10-K 1 fcf-20231231.htm FORM 10-K fcf-20231231
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2023
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file Number 001-11138
FIRST COMMONWEALTH FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA25-1428528
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
601 PHILADELPHIA STREET15701
INDIANA,PA
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (724349-7220
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
COMMON STOCK, $1 PAR VALUEFCFNEW YORK STOCK EXCHANGE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes  x No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨    No x
Note—Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Exchange Act from their obligations under those Sections.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x    No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x    No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer x     Accelerated filer ¨   Non-accelerated filer ¨    Smaller reporting company  Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes     No x
The aggregate market value of the voting and non-voting common stock, par value $1 per share, held by non-affiliates of the registrant (based upon the closing sale price on June 30, 2023) was approximately $1,271,513,789.
The number of shares outstanding of the registrant’s common stock, $1.00 Par Value as of February 27, 2024, was 102,244,622.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with the annual meeting of shareholders to be held April 23, 2024 are incorporated by reference into Part III.


FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
FORM 10-K
INDEX
 
PART I PAGE
ITEM 1.
ITEM 1A.
ITEM 1B.
ITEM 1C.
ITEM 2.
ITEM 3.
ITEM 4.
PART II
ITEM 5.
ITEM 6.
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations
ITEM 7A.
ITEM 8.
ITEM 9.
ITEM 9A.
ITEM 9B.
ITEM 9C.
PART III
ITEM 10.
ITEM 11.
ITEM 12.
ITEM 13.
ITEM 14.
PART IV
ITEM 15.
ITEM 16.
Form 10-K Summary


FORWARD-LOOKING STATEMENTS
Certain statements contained in this Annual Report on Form 10-K that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the Securities and Exchange Commission, in press releases, and in oral and written statements made by us or with our approval that are not statements of historical fact and constitute forward-looking statements within the meaning of the Reform Act. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, the payment or nonpayment of dividends, capital structure and other financial items; (ii) statements of plans, objectives and expectations of First Commonwealth or its management or Board of Directors, including those relating to products, services or operations; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as “believe,” “anticipate,” “expect,” “intend,” “plan,” “estimate,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could” or “may,” are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to:
Local, regional, national and international economic conditions and the impact they may have on us and our customers and our assessment of that impact.
Volatility and disruption in national and international financial markets.
Government intervention in the U.S. financial system.
Changes in the mix of loan geographies, sectors and types or the level of non-performing assets and charge-offs.
Changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements.
The effects of and changes in trade and monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve Board.
Inflation, interest rate, securities market and monetary fluctuations.
The effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) with which we and our subsidiaries must comply.
The soundness of other financial institutions.
Political instability.
Impairment of our goodwill or other intangible assets.
Acts of God or of war or terrorism.
The timely development and acceptance of new products and services and perceived overall value of these products and services by users.
Changes in consumer spending, borrowings and savings habits.
Changes in the financial performance and/or condition of our borrowers.
Technological changes.
The cost and effects of cyber incidents or other failures, interruption or security breaches of our systems or those of third-party providers.
Acquisitions and integration of acquired businesses.
Our ability to increase market share and control expenses.
Our ability to attract and retain qualified employees.
Changes in the competitive environment in our markets and among banking organizations and other financial service providers.
The effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Public Company Accounting Oversight Board, the Financial Accounting Standards Board and other accounting standard setters.
Changes in the reliability of our vendors, internal control systems or information systems.
Changes in our liquidity position.
Changes in our organization, compensation and benefit plans.
The costs and effects of legal and regulatory developments, the resolution of legal proceedings or regulatory or other governmental inquiries, the results of regulatory examinations or reviews and the ability to obtain required regulatory approvals.
Greater than expected costs or difficulties related to the integration of new products and lines of business.
Our success at managing the risks involved in the foregoing items.

Forward-looking statements speak only as of the date on which such statements are made. We do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events.

