  $ 19,341  5  %

NM - Not meaningful.

Nine Months Ended $
Change %
Change
(Dollars in thousands) September 30,
2025 September 30,
2024
Salaries and employee benefits:
Salaries $ 371,714   $ 345,003  $ 26,711  8  %
Commissions and incentive compensation 164,651   160,727  3,924  2 
Benefits 114,370   99,245  15,125  15 
Total salaries and employee benefits 650,735   604,975  45,760  8 
Software and equipment 106,266   88,536  17,730  20 
Operating lease equipment 31,637   32,035  (398) (1)
Occupancy, net 61,815   58,616  3,199  5 
Data processing 34,713   28,779  5,934  21 
Advertising and marketing 50,060   48,715  1,345  3 
Professional fees 25,752   29,303  (3,551) (12)
Amortization of other acquisition-related intangible assets 16,394   6,322  10,072  NM
FDIC insurance 33,315   30,322  2,993  10 
FDIC insurance - special assessment —   5,156  (5,156) (100)
OREO expense, net 1,410   (805) 2,215  NM
Other:
Lending expenses, net of deferred originations costs 16,904   15,408  1,496  10 
Travel and entertainment 17,325   15,301  2,024  13 
Miscellaneous 81,253   71,522  9,731  14 
Total other 115,482   102,231  13,251  13 
Total Non-interest Expense $ 1,127,579   $ 1,034,185  $ 93,394  9  %

NM - Not meaningful.

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Notable contributions to the change in non-interest expense are as follows:
Salaries and employee benefits expense increased for the three and nine months ended September 30, 2025 as compared to the same periods in 2024. The increase was primarily due to annual merit increases.
Software and equipment expense increased for the three and nine months ended September 30, 2025 as compared to the same periods in 2024 as a result of higher software license fees as well as higher computer and software depreciation expense as the Company invests in enhancements to the digital customer experience, upgrades to infrastructure and enhancements to information security capabilities. Software and equipment expense includes furniture, equipment and computer software, depreciation, and repairs and maintenance costs.
Amortization of other acquisition-related intangible assets increased for the three and nine months ended September 30, 2025 compared to the same periods in 2024 as a result of amortization of the core deposit intangible asset associated with the Macatawa acquisition.
FDIC insurance expense increased for the three months and decreased for the nine months ended September 30, 2025 compared to the same period in 2024. For the three months ended September 30, 2025, the increase is primarily due to balance sheet growth as compared to the three months ended September 30, 2024. On a year-to-date basis, the decrease is primarily due to $5.2 million recognized in March 31, 2024 related to the FDIC’s special assessment on uninsured deposits in response to certain bank failures that occurred in 2023.
Miscellaneous non-interest expense includes ATM expenses, correspondent bank charges, directors’ fees, telephone, postage, corporate insurance, dues and subscriptions, problem loan expenses and other miscellaneous operational losses and costs. During the three and nine months ended September 30, 2025, the company incurred $471,000 and $6.1 million in acquisition-related expenses related to the Macatawa acquisition.

Income Taxes

The Company recorded income tax expense of $79.8 million in the third quarter of 2025 compared to $62.7 million in the third quarter of 2024. The effective tax rates were 27.0% in the third quarter of 2025 compared to 26.9% in the third quarter of 2024. During the first nine months of 2025, the Company recorded income tax expense of $215.4 million compared to $184.3 million for the first nine months of 2024. The effective tax rates were 26.4% for the first nine months of 2025 and 26.6% for the first nine months of 2024.

Operating Segment Results

The Company’s operations consist of three primary segments: community banking, specialty finance and wealth management. Refer to Note (13) “Segment Information” to the Consolidated Financial Statements in Item 1 of this report for further information on the Company’s primary segments. The Company’s profitability is primarily dependent on the net interest income, provision for credit losses, non-interest income and operating expenses of its community banking segment.

