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First Financial Bancorp. (FFBC)
NASDAQ:FFBC
US Market

First Financial Bancorp (FFBC) Risk Analysis

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Public companies are required to disclose risks that can affect the business and impact the stock. These disclosures are known as “Risk Factors”. Companies disclose these risks in their yearly (Form 10-K), quarterly earnings (Form 10-Q), or “foreign private issuer” reports (Form 20-F). Risk factors show the challenges a company faces. Investors can consider the worst-case scenarios before making an investment. TipRanks’ Risk Analysis categorizes risks based on proprietary classification algorithms and machine learning.

First Financial Bancorp disclosed 42 risk factors in its most recent earnings report. First Financial Bancorp reported the most risks in the “Finance & Corporate” category.

Risk Overview Q4, 2025

Risk Distribution
42Risks
48% Finance & Corporate
21% Macro & Political
12% Legal & Regulatory
7% Tech & Innovation
7% Production
5% Ability to Sell
Finance & Corporate - Financial and accounting risks. Risks related to the execution of corporate activity and strategy
This chart displays the stock's most recent risk distribution according to category. TipRanks has identified 6 major categories: Finance & corporate, legal & regulatory, macro & political, production, tech & innovation, and ability to sell.

Risk Change Over Time

2022
Q4
S&P500 Average
Sector Average
Risks removed
Risks added
Risks changed
First Financial Bancorp Risk Factors
New Risk (0)
Risk Changed (0)
Risk Removed (0)
No changes from previous report
The chart shows the number of risks a company has disclosed. You can compare this to the sector average or S&P 500 average.

The quarters shown in the chart are according to the calendar year (January to December). Businesses set their own financial calendar, known as a fiscal year. For example, Walmart ends their financial year at the end of January to accommodate the holiday season.

Risk Highlights Q4, 2025

Main Risk Category
Finance & Corporate
With 20 Risks
Finance & Corporate
With 20 Risks
Number of Disclosed Risks
42
No changes from last report
S&P 500 Average: 31
42
No changes from last report
S&P 500 Average: 31
Recent Changes
2Risks added
2Risks removed
3Risks changed
Since Dec 2025
2Risks added
2Risks removed
3Risks changed
Since Dec 2025
Number of Risk Changed
3
+3
From last report
S&P 500 Average: 3
3
+3
From last report
S&P 500 Average: 3
See the risk highlights of First Financial Bancorp in the last period.

Risk Word Cloud

The most common phrases about risk factors from the most recent report. Larger texts indicate more widely used phrases.