The community banking segment’s net interest income for the quarter ended September 30, 2025 totaled $452.5 million as compared to $396.9 million for the same period in 2024, an increase of $55.7 million, or 14%. On a year-to-date basis, net interest income for the segment increased by $188.8 million from $1.1 billion for the nine months ended September 30, 2024 to $1.3 billion for the nine months ended September 30, 2025. The increase in the three and nine month periods was primarily attributable to growth in average earning assets coupled with a relatively stable net interest margin. The community banking segment’s non-interest income totaled $82.5 million in the third quarter of 2025, an increase of $16.2 million, or 24%, when compared to the third quarter of 2024 total of $66.3 million. On a year-to-date basis, non-interest income totaled $231.5 million for the nine months ended September 30, 2025, an increase of $18.9 million, or 9%, compared to $212.6 million for the nine months ended September 30, 2024. The increase in the three and nine month periods was primarily the result of an increase in gains recognized on investment securities and increased service charges on deposit accounts. The community banking segment recorded provision for credit losses of $20.1 million and $63.0 million, respectively, for the three and nine months ended September 30, 2025, compared to $20.5 million and $77.2 million, respectively, for the same periods in 2024. The decrease in provision for credit losses for the three and nine month periods was primarily the result of improvements in the forecast for the key macroeconomic variable Baa corporate credit spread coupled with lower net charge-offs . Non-interest expenses increased by $17.5 million and $86.1 million, respectively, for the three and nine months ended September 30, 2025 compared to the same periods in 2024, due to higher salaries, commissions, and incentive compensation along with other segment expenses. The community banking segment’s net income for the quarter ended September 30, 2025 totaled $154.6 million, an increase of $39.4 million as compared to net income in the third quarter of 2024 of $115.2 million. On a year-to-date basis, the net income of the community banking segment for the nine months ended September 30, 2025 totaled $428.0 million as compared to $326.5 million for the nine months ended September 30, 2024.
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The specialty finance segment’s net interest income totaled $97.4 million for the quarter ended September 30, 2025, compared to $88.4 million for the same period in 2024, an increase of $9.0 million, or 10%. The increase for the three and nine month periods was primarily due to higher average balances in premium finance and leasing, and lower funding costs, offset by lower yields on premium finance. On a year-to-date basis, net interest income for the segment increased $15.1 million, or 6%, compared to the same period in 2024. The specialty finance segment’s provision for credit losses totaled $1.7 million and $5.0 million, respectively, for the three and nine months ended September 30, 2025 compared to $1.9 million and $6.9 million, respectively, for the same periods in 2024. The decrease in provision for credit losses for the three and nine month periods was primarily the result of improvement in credit quality within premium finance receivables and improvement in the forecast for the key macroeconomic variable Baa corporate credit spread, impacting lease financing. The specialty finance segment’s non-interest income increased to $32.2 million from $29.6 million for the three months ended September 30, 2025 and 2024, respectively, and stood at $96.8 million and $89.2 million for the nine months ended September 30, 2025 and 2024, respectively. Non-interest expenses increased by $4.8 million and $12.8 million, respectively, for the three and nine months ended September 30, 2025 compared to the same periods in 2024, primarily because of higher employee benefits, commissions, and incentive compensation as well as other segment expenses. Our property and casualty insurance premium finance operations, life insurance finance operations, lease financing operations and accounts receivable finance operations accounted for 47%, 29%, 22% and 2%, respectively, of the net revenues of our specialty finance business for the nine month period ended September 30, 2025. The net income of the specialty finance segment for the quarter ended September 30, 2025 totaled $52.6 million as compared to $46.8 million for the quarter ended September 30, 2024. On a year-to-date basis, the net income of the specialty finance segment for the nine months ended September 30, 2025 totaled $151.7 million as compared to $142.4 million for the nine months ended September 30, 2024.