Risk Factors Full Breakdown - Total Risks 42

Finance & Corporate
Total Risks: 20/42 (48%)Below Sector Average
Share Price & Shareholder Rights2 | 4.8%
Share Price & Shareholder Rights - Risk 1
Our revenues derived from investment securities may be volatile and subject to a variety of risks.
We generally maintain investment securities and trading positions in the fixed income markets. Unrealized gains and losses associated with our investment portfolio and mark-to-market risks associated with our investment portfolio are affected by many factors, including our credit position, interest rate volatility and volatility in capital markets, among other economic factors. Our return on such investments could experience volatility, and such volatility may affect our financial condition and results of operations. If we were required to liquidate our holdings in these investment securities and/or exit positions prior to maturity or prior than we had anticipated, it could result in losses and may affect our financial condition and results of operations. Additionally, accounting regulations may require us to record a charge prior to the actual realization of a loss when market valuations of such securities are impaired and such impairment is considered to be other than temporary. We also have investments in mortgage backed securities, including collateralized mortgage obligations. These securities are participations in pools of loans secured by mortgages under which payments of principal and interest are passed through to security holders. These securities are subject to prepayment risk, particularly during periods of declining interest rates, and extension risk during periods of rising interest rates. Prepayments of the underlying real estate loans may shorten the lives of the securities, thereby affecting yields to maturity and market values. During 2025, the Company realized $22.3 million of losses on investment securities, compared to $22.6 million in 2024. The repositioning of a portion of the investment portfolio accounted for losses of $6.5 million and $13.2 million in 2025 and 2024, respectively, while impairment write-downs on securities with credit deterioration accounted for $8.1 million of losses in 2025 and $9.7 million in 2024. While we do not expect these losses to continue in 2026, these losses are an example of losses experienced as a result of volatility in revenues derived from investment securities.
Share Price & Shareholder Rights - Risk 2
Added
Sales of our securities, or the perception of such sales, by us or holders of our securities in the public market or otherwise could cause the market price of our securities to decline and issuances under additional registration statements would dilute the interest of our shareholders and likely present other risks.
The issuance or sale of our securities in public markets or otherwise, or the perception that such sales may occur, could impact the prevailing market price or demand of our securities. These sales, or the possibility that these sales may occur, also might make it more difficult to issue securities in the future at a time and at a price that we deem appropriate. Further resales of our securities may cause the market price of our securities to drop, even if our business is doing well. The market price of our common stock could decline if holders of our shares sell those shares, including pursuant to a resale registration statement, or the market anticipates such sale by holders. As such, substantial sales of our common stock could occur at any time. Such sales, or the perception or anticipation of such sales, could reduce the demand and market price of our common stock. On November 5, 2025, we filed an automatic shelf registration statement on Form S-3ASR for the issuance of an indeterminate amount of debt securities, capital stock, depositary shares, warrants, rights, stock purchase contracts, and units or a combination thereof. On November 10, 2025, we issued and sold $300.0 million aggregate principal amount of 6.375% Fixed-to-Floating Rate Subordinated Notes due 2035 (the " Subordinated Notes ") under the November 5, 2025 automatic shelf registration statement on Form S-3ASR. We have not issued any other securities under this automatic shelf registration statement. The issuances and sales of our securities described herein may increase the volatility of the market price of our common stock. The sale by holders who were issued common stock, or the perception that these holders will sell the common stock, could result in a decline in the public trading price of our common stock. The issuance of our Subordinated Notes may decrease the demand for our common stock, as holders who purchased the Subordinated Notes may no longer be buyers of our common stock or may consider diversifying their holdings of us by selling shares of our common stock. Additionally, the issuances of these securities may make it more difficult for us to sell equity or equity-related securities in the future at a time and at a price that we might otherwise with effect to sales.
Accounting & Financial Operations6 | 14.3%
Accounting & Financial Operations - Risk 1
Our accounting policies and processes are critical to how we report our financial condition and results of operations. They require management to make estimates about matters that are uncertain.
Accounting policies and processes are fundamental to how we record and report our financial condition and results of operations. Management must exercise judgment in selecting and applying many of these accounting policies and processes so they comply with U.S. GAAP. Management has identified certain accounting policies as being critical because they require management's judgment to ascertain the valuations of assets, liabilities, commitments and contingencies. A variety of factors could affect the ultimate valuation that is made when recording income, recognizing an expense, recovering an asset, valuing an asset or liability or reducing a liability. We have established detailed policies and control procedures that are intended to ensure these critical accounting estimates and judgments are well controlled and applied consistently. In addition, our policies and procedures are intended to ensure that the process for changing methodologies occurs in an appropriate manner. Because of the uncertainty surrounding our judgments and the estimates pertaining to these matters, we cannot guarantee that we will not be required to adjust accounting policies or re-state prior period financial statements. See the "Critical Accounting Estimates" in the Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 1- Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements, in our 2025 Annual Report to Shareholders (included within Exhibit 13 to this Form 10-K) for more information.
Accounting & Financial Operations - Risk 2
Changes in our accounting policies or in accounting standards could materially affect how we report our financial results and condition.
From time to time, the FASB, SEC and other regulatory agencies may change the financial accounting and reporting guidance that governs the preparation of our financial statements. These changes can be hard to predict and can materially impact how we manage, record and report our financial condition and results of operations. In some cases, we could be required to apply a new or revised standard retroactively, resulting in a requirement to restate prior period financial statements.
Accounting & Financial Operations - Risk 3
Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
Our disclosure controls and procedures are designed to reasonably assure that information required to be disclosed by us in reports we file or submit under the Securities Exchange Act of 1934 ("Exchange Act") is accurately accumulated and communicated to management, and recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms. We believe that any disclosure controls and procedures or internal controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of management's system of controls are met. These inherent limitations include the realities that judgments in decision making can be faulty, that alternative reasoned judgments can be drawn, that some information may be reported inaccurately because we must specifically rely upon the person providing such information or that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by an unauthorized override of the controls. Accordingly, because of the inherent limitations in management's system of controls, misstatements due to error or fraud may occur and not be detected.
Accounting & Financial Operations - Risk 4
We may not pay dividends on our common shares.
Holders of our common shares are only entitled to receive such dividends as our Board of Directors may declare out of funds legally available for such payments. Although we have historically declared cash dividends on our common shares, we are not required to do so and may reduce or eliminate our common share dividend in the future. Additionally, our funds to pay dividends on common shares are dependent upon the results of operations and dividends paid to us by the Bank, which are subject to regulatory restrictions. A reduction in our dividend rate could affect the market price of our common shares.
Accounting & Financial Operations - Risk 5
Projections for new business initiatives and strategies may prove inaccurate.
The introduction, implementation, withdrawal, success and timing of business initiatives and strategies, including, but not limited to, the opening of new banking centers or entering into new product lines, may be less successful or may be different than anticipated, which could affect our business, financial condition and the results of our operations. The Bank makes certain projections and develops plans and strategies for its banking and financial products. If we do not accurately forecast demand for our banking and financial products or if technology conversion challenges and/or customer attrition risks delay realization of expected benefits from acquisitions or branch purchases, it could result in us incurring significant expenses without the anticipated increases in revenue, which could result in a material effect on the Bank's business, capital, and/or results of our operations.
Accounting & Financial Operations - Risk 6
Our liquidity is dependent upon our ability to receive dividends from our subsidiaries, which accounts for most of our revenue and could affect our ability to pay dividends, and we may be unable to provide liquidity from other sources.
We are a separate and distinct legal entity from our subsidiaries, notably the Bank. We receive substantially all of our revenue from dividends from our subsidiaries. These dividends are the principal source of funds to pay dividends on our common shares and interest and principal on outstanding debt. Various federal and/or state laws and regulations limit or restrict the amount of dividends that the Bank and certain of our non-bank subsidiaries may pay us. Additionally, if our subsidiaries' earnings are not sufficient to make dividend payments to us while maintaining adequate capital levels, we may not be able to make dividend payments to our common shareholders. As of December 31, 2025, the Bank had $193.6 million available to pay dividends to First Financial without prior regulatory approval. To enhance liquidity, we may borrow under credit facilities or from other sources. Turbulence in the capital and credit markets may cause many lenders and institutional investors to reduce or cease to provide funding to borrowers and, as a result, we may not be able to further increase liquidity through additional borrowings under these market conditions. Limitations on our ability to receive dividends from our subsidiaries or an inability to increase liquidity through additional borrowings, or inability to maintain, renew or replace existing credit facilities, could have a material effect on our liquidity and on our ability to pay dividends on our common shares and interest and principal on our debt. As of December 31, 2025, we had indebtedness of $1.2 billion which was an increase from $1.1 billion in 2024. This increase was primarily a result of the Company's overall balance sheet management strategies subsequent to the Westfield acquisition. If deposits were to decrease, we may need to incur additional indebtedness to ensure that we have adequate levels of liquidity.
Debt & Financing11 | 26.2%
Debt & Financing - Risk 1
Weakness in the secondary market for residential mortgage loans could affect our financial condition and results of operations.
Declines in demand for residential mortgage loans, changed government laws or regulations or other disruptions in the secondary market for residential mortgage loans can limit the market for and liquidity of many mortgage loans that we seek to sell in the secondary market. The effects of these disruptions to the secondary market for residential mortgage loans, as well as reductions in residential real estate market prices and declining home sales, could affect the value of collateral securing mortgage loans that we hold, income generated from mortgage loan originations and profits on sales of mortgage loans in the secondary market. Such conditions could result in higher losses or charge-offs in our mortgage loan portfolio and other lines of business. Declines in real estate values, home sale volumes, financial stress on borrowers as a result of job losses, interest rate resets on adjustable rate mortgage loans or other factors, either independently or in the aggregate could have further effects on borrowers that could result in higher delinquencies and greater charge-offs in future periods, which would affect our financial condition, results of operations, business and/or prospects. A decline in home values or overall economic weakness could also have an impact upon the value of real estate or other assets which we own upon foreclosing a loan and our ability to realize value on any subsequent sale of such assets.
Debt & Financing - Risk 2
Our loan portfolio and investments in mortgage-backed securities consist of a significant number of loans secured by real estate and other assets, the value of which can be affected by national and local market conditions.