The wealth management segment reported net interest income of $5.6 million for the third quarter of 2025 compared to $6.9 million in the same quarter of 2024, a decrease of $1.3 million. On a year-to-date basis, net interest income totaled $15.8 million for the first nine months of 2025, as compared to $22.6 million for the first nine months of 2024. Net interest income for this segment is primarily comprised of an allocation of the net interest income earned by the community banking segment on non-interest-bearing and interest-bearing wealth management customer account balances on deposit at the banks. Wealth management customer account balances on deposit at the banks averaged $1.1 billion and $1.5 billion in the first nine months of 2025 and 2024, respectively. This segment recorded non-interest income of $39.7 million for the third quarter of 2025 compared to $37.4 million for the third quarter of 2024. The increase in the three month period was primarily due to higher wealth management revenue driven by an increase in asset valuations. On a year-to-date basis, this segment recorded non-interest income of $113.0 million for the first nine months of 2025 as compared to $131.5 million for the first nine months of 2024. The decrease in the nine month period was primarily due a $20.0 million gain recognized in the first quarter of 2024 related to the sale of the Company’s RBA division within its wealth management business. On a quarter-to-date and year-to-date basis, non-interest expense remained relatively stable for the three and nine month periods ended September 30, 2025 compared to the same periods in 2024. Distribution of wealth management services through each bank continues to be a focus of the Company. The Company is committed to growing the wealth management segment in order to better service its customers and create a more diversified revenue stream. The wealth management segment’s net income totaled $9.1 million for the third quarter of 2025 compared to $8.0 million for the third quarter of 2024. On a year-to-date basis, the wealth management segment’s net income totaled $21.2 million and $40.8 million for the nine month period ended September 30, 2025, and 2024, respectively.

Financial Condition

Total assets were $69.6 billion at September 30, 2025, representing an increase of $5.8 billion, or 9%, when compared to September 30, 2024 and an increase of approximately $646.3 million, or 4% on an annualized basis, when compared to June 30, 2025. Total funding, which includes deposits, all notes and advances, including secured borrowings and the junior subordinated debentures, was $61.0 billion at September 30, 2025, $60.1 billion at June 30, 2025, and $55.8 billion at September 30, 2024. See Notes (5), (6), (10), (11) and (12) of the Consolidated Financial Statements presented under Item 1 of this report for additional period-end detail on the Company’s interest-earning assets and funding liabilities.

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Interest-Earning Assets

The following table sets forth, by category, the composition of average earning asset balances and the relative percentage of total average earning assets for the periods presented:

Three Months Ended
September 30, 2025 June 30, 2025 September 30, 2024
(Dollars in thousands) Balance Percent Balance Percent Balance Percent
Mortgage loans held-for-sale $ 295,365   0   % $ 310,534  0  % $ 376,251  1  %
Loans, net of unearned income
Commercial $ 16,239,631   25   % $ 15,909,323  26  % $ 14,544,139  25  %
Commercial real estate
13,415,933   21   13,095,845  21  12,502,355  22 
Home equity
475,046   1   459,033  1  402,868  1 
Residential real estate
3,974,900   6   3,700,917  6  3,171,131  6 
Premium finance receivables—property & casualty 8,524,414   13   7,762,161  12  7,218,294  13 
Premium finance receivables—life insurance 8,638,561   13   8,455,443  14  7,997,721  14 
Other loans
135,081   1   134,913  0  84,078  0 
Total average loans (1)
$ 51,403,566   80   % $ 49,517,635  80  % $ 45,920,586  81  %
Liquidity management assets (2)
12,936,951   20   12,391,760  20  10,954,011  18 
Other earning assets (3)
—   0   —  0  17,542  0 
Total average earning assets
$ 64,635,882   100   % $ 62,219,929  100  % $ 57,268,390  100  %
Total average assets
$ 68,303,036   $ 65,840,345  $ 60,915,283 
Total average earning assets to total average assets 95   % 95  % 94  %

(1) Total average loans includes nonaccrual loans.
(2) Liquidity management assets include investment securities, other securities, interest earning deposits with banks, federal funds sold and securities purchased under resale agreements.
(3) Other earning assets include brokerage customer receivables and trading account securities.