We offer a variety of secured loans, including commercial lines of credit, commercial term loans, real estate, construction, home equity, consumer and other loans and hold as investments a number of mortgage-backed securities, including collateralized mortgage obligations. Many of our loans are secured by real estate (both residential and commercial) within our market area. A major change in the real estate market, such as deterioration in the value of collateral, or in the local or national economy, could affect our customers' ability to pay these loans, which in turn could impact our results of operations and financial condition. Additionally, increases in unemployment also may affect the ability of certain clients to repay loans and the financial results of commercial clients in localities with higher unemployment, may result in loan defaults and foreclosures and may impair the value of our collateral. Increases in loan defaults may also lead to additional losses in our investments in mortgage-backed securities, including collateralized mortgage obligations. Loan defaults and foreclosures are unavoidable in the banking industry, and we try to limit our exposure to this risk by carefully adhering to our credit risk standards and actively and carefully monitoring our extensions of credit throughout the lifespan of a loan. Classified asset balances increased $11.4 million, or 5.1%, to $235.5 million at December 31, 2025 from $224.1 million at December 31, 2024. The change in classified assets during 2025 included $20.4 million of loans rated substandard or worse acquired in the Westfield transaction. Absent the impact from Westfield, classified assets declined $9.0 million during 2025 as resolutions of classified assets outpaced downward credit migration during the period. Any increases in our classified asset balances and/or an increase in loan defaults may also increase our costs associated with servicing these loans, foreclosing on properties and costs of property maintenance on foreclosed properties. We cannot fully eliminate credit risk, and as a result, credit losses may increase in the future and impact our financial condition and results of operations.
Debt & Financing - Risk 3
Our financial condition, results of operations, and stock price may be negatively impacted by unrelated bank failures and negative depositor and/or investor confidence in depository institutions.
The 2023 bank failures of Silicon Valley Bank in California, Signature Bank in New York, and First Republic Bank in California, and the decision of Silvergate Bank in California to voluntarily liquidate its assets and wind down operations have caused uncertainty in the investor community and negative confidence among bank customers generally. While we do not believe that the circumstances of these banks' failures and liquidations are indicators of broader issues with the banking system, the failures may reduce customer confidence, affect sources of funding and liquidity, increase regulatory requirements and costs, adversely affect financial markets and/or have a lasting negative reputational ramification for the financial services industry, including us. These bank failures led to volatility and declines in the market for bank stocks and questions about depositor confidence in depository institutions, which in turn led to a greater focus by institutions, investors, and regulators on the on-balance sheet liquidity of and funding sources for financial institutions and the composition of its deposits. Notwithstanding, our efforts to promote deposit insurance coverage with our customers and otherwise effectively manage our liquidity, deposit portfolio retention, and other related matters, our financial condition, results of operation, and stock price may be adversely affected by future negative events within the banking sector and adverse customer or investor responses to such events.
Debt & Financing - Risk 4
Clients could pursue alternatives to bank deposits, causing us to lose a relatively inexpensive source of funding.
Checking and savings account balances and other forms of client deposits, including uninsured deposits, could decrease if clients perceive alternative investments as providing superior expected returns. Increased competition from money market funds and alternative investment vehicles may decrease our deposit balances and increase our funding costs. We regularly perform liquidity stress testing and sensitivity analyses of deposit assumptions. Both remain critical given recent trends in deposit balance and interest rate movements, as well as uncertainty regarding depositor behavior moving forward. Digital banking has accelerated deposit mobility and increased liquidity risk. Consumers may move money out of bank deposits in favor of other investments, including digital assets or cryptocurrency or money market funds, or into alternative financial services providers with limited friction in moving assets. When clients move money out of bank deposits in favor of alternative investments or to alternative financial services providers, we can lose a relatively inexpensive source of funds, increasing our funding costs, and impacting the results of our operations. Recent industry events have demonstrated that deposit balances, particularly uninsured and digitally accessible deposits, can move rapidly during periods of market stress, requiring banks employ risk mitigation strategies to handle any increased liquidity pressures. Sound liquidity risk management, including processes that ensure sufficient committed capacity to meet contingent liquidity needs, remains critical.
Debt & Financing - Risk 5
Changed
The information that we use in managing our credit risk may be inaccurate or incomplete, which may result in an increased risk of default and otherwise have an effect on our financial condition, results of operations and business.
In deciding whether to extend credit or enter into other transactions with clients and counterparties, we may rely on information furnished by or on behalf of clients and counterparties, including financial statements and other financial information. We also may rely on representations of clients and counterparties as to the accuracy and completeness of that information and, with respect to financial statements, on reports of independent auditors. Nonetheless, in the near-term, sustained interest rates along with elevated costs are expected to weigh on firms' profit margins. Although we regularly review our credit exposure to specific clients and counterparties and to specific industries that we believe may present credit concerns, default risk may arise from events or circumstances that are difficult to detect, such as fraud. Moreover, such circumstances, including fraud, may become more likely to occur or be detected in periods of general economic uncertainty. We may also fail to receive full information with respect to the risks of a counterparty. In addition, in cases where we have extended credit against collateral and/or guarantees, we may find that we are under-secured, for example, as a result of sudden declines in market values that reduce the value of collateral or due to fraud with respect to such collateral or the ability of a guarantor to fulfill its financial obligations. If such events or circumstances were to occur, it could result in a potential loss of revenue and increase in recovery costs which could have an effect on our financial condition, results of operations and business.
Debt & Financing - Risk 6
A reduction in our credit rating could affect us or the holders of our securities.
The credit rating agencies assessing our creditworthiness regularly evaluate us, and provide a credit rating. Credit ratings are based on a number of factors, including our financial strength and ability to generate earnings, as well as factors not entirely within our control, including changes in rating methodologies and conditions affecting the financial services industry and the economy as a whole. There can be no assurance that we will maintain our current credit rating. A downgrade of the credit rating of the Company could affect our access to liquidity and capital, and could significantly increase our cost of funds, trigger additional collateral or funding requirements and decrease the number of investors and counterparties willing to lend to us or purchase our securities. This could affect our growth, profitability, financial condition, including liquidity, and the results of our operations.
Debt & Financing - Risk 7
When we loan money, commit to loan money or enter into a letter of credit or other contract with a counterparty, we incur credit risk, or the risk of loss if our borrowers do not repay their loans or our counterparties fail to perform according to the terms of their contracts.
Since lending is one of our primary business activities, the credit quality of our portfolio can have a significant impact on our earnings. We estimate and establish reserves for credit risks we reasonably expect to occur over the expected life of our loan portfolio. This process, which is critical to our financial results and condition, requires difficult, subjective and complex judgments, including reviews of economic conditions and how these economic conditions might impair the ability of our borrowers to repay their loans. As is the case with any such assessments, there is always the chance that we will fail to identify the proper factors, that we will fail to accurately estimate the impacts of factors that we identify, or that we fail to accurately estimate the aggregate impacts of factors that we identify, all of which could impact the credit quality of our portfolio and have an impact on the results of operations. In addition, large loans, letters of credit and contracts with individual counterparties in our portfolio magnify the credit risk that we face, as the impact of large borrowers and counterparties not repaying their loans or performing according to the terms of their contracts has a disproportionately significant impact on our credit losses, reserves and the results of operations. Certain segments of commercial real estate, including office properties, continue to experience elevated vacancy rates and refinancing pressure, which may reduce collateral values and increase default risk.
Debt & Financing - Risk 8
We may be required to repurchase mortgage loans or indemnify mortgage loan purchasers as a result of breaches of representations and warranties, borrower fraud, or certain borrower defaults, which could harm our liquidity, results of operations and financial condition.
When we sell mortgage loans, whether as whole loans or pursuant to a securitization, we are required to make customary representations and warranties to the purchaser about the mortgage loans and the manner in which they were originated. Our whole loan sale agreements require us to repurchase or substitute mortgage loans in the event we breach any of these representations or warranties including those that are breached as a result of misrepresentations or fraud by the borrowers. While we have taken steps to enhance our underwriting policies and procedures to protect against breaches of these representations and warranties in subsequent sales of mortgage loans, there can be no assurance that these steps will be effective or reduce risk associated with loans sold in the past. If the level of repurchase and indemnity activity becomes material, our liquidity, results of operations and financial condition may be affected.
Debt & Financing - Risk 9
Our wealth management business subjects us to a variety of investment and market risks.
At December 31, 2025, we had $3.9 billion in assets under management. A sharp decline or heightened volatility in the stock market could negatively impact the value of investments held by the bank's wealth management clients, which in turn impacts the amount of assets under management and subjects our earnings to additional risks and uncertainties. As our wealth management business grows, we may also face operational risk resulting from inadequate or failed internal processes, systems or errors, and regulatory risk, which could result in penalties or restrictions due to non-compliance with laws and regulations. Additionally, many of the same technological advances that compete with our banking services may compete with our wealth management business. Some of our competitors have greater financial resources and/or face fewer regulatory constraints, such as FinTechs, that allow customers trade investments without the use of wealth management services. Further, customers are seeking to invest in the cryptocurrency markets which may also reduce our assets under management. These competitive factors could further impact the amount of assets under management, decrease our earnings, increase costs to address competitive pressures and impact our financial condition and the results of our operations.
Debt & Financing - Risk 10
Weaknesses of other financial institutions could affect us.
Our ability to engage in routine funding transactions could be affected by the actions and lack of commercial soundness of other financial institutions. Financial services institutions are interrelated as a result of trading, clearing, and counterparty relationships, among others. As a result, defaults by, or even rumors or questions about, one or more financial services institutions, or the financial services industry in general, have led to market-wide liquidity problems and could lead to losses or defaults by us or by other institutions in the future. A default, or threatened default, of a large institution could negatively impact the entire financial system and could expose us to credit risk in the event of default of our counterparty or client. In addition, our credit risk may be exacerbated when the collateral held by us cannot be realized upon or is liquidated at prices not sufficient to recover the full amount of the financial instrument exposure due us. There is no assurance that any such losses would not affect our financial condition or results of operations. Further, weaknesses of other financial institutions can affect the demand for securities in the financial institutions industry, which could have a detrimental effect on the price of our common shares. For more details regarding the potential impacts of weakness in other financial institutions, see the Risk Factor titled "Our financial condition, results of operations, and stock price may be negatively impacted by unrelated bank failures and negative depositor confidence in depository institutions."
Debt & Financing - Risk 11
Changed
Our allowance for credit losses may prove to be insufficient to absorb losses in our loan portfolio or may produce volatility in provision expense and earnings.
We maintain an allowance for credit losses that we believe is a reasonable estimate of the expected losses over the expected life of the loan portfolio based on a CECL model as of the corresponding balance sheet date. However, our allowance for credit losses may not be sufficient to cover actual credit losses, and future provision for credit losses could materially affect our operating results. The accounting measurements related to the allowance for credit losses require significant estimates which are subject to uncertainty and change related to new information and changing circumstances. Management estimates the allowance using relevant available information from both internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience paired with economic forecasts provide the basis for the quantitatively modeled estimation of expected credit losses. CECL estimates are sensitive to economic forecast assumptions, including unemployment, interest rates, and property valuations. Changes in forecasts may produce volatility in provision expense and earnings. We adjust our quantitative model, as necessary, to reflect conditions not already considered by such model. Our estimates of the risk of loss and amount of loss on any loan are complicated by the significant uncertainties surrounding our borrowers' abilities to successfully execute their business models through changing economic environments, competitive challenges and other factors. Because of the degree of uncertainty with respect to assumptions in our models and susceptibility of these factors to change, our actual losses may vary from our current estimates. In addition, bank regulators periodically review our allowance for credit losses and may require us to increase our provision for credit losses or recognize further loan charge-offs. The accounting guidance requires banks to record, at the time of origination, credit losses expected throughout the life of the asset on loans, leases and held-to-maturity debt securities. Under the CECL model, we are required to use historical information, current conditions and reasonable and supportable forecasts to estimate the expected credit losses. If the methodologies and assumptions we use in the CECL model prove to be incorrect, or inadequate, the allowance for credit losses may not be sufficient, resulting in the need for additional allowance for credit losses to be established, which could have a material adverse impact on our financial condition and results of operations. As a result of CECL, our financial results may be negatively affected as soon as weak or deteriorating economic conditions are forecasted and alter our expectations for credit losses. In 2025, we recorded $36.5 million of provision expense on loans and leases due to net charge-offs and loan portfolio growth. Depending upon future circumstances, as well as broader macroeconomic shifts, we may incur significant provision expense for credit losses in future periods.
Corporate Activity and Growth1 | 2.4%
Corporate Activity and Growth - Risk 1
Potential acquisitions may disrupt our business and dilute shareholder value, we may not be able to successfully consummate or integrate such acquisitions, and we may not realize the anticipated benefits contemplated when pursuing a potential acquisition.
We may acquire other financial institutions, or branches or assets of other financial institutions, in the future. We may also open new branches and enter into new lines of business or offer new products or services either through organic expansion, mergers, acquisitions or similar corporate transactions. These risks and uncertainties are present in the acquisitions and subsequent integration into First Financial of Westfield Bancorp and Westfield Bank; and BankFinancial Corporation and BankFinancial, National Association. Any such expansion of our business will involve a number of expenses and risks, which may include: the time and expense associated with identifying and evaluating potential expansions, including the ability to conduct due diligence and the access to information discovered during the due diligence process;the potential inaccuracy of estimates, judgments, and assumptions used to evaluate credit, operations, management and market risk with respect to the target company;potential exposure to unknown or contingent liabilities of the target company;exposure to potential asset quality issues of the target company;difficulty and expense of integrating the operations and personnel of the target company;difficulty or added costs in the wind-down of non-strategic operations;a target specific risk that the acquisition target faces that is specific to its business, industry, or market area and its impact to the success of the transaction;potential disruption to our business;potential diversion of our management's time and attention;the possible loss of key employees and customers of the target company;difficulty in estimating the value (including goodwill) of the target company;difficulty in receiving appropriate regulatory approval for any proposed transaction or the denial of such approval;potential increased costs or time required to complete an acquisition may be substantially greater or longer than anticipated;the potential risks related to any transactions involving intellectual property, and the extent to which such intellectual property is utilized or protected in the transaction;challenges faced when integrating a target into First Financial related to differences in policies and procedures, utilization of systems, details and comprehensiveness of data integration, and the integration of new employees;potential changes in banking, tax or other laws or regulations or accounting rules that may affect the target company or our realization of any anticipated benefits or accretive shareholder value from undertaking such expansion; and litigation risk. We regularly evaluate merger and acquisition opportunities and conduct due diligence activities related to possible transactions with other financial institutions and financial services companies. Acquisitions could involve the payment of a premium over book and market values, and, therefore, dilution of our tangible book value and net income per common share may occur in connection with any such transaction. Furthermore, any difficulty integrating businesses acquired as a result of a merger or acquisition and the failure to realize the expected revenue increases, cost savings, increases in geographic or product presence and/or other projected benefits from an acquisition could have an impact on our liquidity, results of operations and financial condition and any such integration could divert management's time and attention from managing our company in an effective manner. Any merger or acquisition opportunity that we decide to pursue will ultimately be subject to regulatory approval or other closing conditions. We may expend substantial time and resources pursuing potential acquisitions which may not be consummated because regulatory approval or other closing requirements are not satisfied. Additionally, the banking regulators and applicable laws and regulations may restrict our ability to engage in acquisitions under certain circumstances.
Macro & Political
Total Risks: 9/42 (21%)Above Sector Average
Economy & Political Environment3 | 7.1%
Economy & Political Environment - Risk 1
Local economic factors may adversely affect our business and the results of our operations.
Our community banking business model and local market focus has led to a concentration in the markets in which we operate, namely Indiana, Ohio, Kentucky and Illinois. As a result of this geographic concentration, our results of operations are largely dependent on economic conditions in these local markets. Changes to the economic conditions in these local markets, which may be different from the national economic conditions, may adversely affect our financial condition, results of operations, and business prospects.
Economy & Political Environment - Risk 2
The fiscal and monetary policies of the United States government and its agencies could have an effect on our earnings.
The Federal Reserve Board regulates the supply of money and credit in the United States, and its policies significantly influence funding costs, loan and investment yields, and net interest margin, as well as the value of financial assets such as debt securities. During 2025, the Federal Reserve eased monetary policy through several rate reductions following the elevated rate environment of prior periods; however, the future path of interest rates remains uncertain and policy decisions continue to evolve in response to economic conditions. In addition, recent public debate and legal challenges concerning the independence of the Federal Reserve, along with the anticipated transition to new Federal Reserve leadership in 2026, have contributed to uncertainty regarding the direction and implementation of future monetary policy. Federal Reserve policy decisions and related market reactions may adversely affect borrowers' repayment capacity and asset valuations, and because such policies and leadership developments are beyond our control and difficult to predict, their impact on our financial condition and results of operations remains uncertain.
Economy & Political Environment - Risk 3
Weakness in the economy and governmental policies, whether or not adopted in response to economic conditions such as inflation, may adversely affect us.
Our success depends, in part, on economic and political conditions, local and national, as well as governmental fiscal and monetary policies. Conditions such as inflation, deflation, recession, unemployment, changes in interest rates, tariffs, fiscal and monetary policy and other factors beyond our control may affect our deposit levels and composition, demand for loans and other products and services, the ability of borrowers to repay their loans and the value of the collateral securing the loans it makes. Economic turmoil in different regions of the world, as well as military conflicts such as those currently ongoing in Russia, Ukraine, the Middle East, China, and Venezuela affect the economy and stock prices in the United States, which can affect our earnings and capital and the ability of our customers to repay loans. U.S. trade policies and international economic relationships continue to evolve, including potential changes to trade agreements and tariffs. Such changes may contribute to economic uncertainty and could negatively affect financial markets, supply chains, and the economic performance of the Company's customers and markets. Trade wars and tariffs can affect the economy and stock prices in the United States and can impact the costs of goods paid by customers, which can affect our deposit levels and concentration, the demand for loans and other products and services and the ability of our customers to repay outstanding loans, which could adversely affect our financial condition and the results of operations. If the strength of the United States economy declines, this could result in, among other things, a deterioration of credit quality, altered consumer spending habits, decreased deposit balances maintained by our customers, or a reduced demand for credit, including a resultant effect on our loan portfolio and allowance for credit losses. Although the Federal Reserve eased monetary policy in 2025 with a series of rate cuts that brought the target federal funds range down to 3.50% – 3.75% by year-end, policymakers paused rate reductions in early 2026 and signaled patience in setting future policy as inflation remains elevated and labor market signals evolve. Despite these reductions, the future path of interest rates remains uncertain. Market and policy forecasts have not settled on expectations in the coming year. A scenario in which short-term interest rates remain elevated for longer than currently anticipated, or rise again in response to inflation or other macroeconomic developments, could increase stress on borrowers, potentially leading to higher delinquencies and charge-offs and adversely affecting our financial condition and results of operations. In addition, earnings sensitivity may be driven not only by rate levels but also by rate volatility and speed of rate changes, which may reduce hedge effectiveness and pressure margins. There is no assurance that our non-impaired loans will not become impaired or that our impaired loans will not suffer further deterioration in value. A slowing labor market, declining savings, higher interest rates and sticky inflation could cause financial stress to consumers and slacken consumption. The fluctuations in national, regional and local economic conditions, including those related to local residential, commercial real estate and construction markets, may result in increased charge-offs and, consequently, reduce our net income. These fluctuations are not predictable, cannot be controlled and may have a material impact on our operations and financial condition even if other favorable events occur.
Natural and Human Disruptions1 | 2.4%
Natural and Human Disruptions - Risk 1
Changed
Adverse external events outside of our control, such as natural disasters, acts of war or terrorism and new public health issues, could impact our business operations.
While we have implemented processes and procedures as part of our business continuity and disaster recovery plans, there is still the potential that adverse external events outside of our control, such as natural disasters, acts of war or terrorism, new public health issues, could impact our business operations. These events could impact our computer systems, communication systems, damage or destroy certain facilities or cause other impacts to our operations such as loss of power, as well as impact those systems, facilities and/or operations of our third party service providers. There is no assurance that our business continuity and disaster recovery plans can adequately account for all contingencies or adequately mitigate these risks, and the occurrence of these adverse external events could adversely impact our properties, operations, employees, customers, reputation, collateral securing loans and/or interfere with our borrowers' abilities to repay their loans.
Capital Markets5 | 11.9%
Capital Markets - Risk 1
Changes in market interest rates or financial markets could affect our revenues and expenses, the value of assets and obligations, and the availability and cost of capital or liquidity.