Mortgage loans held-for-sale. Mortgage loans held-for-sale represents such loans awaiting subsequent sale in the secondary market with such sales eliminating the interest-rate risk associated with these loans, as they are predominantly long-term fixed rate loans, and provide a source of non-interest revenue. The decrease in the average balance for the third quarter of 2025 as compared to the sequential period and prior year periods is primarily due to lower mortgage originations for sale.

Loans, net of unearned income. Growth realized in the combined commercial and commercial real estate loan categories for the third quarter of 2025 as compared to the sequential and prior year periods is primarily attributable to increased business development efforts. The aggregate balances of these loan categories comprised 58% in the third quarter of 2025, 59% in the second quarter of 2025 and 59% of the average loan portfolio in the third quarter of 2024.

Residential real estate loans averaged $4.0 billion in the third quarter of 2025, and increased $803.8 million, or 25%, from the average balance of $3.2 billion in the same period of 2024. Additionally, compared to the quarter ended June 30, 2025, the average balance increased $274.0 million, or 29% on an annualized basis. Growth is due to the Company continuing to originate non-agency mortgages that are held-for-investment.

The increase in the premium finance receivables during the third quarter of 2025 compared to the third quarter of 2024 was the result of effective marketing and customer servicing. Approximately $5.5 billion of premium finance receivables were originated in the third quarter of 2025 compared to $4.8 billion during the same period of 2024. Premium finance receivables consist of a property and casualty portfolio and a life portfolio comprising approximately 50% and 50%, respectively, of the average total balance of premium finance receivables for the third quarter of 2025, and 47% and 53%, respectively, for the third quarter of 2024.

Other loans represent a wide variety of personal and consumer loans to individuals. Consumer loans generally have shorter terms and higher interest rates than mortgage loans but generally involve more credit risk due to the type and nature of the collateral.

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Liquidity management assets. Funds that are not utilized for loan originations are used to purchase investment securities and short term money market investments, to sell as federal funds and to maintain in interest bearing deposits with banks. The balances of these assets can fluctuate based on management’s ongoing effort to manage liquidity and for asset liability management purposes. The Company will continue to prudently evaluate and utilize liquidity sources as needed, including the management of availability with the FHLB and FRB and utilization of the revolving credit facility with unaffiliated banks.

The following table sets forth, by category, the composition of average earning asset balances and the relative percentage of total average earning assets for the periods presented:

Nine Months Ended
September 30, 2025 September 30, 2024
(Dollars in thousands) Balance Percent Balance Percent
Mortgage loans held-for-sale $ 297,568   0   % $ 338,061  1  %
Loans:
Commercial $ 15,840,773   25   % $ 13,728,791  25  %

Commercial real estate
13,149,369   21   11,942,029  22 
Home equity
461,153   1   365,150  1 
Residential real estate
3,740,920   6   2,932,839  5 
Premium finance receivables—property & casualty 7,831,182   13   7,017,145  13 
Premium finance receivables—life insurance 8,448,993   14   7,896,080  14 
Other loans
125,548   0   81,745  0 
Total average loans (1)
$ 49,597,938   80   % $ 43,963,779  80  %
Liquidity management assets (2)
12,516,056   20   10,246,473  19 
Other earning assets (3)
4,332   0   15,966  0 
Total average earning assets
$ 62,415,894   100   % $ 54,564,279  100  %
Total average assets
$ 66,098,845   $ 58,014,347 
Total average earning assets to total average assets 94   % 94  %

(1) Total average loans includes nonaccrual loans.
(2) Liquidity management assets include investment securities, other securities, interest earning deposits with banks, federal funds sold and securities purchased under resale agreements.
(3) Other earning assets include brokerage customer receivables and trading account securities.
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Maturities and Sensitivities of Loans to Changes in Interest Rates

The following table classifies the loan portfolio at September 30, 2025 by date at which the loans reprice or mature, and the type of rate exposure:

As of September 30, 2025 One year or less From one to five years From five to fifteen years After fifteen years
(In thousands) Total
Commercial
Fixed rate $ 465,635   $ 3,851,843   $ 2,154,642   $ 17,113   $ 6,489,233