Given the nature of our business, and the fact that most of our assets and liabilities are financial in nature, we tend to be sensitive to market interest rate movements and the performance of the financial markets. Our primary source of income is net interest income, which is the difference between the interest income generated by our interest-earning assets (consisting primarily of loans and, to a lesser extent, securities) and the interest expense generated by our interest-bearing liabilities. Prevailing economic conditions, fiscal and monetary policies and the policies of various regulatory agencies all affect market rates of interest and the availability and cost of credit, which, in turn, significantly affect financial institutions' net interest income. If the interest we pay on deposits and other borrowings increases at a faster rate than increases in the interest we receive on loans and investments, net interest income, and, therefore, our earnings, could be affected. Earnings and capital levels could also be affected if the interest we receive on loans and other investments falls more quickly than the interest we pay on deposits and other borrowings. In addition to the general impact of the economy, changes in interest rates or in valuations in the debt, equity, commodities or currency markets could directly impact us in one or more of the following ways: the yield on earning assets and rates paid on interest bearing liabilities may change in disproportionate ways;the value of certain balance sheet and off-balance sheet financial instruments or the value of equity investments that we hold could decline;the value of assets for which we provide processing services could decline;the bank's profitability may decline due to negative impacts of increased market volatility;insured and/or uninsured depositors may seek alternative investments, making the bank more reliant on alternative, more expensive funding sources;the demand for loans and refinancings may decline, which could negatively impact income related to loan originations;the reset on interest rates on adjustable rate mortgages could cause financial strain on borrowers, making them more likely to default; or to the extent we access capital markets to raise funds to support our business, such changes could affect the cost of such funds or the ability to raise such funds. During 2025, the Federal Reserve implemented a series of rate cuts that decreased the target fed funds rate by 75 basis points. Although we have implemented procedures we believe will prepare us for the potential effects of changes in interest rates on our results of operations, these procedures may not always be successful. In addition, any substantial or prolonged change in market interest rates could affect our financial condition, results of operations and liquidity.
Capital Markets - Risk 2
Our foreign exchange business plays a crucial role in facilitating various financial transactions, including foreign exchange, interest rate, and commodity hedging for our commercial clients and is largely dependent upon a small number of large clients and market volatility that could adversely affect our financial condition, results of operations, and reputation.
In August 2019, First Financial acquired Bannockburn, which engages in various capital markets activities as part of its matched book business encompassing foreign exchange, interest rate, and commodity hedging transactions. Concentration risk: Bannockburn's business model relies, to some extent, upon a small number of large clients. The loss of one or more of these large clients would adversely affect the revenue derived from Bannockburn. Revenue concentration among a limited number of counterparties may make earnings from Bannockburn more volatile and we may see a negative impact on our financial condition or results of operations should we lose or see reduced activity from any of these large clients. Market risk: Foreign currency and commodities transactions expose us to market risk, including fluctuations in foreign exchange rates, interest rates, and commodity prices. These fluctuations could result in financial losses or decreased revenues or additional liquidity needs if we fail to accurately predict or manage these risks. Foreign currency and commodities transactions historically increase as market volatility increases. Sustained periods of stability in global financial markets could also adversely affect Bannockburn's revenue. Credit risk: We are exposed to credit risk through our dealings with counterparties in derivative transactions. While we have risk management policies and procedures in place to manage credit risk, the failure of counterparties to fulfill their obligations could lead to financial losses or damage to our reputation. Liquidity risk: The nature of our capital markets operations requires us to maintain sufficient liquidity to meet our obligations, including margin calls and settlement requirements. Sudden increases in collateral or margin requirements during periods of market volatility may create additional liquidity needs, which could strain our resources and negatively impact our financial position. Regulatory risk: Our capital markets activities are subject to extensive regulatory oversight and compliance requirements. Changes in regulations or regulatory enforcement actions could increase our compliance costs, restrict our ability to operate certain businesses, or result in fines or penalties. Operational Risk: We face operational risks, including systems failures, errors, or disruptions, that could disrupt our capital markets activities and result in financial losses or harm to our reputation. Legal risk: Our capital markets operations are subject to legal risks, including litigation, regulatory investigations, and disputes with clients or counterparties. Adverse legal outcomes could result in financial losses, reputational damage, or regulatory sanctions. Political risk: Our foreign exchange business is also susceptible to the risk that political events or changes in government policies, such as renegotiated trade agreements or tariffs, could negatively impact the bank's matched book business. For additional discussion related to political risks, please see the Risk Factor titled " Weakness in the economy and governmental policies, whether or not adopted in response to economic conditions such as inflation, may adversely affect us. " Currency Risk: Recent depreciation and volatility in the U.S. dollar have increased uncertainty in foreign exchange markets, which may affect transaction volumes, hedging activity, client demand, and the value of positions managed within Bannockburn's matched book operations. Continued currency volatility or abrupt shifts in exchange rates could result in reduced revenues, valuation impacts, or increased liquidity and collateral requirements, adversely affecting our financial condition and results of operations.
Capital Markets - Risk 3
Disruptions in our ability to access capital markets on desirable terms may affect our capital resources, liquidity and business.
We depend on wholesale capital markets to provide us with sufficient capital resources and liquidity to meet our commitments and business needs, and to accommodate the transaction and cash management needs of our clients. Other sources of funding available to us, and upon which we rely as regular components of our liquidity risk management strategy, include inter-bank borrowings, repurchase agreements, and borrowings from the Federal Home Loan Bank system. Any occurrence that may limit our access to these sources on acceptable or desirable terms, such as a decline in the confidence of debt purchasers, a downgrade in our credit rating or a downgrade in the credit rating of our depositors or counterparties participating in the capital markets, may affect our capital costs and our ability to raise capital and, in turn, our liquidity. In addition, prior debt offerings could potentially have important consequences to us and our debt and equity investors, including: requiring a substantial portion of our cash flow from operations to make interest payments;making it more difficult to satisfy debt service and other obligations;increasing the risk of a future credit ratings downgrade of our debt, which could increase future debt costs and limit the future availability of debt financing;increasing our vulnerability to general adverse economic and industry conditions;reducing the cash flow available to fund capital expenditures and other corporate purposes and to grow our business;limiting our flexibility in planning for, or reacting to, changes in our business and the industry;placing us at a competitive disadvantage relative to our competitors that may not be as highly leveraged with debt; and limiting our ability to borrow additional funds as needed or take advantage of business opportunities as they arise, pay cash dividends or repurchase securities.
Capital Markets - Risk 4
Our financial instruments carried at fair value expose us to certain market risks.
We maintain an available-for-sale investment securities portfolio, which includes assets with various types of instruments and maturities. At times, we also maintain certain assets that are classified and accounted for as trading assets. The changes in fair value of available-for-sale securities are recognized in shareholders' equity as a component of other comprehensive income, and these securities typically decrease in value when market interest rates rise. The changes in fair value of financial instruments classified as trading assets are carried at fair value with changes in fair value recognized in earnings. The fair value of financial instruments carried at fair value is exposed to market risks related to changes in interest rates and market liquidity. We manage the market risks associated with these instruments through broad asset/liability management strategies. Changes in the market values of these financial instruments or conditions that would require us to dispose of these investment securities earlier than anticipated could have a material impact on our financial condition or results of operations. We may classify additional financial assets or financial liabilities at fair value in the future.
Capital Markets - Risk 5
Significant or sustained declines in our current market capitalization could impact the carrying value of our goodwill.
Numerous facts and circumstances are considered when evaluating the carrying value of our goodwill. One of those considerations is our market capitalization, which is evaluated over a reasonable period of time and compared to the aggregate estimated fair value of the reporting unit. While this comparison provides some relative market information regarding the estimated fair value of our reporting unit, it is not determinative and needs to be evaluated in the context of the current economic and political environment. However, significant and/or sustained declines in First Financial's market capitalization, especially in relation to First Financial's book value, could be an indication of potential impairment of goodwill. Other considerations that factor into the aggregate estimated fair value of the reporting unit include forecasts of revenues and expenses derived from internal management projections for a period of five years, changes in working capital estimates, company specific discount rate derived from a rate build up approach, externally sourced bank peer group market multiples and externally sourced bank peer group change in control premium, all of which are highly subjective and require significant management judgment. Changes in these key assumptions could materially affect our estimate of the reporting unit fair value and could affect our conclusion regarding the existence of potential impairment of goodwill.
Legal & Regulatory
Total Risks: 5/42 (12%)Below Sector Average
Regulation2 | 4.8%
Regulation - Risk 1
We operate in a highly regulated industry and compliance with regulations and/or regulatory actions could impact the results of our operations.
We, as well as our subsidiaries, are subject to the supervision and regulation of various state and federal regulators, including the Federal Reserve Board, the FDIC, the SEC, the CFPB, the Financial Industry Regulatory Authority, and ODFI. As such, we are subject to a wide variety of state and federal laws and regulations that require compliance of a complex and evolving regulatory framework. This includes, among others, capital adequacy requirements, Anti-Money Laundering and Bank Secrecy Act compliance, consumer protection laws and data privacy laws. As part of their supervisory process, which includes periodic examinations and continuous monitoring, the regulators have the authority to impose restrictions or conditions on our activities and the manner in which we operate our business. These actions could impact the Company and the Bank in a variety of ways, including subjecting us to fines, restricting our ability to pay dividends, precluding mergers or acquisitions, limiting our ability to offer certain products or services, requiring us to undertake significant remedial measures, removing key employees from their positions, imposing additional capital, operating, or oversight requirements or ultimately, in the event that any regulatory violations or actions cannot be corrected and are substantial in nature to cause an imminent risk of loss to depositors, we could be placed into receivership or conservatorship. Additionally, investigations and/or actions by regulatory agencies against us could cause us to devote significant time and resources to defending our business and/or modifying our practices and operations and may lead to penalties or fines that materially affect us and our shareholders. These regulatory inquiries, investigations, examinations and actions ultimately could have an adverse effect on our reputation, lead to increased costs and impact our financial condition and the results of our operations.
Regulation - Risk 2
The regulations under which we operate are subject to change, which could result in restrictions and requirements that could detrimentally impact the results of our operations.
Because we operate in a highly regulated industry, we may be required to adapt our processes and operations may be required and modify the way we conduct business to comply with regulatory requirements. Regulations and laws are subject to change, and changes may impact us in a variety of ways, including increasing costs to operate our business, limiting our ability to offer certain products or services, requiring us to undertake significant measures to comply with the changing regulations or otherwise impact the results of our operations. Legislative and regulatory proposals continue to be introduced that could significantly affect consumer credit products and pricing, including proposals to impose caps on interest rates or fees, such as a proposed federal limit on credit card interest rates. If enacted, such measures could reduce interest income, alter product economics, limit the availability of certain credit products, or require material changes to underwriting, pricing, and risk management practices. The outcome, timing, and scope of these proposals remain uncertain, but their adoption could adversely affect our financial condition, results of operations, business and prospects. In 2025, the United States Congress took action to reduce federal funding to the CFPB. The CFPB is currently undergoing changes as an agency in terms of leadership, direction, goals, and enforcement capabilities. The results of these changes are not yet known.
Taxation & Government Incentives1 | 2.4%
Taxation & Government Incentives - Risk 1
Changes in tax laws could affect our performance.
We are subject to extensive federal, state and local taxes, including income, excise, sales/use, payroll, property, franchise, withholding and ad valorem taxes. Changes to these tax laws can impact our tax liability and the tax liabilities of our customers. Changes to our tax liability could have a material effect on our results of operations. In addition, our customers are subject to a wide variety of federal, state and local taxes. Changes in taxes paid by our customers may affect our deposit levels and composition and customers' demand for loans and other products and services. In addition, such negative effects on our customers could result in defaults on the loans we have made and decrease the value of mortgage-backed securities in which we have invested.
Environmental / Social2 | 4.8%
Environmental / Social - Risk 1
Increasing scrutiny and evolving expectations from customers, regulators, investors, and other stakeholders with respect to our environmental, social and governance practices may impose additional costs on us or expose us to new or additional risks.
Financial institutions continue to face evolving expectations from customers, regulators, investors, and other stakeholders regarding environmental, social, governance, and sustainability-related practices and disclosures. In addition, climate-related physical and transition risks may affect borrowers, collateral values, insurance availability, supply chains, and economic conditions in the markets we serve, while shifts in public policy, technology, and investor or customer preferences may affect certain industries and business activities differently. Adapting to changing regulatory requirements and stakeholder expectations, as well as managing risks associated with environmental and social developments, may increase operational and compliance costs, affect relationships with customers or business partners, and could adversely impact our reputation, access to capital, financial condition, and results of operations.
Environmental / Social - Risk 2
Regulations related to information security, data protection and data privacy could expose us to regulatory risks, civil liabilities and increase our costs.
We are subject to a variety of data protection, information security and data privacy laws, which includes the implementation of security procedures, processes and procedures to safeguard against the unauthorized use of consumer information and data breach notification obligations. Compliance with these laws has required us to undertake costs, devote personnel and implement processes and procedures to ensure compliance. While we have implemented processes and procedures designed to ensure compliance with these laws and regulations, there is still the possibility of non-compliance. Our failure to comply with data protection, information security and data privacy laws could result in potentially material regulatory and/or governmental investigations, actions, litigation, fines, sanctions and reputation harm, as well as costs incurred in responding to inquiries related to these laws, which could have an impact on our financial condition and results of operations. State and federal regulators continue to revise and/or adopt legislation regarding information security, data protection and data privacy. Revised and/or new legislation related to information security, data protection and data privacy can result in increased costs of compliance for us and impact our financial condition and results of operations.
Tech & Innovation
Total Risks: 3/42 (7%)Below Sector Average
Cyber Security1 | 2.4%
Cyber Security - Risk 1
Unauthorized use or disclosure of sensitive or confidential client or customer information, whether through a breach of our computer systems or otherwise, or other breaches in the security of our systems could harm our business.
As part of our business, we collect, process, and retain sensitive and confidential client and customer information on behalf of our subsidiaries and other third parties. Despite the security measures we have in place, our facilities and systems, and those of our third party service providers, may be vulnerable to security breaches, acts of fraud, acts of vandalism, computer viruses, malware, ransomware, theft of information, misplaced or lost data, programming and/or human errors, or other similar events. Ransomware actors continue to affect the sector by targeting banks and their third parties. These attacks have the potential to affect banks and market operations by rendering critical data inaccessible as well as by threatening the confidentiality of customer data obtained by these bad actors or through data leaks. If information security is breached, information can be lost or misappropriated, resulting in financial loss or costs to us or damages to others. Our systems can be rendered inoperable, resulting in our inability to provide service to our customers. Any security breach involving the misappropriation, loss, destruction or unauthorized disclosure of confidential customer information, whether by us or by our vendors, could severely damage our reputation, lead to a loss of customers, expose us to the risk of litigation and liability, result in regulatory fines, penalties, or orders, disrupt our operations and have a material effect on our business, our financial condition and the results of our operations. Cybersecurity risk management programs are expensive to maintain and mitigate cybersecurity risks, but will not protect us from all risks associated with maintaining the security of customer data and our proprietary data from external and internal intrusions, disaster recovery and failures in the controls used by our vendors. Employee error or misconduct may result in failure to implement policies and procedures designed to avoid risks. Moreover, as technology and cyberattacks change over time, we must continually monitor and change systems to guard against new threats, while also training our employees to remain diligent against cyberattacks. We may not know of and be able to guard against a new threat until after an attack has occurred. Congress and the legislatures of states in which we operate regularly consider legislation that would impose more stringent data privacy requirements which may result in increased costs of compliance and impact the results of our operations. Any of these occurrences could result in our diminished ability to operate one or more of our businesses, potential civil liability, reputational damage and regulatory intervention in the form of requirements, restrictions and penalties, which could affect our financial condition, results of operations and business.
Technology2 | 4.8%
Technology - Risk 1
We rely on our systems, employees and certain counterparties, and certain failures or actions could affect our operations.
We are exposed to many types of operational risks, some of which are outside of our control, including, but not limited to, the risk of fraud or theft by employees and outsiders, clerical and record-keeping errors, computer/telecommunications systems malfunctions, and risks regarding the operations of our third party vendors. Our business is dependent on our ability to process a large number of increasingly complex transactions. If any of our financial, accounting or other data processing or technological systems fail or have other significant shortcomings, our business could be affected. We depend on internal systems and outsourced technology to support these data storage and processing operations, as well as harm our reputation amongst our customers. Our inability to use or access these information systems at critical points in time could unfavorably impact the timeliness and efficiency of our business operations. In recent years, some banks have experienced denial of service attacks in which individuals or organizations flood a bank's website with extraordinarily high volumes of traffic, with the goal and effect of disrupting the ability of the bank to process and/or communicate information about transactions. These, and similar types of attacks and/or breaches of data, could result in losses in the form of lost revenues, costs to remediate, reputational harm, litigation losses and other impacts to our financial condition and results of operations. Additionally, we could be affected if one of our employees or a third-party service provider causes a significant operational breakdown or failure, either as a result of human error or where an individual purposefully sabotages or fraudulently manipulates our operations or systems. We are also at risk of an impact on our systems and operations from natural disasters, accidents outside of our control, terrorism, international hostilities, and other exceptional or outlier events outside of our control. Increasing electricity demand, including from data centers and industrial activity, is placing pressure on regional power grid operators, including PJM Interconnection LLC, which serves many of the markets in which we operate, and prolonged or widespread power disruptions could adversely affect our facilities, third-party service providers, customers, and business continuity. Such events can impact operational systems operated by us or others on which we rely and can result in an impact to our business operations and subsequent impacts to our financial condition and results of operations. In addition, continuing cyberattacks and current geopolitical tensions highlight the importance of heightened threat monitoring and safeguarding against disruptive attacks targeting the financial sector. There have been instances where financial institutions have been victims of fraudulent activity in which criminals pose as customers to initiate wire and automated clearinghouse transactions out of customer accounts. There have also been increased instances of scammers who target and socially engineer clients to gain access to their accounts to conduct transactions or induce customers to authorize fraudulent transactions for the scammers' benefit. Although we have commercially reasonable policies and procedures in place to verify the authenticity of our customers, we cannot assure that such policies and procedures will prevent all fraudulent transfers. AI tools may also be utilized by bad actors to increase the sophistication and speed of cyberattacks and fraud attempts. For more information on the risks associated with AI, see the Risk Factor titled "" The fraudulent activity and cybersecurity risks can result in financial liability and litigation risk to us and/or our customers, as well as harm to our reputation and negative impacts on our financial condition, results of our operations, business and prospects. The use and capacity of AI, Generative AI, LLMs and AI agents has increased in the past year and is being employed by customers, competitors, and vendors at increased rates. Many of these tools can increase cybersecurity risks, require specific technical expertise to operate, or expose information through open source code. These tools are being used by parties in various capacities, and employing these tools without sufficient knowledge or expertise of the power and risks associated with the tools can increase risks for the users. These tools are relatively new and there is potential of continued and/or increased adoption of legal and regulatory frameworks governing the use of these tools, by law, our primary banking regulators, other federal or state regulatory bodies, or other self-regulatory organizations. The use of these tools by customers can increase the risk of exposure to their personal information and/or banking credentials which can result in increased opportunities for bad actors to initiate fraudulent activity with respect to a customer's account(s). While we have implemented commercially reasonable policies and procedures to protect against fraudulent activity on the accounts of our customers, we cannot assure that such policies and procedures will prevent all fraudulent activity or capture activity that has been inadvertently been authorized by the customer. Such activity can result in financial liability and litigation risk to us and/or our customers, as well as harm to our reputation and negative impacts on our financial condition, results of our operations, business and prospects. The use of these tools by vendors engaged by us can increase the risk of unauthorized use or disclosure of sensitive or confidential client or customer information and cyberattacks. In conducting due diligence of our vendors, we request detailed information regarding how the vendor uses these tools and attempt to mitigate risks related to exposure by agreement with vendors. While these processes seek to mitigate risks associated with vendor use of these tools, we cannot eliminate this risk. Vendors may employ tools without realizing the risks associated with the tools, may have employees that use unauthorized technology tools that were not disclosed to us during our diligence process, or the tools that were disclosed may implement new services, features, or technologies that increase the exposure to cybersecurity risks. If a vendor engaged by us experienced a cyberattack related to use of these tools, or deliberately or inadvertently exposed sensitive or confidential client or customer information, we may experience financial liability and litigation risk to us and/or our customers, as well as harm to our reputation and negative impact on our financial condition, results of operations and business. Additionally, if any vendors incur additional costs related to any legal or regulatory framework adopted governing the use of such tools, we may face increased costs to engage such vendor, which could impact or financial condition and results of operations if we continue to use such vendor or as a result of costs incurred to find an alternative vendor. The use of these tools by competitors may impair our ability to attract or retain business if our competitors are successful in their implementation. Failure to keep pace with these evolving technologies can have a negative impact on our financial condition, results of operations, business and prospects. In addition, if our competitors suffer any reputational harm as a result of the implementation of these evolving technologies, it could have a negative effect on the financial services industry as a whole and have a negative impact on our financial condition, results of operations, business and prospects. The increased use of these tools by competitors may also increase pressure to impose legal or regulatory frameworks regarding these tools, which could impact the financial services industry as a whole and cause us to incur increased costs to comply with such legal or regulatory frameworks, which may result in a negative impact on our financial condition, results of operations and business.
Technology - Risk 2
Failure to keep pace or successfully adopt new technologies could adversely affect the results of our operations.
In addition to the new products and services that new technologies, including digital or cryptocurrencies, blockchain and other "fintech" technologies, bring to customers, successful adoption and implementation of new technologies can allow us to increase efficiencies and enable us to better serve customers in a more efficient manner at reduced costs. We may undertake additional costs to implement new technologies. Our success depends in part on recognizing the potential of new technology that can be implemented to achieve these benefits. If we are not successful in implementing the new technologies, or otherwise do not realize the intended efficiency and cost benefits of the implementation of new technologies, we may be unable to recover the costs incurred during the implementation. Additionally, implementation of certain new technologies, such as AI, Generative AI, LLMs, AI agents and similar technologies, can expose us to new or increased operational risks, including risks related to data leakage, model bias, decision errors, regulatory non-compliance, or ineffective governance or internal controls. The implementation of these new technologies may have unintended consequences due to their limitations or failure to use and implement them effectively. Further, many of our competitors have greater resources to develop these and other new technologies without reliance on third party vendors or developers, which can reduce their costs and exposure to third party risks, which could put us at a competitive disadvantage. For more information on the risks associated with these new technologies, see the Risk Factor titled ""
Production
Total Risks: 3/42 (7%)Below Sector Average
Employment / Personnel2 | 4.8%
Employment / Personnel - Risk 1
Failure to attract and/or retain key employees could impact our business operations.
Another increasingly competitive factor in the financial services industry is the competition to attract and retain talented employees across many of our business and support areas, many of whom are key to executing our strategic plan and to maintaining relationships with the customers and communities they serve. We face competition for talented employees not only by others in the financial services industry, but across sectors and geographic locations, as technological advancements have made it easier for employees to pursue opportunities that previously were inaccessible because of geographical restrictions. Failure to attract and/or retain key employees, or otherwise experiencing persistent or extreme levels of employee turnover, could lead to adverse effects on our business, financial condition or operating results and could also cause us to not pursue certain business opportunities.
Employment / Personnel - Risk 2
Added
Changes in leadership of the Federal Reserve Board of Governors may adversely affect us.
The Federal Reserve is the primary regulator of bank holding companies and financial holding companies, and is also responsible for regulating the money supply and credit conditions in the United States. The monetary policies and regulations of the Federal Reserve have had a significant effect on the operating results of commercial banks and are expected to continue to do so in the future. The Federal Reserve is expected to go through a change of leadership in 2026. The term of the Chair of the Federal Reserve Board of Governors, Jerome Powell, expires on May 15, 2026. On January 30, 2026, Kevin Warsh was nominated as the successor to Chair Powell. Mr. Warsh must be confirmed by the United States Senate prior to becoming the Chair of the Federal Reserve Board of Governors. A change in leadership may result in policy changes of the Federal Reserve related to the regulation of bank holding companies and financial holding companies, the money supply, and/or credit conditions in the United States. The effects of such policies upon our financial condition, results of operations, business and prospects cannot be predicted or determined.
Supply Chain1 | 2.4%
Supply Chain - Risk 1
We rely on other companies to provide key components of our business infrastructure, creating risks of failures or disruptions by such companies and cybersecurity incidents which may involve our customers' information.
Digitalization and technological innovation continue to advance the trend of banks outsourcing technology operations and entering partnerships or other arrangements with third parties. Third parties provide key components of our business infrastructure, such as processing and internet connections and network access. These vendors also provide services that support our operations, including the storage and processing of sensitive consumer and business customer data, as well as our sales efforts. Any disruption in such services provided by these third parties, any failure of these third parties to handle current or higher volumes or any failure of third parties to perform in accordance with their agreements with us could affect our ability to deliver products and services to clients and to efficiently and effectively conduct our business. Technological or financial difficulties of a third-party service provider could affect our business to the extent such difficulties result in the interruption or discontinuation of services provided by that party, and could lead to potential regulatory issues, reputational harm and impact the results of our operations. In addition, a cybersecurity breach of a vendor's system may result in theft of our data or disruption of business processes. Increased use of artificial intelligence (AI) by vendors can further increase the risks of a cybersecurity breach, as discussed in the Risk Factor titled "" A material breach of customer data security at a service provider's site may negatively impact our business reputation and cause a loss of customers, result in increased expense to contain the event and/or require that we provide credit monitoring services for affected customers, result in regulatory fines and sanctions, and possibly litigation. We may experience liability to our customers for losses arising from a breach of a vendor's data security system. We rely on our outsourced service providers to implement and maintain prudent cybersecurity controls. Furthermore, we may not be insured against all types of losses as a result of third-party failures, and our insurance coverage may be inadequate to cover all losses resulting from system failures or other disruptions. Failures in our business infrastructure could interrupt our operations, cause reputational harm, increase the costs of doing business and impact the results of our operations. In certain cases, a limited number of vendors provide critical or specialized services, and disruption, pricing changes, financial stress, or service degradation at one of these providers could have a disproportionate impact on our operations. The Company's business continuity and disaster recovery planning addresses disruption in critical vendors.
Ability to Sell
Total Risks: 2/42 (5%)Below Sector Average
Competition1 | 2.4%
Competition - Risk 1
Competition in the financial services industry is intense and could result in our losing business and/or experiencing reduced margins.
We operate in a highly competitive industry that could become even more competitive as a result of legislative, regulatory and technological changes, including AI, Generative AI, LLMs and AI agents, and continued consolidation. We face aggressive competition from other domestic and foreign lending institutions as well as from numerous other providers of financial services. The ability of non-banking financial institutions to provide services previously limited to commercial banks has intensified competition. Because non-banking financial institutions are not subject to the same regulatory restrictions as banks and bank holding companies, they can often operate with greater flexibility and lower cost structures. Securities firms and insurance companies that elect to become financial holding companies may acquire banks and other financial institutions. These developments may significantly change the competitive environment in which we conduct business. Some of our competitors have greater financial resources and/or face fewer regulatory constraints, such as FinTechs, digital assets or cryptocurrencies. FinTechs and other new technologies seek to complete financial transactions without banks or by utilizing banks that are not dependent on having physical branches in a customer's market area, or embed financial services into non-bank platforms which could reduce customer reliance on traditional banking services. FinTechs have also begun seeking commercial bank or industrial loan company charters, or are actively seeking to acquire commercial banks or industrial loan companies to further compete with traditional banking services. The rise in technological advances in the financial services industry has led to simpler opportunities for consumers to shop for higher deposit interest rates at banks across the country, which may offer higher rates because they have few or no physical branches and open deposit accounts electronically. Further, in 2025, the United States passed the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the "GENIUS Act"), which provides a regulatory framework for the issuance and adoption of stablecoins in the United States. The passage of the GENIUS Act may result in increased competition from issuers of stablecoins and providers of related technology, as well as non-bank competitors and financial institutions that offer to hold stablecoin reserve assets or custody stablecoins. In addition to non-bank competitors, we face competition from within the traditional financial services industry. Credit unions that compete with us have tax, regulatory and other advantages that allow them to price products and services more competitively. Competing banks may have greater financial resources and/or face fewer regulatory constraints. Competing banks may also be more successful in implementing new technologies or developing or launching new products or services. As a result of these various sources of competition, we could lose loan, deposit, or other types of business to competitors or be forced to price products and services on less advantageous terms to retain or attract clients, either of which could affect our profitability. Failure to adequately address the competitive pressures we face could make it harder for us to attract and retain customers across our businesses. Similarly, meeting these competitive pressures could require us to incur significant additional expense, to reevaluate the number of branches through which we serve our customers, or to accept risk beyond what we would otherwise view as desirable under the circumstances. In addition, in our interest rate sensitive business, pressure to increase rates on deposits or decrease rates on loans could reduce our net interest margin with a resulting negative impact on our net interest income. These competitive pressures could result in the loss of fee income and client deposits, increase our funding costs and impact our financial condition and results of our operations.
Brand / Reputation1 | 2.4%
Brand / Reputation - Risk 1
Negative public opinion could damage our reputation and impact business operations and revenues.
As a financial institution, our earnings and capital are subject to risks associated with negative public opinion. Negative public opinion could result from our actual or alleged conduct in any number of activities, including lending practices, the failure of any of our products or services to meet our clients' expectations or applicable regulatory requirements, corporate governance and acquisitions, social media and other marketing activities, the acts, comments, or statements made by employees or third parties we have engaged, whether individually or on behalf of us, and the implementation of environmental, social and governance practices or actions taken by government regulators and community organizations in response to any of the foregoing. Negative public opinion could affect our ability to attract and/or retain clients, attract and/or retain employees, could expose us to litigation and/or regulatory action, and could have a material adverse effect on the results of our operations, our stock price or result in heightened volatility. Negative public opinion could also affect our ability to borrow funds in the unsecured wholesale debt markets.
See a full breakdown of risk according to category and subcategory. The list starts with the category with the most risk. Click on subcategories to read relevant extracts from the most recent report.

FAQ

What are “Risk Factors”?
Risk factors are any situations or occurrences that could make investing in a company risky.
    The Securities and Exchange Commission (SEC) requires that publicly traded companies disclose their most significant risk factors. This is so that potential investors can consider any risks before they make an investment.
      They also offer companies protection, as a company can use risk factors as liability protection. This could happen if a company underperforms and investors take legal action as a result.
        It is worth noting that smaller companies, that is those with a public float of under $75 million on the last business day, do not have to include risk factors in their 10-K and 10-Q forms, although some may choose to do so.
          How do companies disclose their risk factors?
          Publicly traded companies initially disclose their risk factors to the SEC through their S-1 filings as part of the IPO process.
            Additionally, companies must provide a complete list of risk factors in their Annual Reports (Form 10-K) or (Form 20-F) for “foreign private issuers”.
              Quarterly Reports also include a section on risk factors (Form 10-Q) where companies are only required to update any changes since the previous report.
                According to the SEC, risk factors should be reported concisely, logically and in “plain English” so investors can understand them.
                  How can I use TipRanks risk factors in my stock research?
                  Use the Risk Factors tab to get data about the risk factors of any company in which you are considering investing.
                    You can easily see the most significant risks a company is facing. Additionally, you can find out which risk factors a company has added, removed or adjusted since its previous disclosure. You can also see how a company’s risk factors compare to others in its sector.
                      Without reading company reports or participating in conference calls, you would most likely not have access to this sort of information, which is usually not included in press releases or other public announcements.
                        A simplified analysis of risk factors is unique to TipRanks.
                          What are all the risk factor categories?
                          TipRanks has identified 6 major categories of risk factors and a number of subcategories for each. You can see how these categories are broken down in the list below.
                          1. Financial & Corporate
                          • Accounting & Financial Operations - risks related to accounting loss, value of intangible assets, financial statements, value of intangible assets, financial reporting, estimates, guidance, company profitability, dividends, fluctuating results.
                          • Share Price & Shareholder Rights – risks related to things that impact share prices and the rights of shareholders, including analyst ratings, major shareholder activity, trade volatility, liquidity of shares, anti-takeover provisions, international listing, dual listing.
                          • Debt & Financing – risks related to debt, funding, financing and interest rates, financial investments.
                          • Corporate Activity and Growth – risks related to restructuring, M&As, joint ventures, execution of corporate strategy, strategic alliances.
                          2. Legal & Regulatory
                          • Litigation and Legal Liabilities – risks related to litigation/ lawsuits against the company.
                          • Regulation – risks related to compliance, GDPR, and new legislation.
                          • Environmental / Social – risks related to environmental regulation and to data privacy.
                          • Taxation & Government Incentives – risks related to taxation and changes in government incentives.
                          3. Production
                          • Costs – risks related to costs of production including commodity prices, future contracts, inventory.
                          • Supply Chain – risks related to the company’s suppliers.
                          • Manufacturing – risks related to the company’s manufacturing process including product quality and product recalls.
                          • Human Capital – risks related to recruitment, training and retention of key employees, employee relationships & unions labor disputes, pension, and post retirement benefits, medical, health and welfare benefits, employee misconduct, employee litigation.
                          4. Technology & Innovation
                          • Innovation / R&D – risks related to innovation and new product development.
                          • Technology – risks related to the company’s reliance on technology.
                          • Cyber Security – risks related to securing the company’s digital assets and from cyber attacks.
                          • Trade Secrets & Patents – risks related to the company’s ability to protect its intellectual property and to infringement claims against the company as well as piracy and unlicensed copying.
                          5. Ability to Sell
                          • Demand – risks related to the demand of the company’s goods and services including seasonality, reliance on key customers.
                          • Competition – risks related to the company’s competition including substitutes.
                          • Sales & Marketing – risks related to sales, marketing, and distribution channels, pricing, and market penetration.
                          • Brand & Reputation – risks related to the company’s brand and reputation.
                          6. Macro & Political
                          • Economy & Political Environment – risks related to changes in economic and political conditions.
                          • Natural and Human Disruptions – risks related to catastrophes, floods, storms, terror, earthquakes, coronavirus pandemic/COVID-19.
                          • International Operations – risks related to the global nature of the company.
                          • Capital Markets – risks related to exchange rates and trade, cryptocurrency.