3

PART I

ITEM 1.    Business
Overview
First Commonwealth Financial Corporation (“First Commonwealth,” the “Company” or “we”) is a financial holding company headquartered in Indiana, Pennsylvania. First Commonwealth's operating subsidiaries include First Commonwealth Bank ("FCB" or the "Bank"), First Commonwealth Insurance Agency, Inc. ("FCIA") and FRAMAL. We provide a diversified array of consumer and commercial banking services through our bank subsidiary, FCB. We also provide trust and wealth management services through FCB and offer insurance products through FCIA. At December 31, 2023, we had total assets of $11.5 billion, total loans of $9.0 billion, total deposits of $9.2 billion and shareholders’ equity of $1.3 billion. Our principal executive office is located at 601 Philadelphia Street, Indiana, Pennsylvania 15701, and our telephone number is (724) 349-7220.
FCB is a Pennsylvania bank and trust company. At December 31, 2023, the Bank operated 126 community banking offices in 30 counties throughout western and central Pennsylvania and throughout Ohio, as well as commercial lending operations in Harrisburg, Pennsylvania, and Canton, Cleveland, Columbus, Canfield and Hudson, Ohio. The Bank also operates a network of 138 automated teller machines, or ATMs, at various branch offices and offsite locations. All of our ATMs are part of the NYCE and MasterCard/Cirrus networks, both of which operate nationwide. The Bank is a member of the Allpoint ATM network, which allows surcharge-free access to over 55,000 ATMs. The Bank is also a member of the “Freedom ATM Alliance,” which affords cardholders surcharge-free access to a network of over 350 ATMs in over 50 counties in Pennsylvania, Maryland, New York, and Ohio.
Historical and Recent Developments
FCB began in 1934 as First National Bank of Indiana. First National Bank of Indiana changed its name to National Bank of the Commonwealth in 1971 and became a subsidiary of First Commonwealth in 1983.
Since the formation of the holding company in 1983, we have grown steadily through the acquisition of smaller banks and thrifts in our market area, including Deposit Bank in 1984, Dale National Bank and First National Bank of Leechburg in 1985, Citizens National Bank of Windber in 1986, Peoples Bank and Trust Company in 1990, Central Bank in 1992, Peoples Bank of Western Pennsylvania in 1993, and Unitas National Bank and Reliable Savings Bank in 1994. In 1995, we merged all of our banking subsidiaries (other than Reliable Savings Bank) into Deposit Bank and renamed the resulting institution “First Commonwealth Bank.” We then merged Reliable Savings Bank into FCB in 1997. We acquired Southwest Bank in 1998 and merged it into FCB in 2002.
We expanded our presence in the Pittsburgh market through the acquisitions of Pittsburgh Savings Bank (dba BankPittsburgh) in 2003, Great American Federal in 2004 and Laurel Savings Bank in 2006. These acquisitions added 27 branches in Allegheny and Butler Counties.
In 2015, we expanded into central Ohio through the acquisition of First Community Bank with four branches in the Columbus area. In 2016, we acquired 13 branches from FirstMerit Bank, National Association, in Canton-Massillon and Ashtabula, Ohio and in 2017, we acquired DCB Financial Corp., and its banking subsidiary The Delaware County Bank and Trust Company with nine full-service banking offices in the Columbus, Ohio MSA. In 2018, we acquired Garfield Acquisition Corp., and its banking subsidiary Foundation Bank with five full-service banking offices in the Cincinnati, Ohio area. Additionally, since 2014, we have expanded our presence in the Ohio market by opening a corporate loan production office in Columbus, Canton and Cleveland, Ohio, and mortgage loan offices in Hudson, Canfield and Lewis Center, Ohio.
In 2019, we expanded our Pennsylvania markets into State College, Lock Haven, Williamsport and Lewisburg through the acquisition of 14 branches from Santander Bank, N.A.
In January 2023, we acquired Centric Financial Corporation ("Centric") and its banking subsidiary Centric Bank, which operated branches located in Harrisburg, Hershey, Mechanicsburg, Camp Hill, Doylestown, Devon, and Lancaster, Pennsylvania, and loan production offices in Lancaster and Devon, Pennsylvania.
We have also focused on organic growth, improving the reach of our franchise and the breadth of our product offering. As part of this strategy, we have opened fourteen de novo branches since 2005, all of which were in the greater Pittsburgh area.
In the first quarter of 2022, we entered the equipment leasing and finance business with a division based in the suburban Philadelphia area.
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Our operating objectives include expansion, diversification within our markets, growth of our fee-based income, and growth internally and through acquisitions of financial institutions, branches, and financial services businesses. We generally seek merger or acquisition partners that are culturally similar, have experienced management and possess either significant market presence or have potential for improved profitability through financial management, economies of scale and expanded services. We regularly evaluate merger and acquisition opportunities and, from time to time, conduct due diligence activities related to possible transactions with other financial institutions and financial services companies. As a result, merger or acquisition discussions and, in some cases, negotiations, may take place and future merger acquisitions involving cash, debt or equity securities may occur. Acquisitions typically involve the payment of a premium over book and market values, and, therefore, some dilution of First Commonwealth’s tangible book value and net income per common share may occur in connection with any future transaction. Our ability to engage in certain merger or acquisition transactions, whether or not any regulatory approval is required, will be dependent upon our bank regulators’ views at the time as to our capital levels, quality of management and our overall condition and their assessment of a variety of other factors. Certain merger or acquisition transactions, including those involving the acquisition of a depository institution or the assumption of the deposits of any depository institution, require formal approval from various bank regulatory authorities, which will be subject to a variety of factors and considerations.
Loan Portfolio
The Company’s loan portfolio includes several categories of loans that are discussed in detail below.
Commercial, Financial, Agricultural and Other
Commercial, financial, agricultural and other loans represent term loans used to acquire business assets or revolving lines of credit used to finance working capital. These loans are generally secured by a first lien position on the borrower’s business assets as a secondary source of repayment. The type and amount of the collateral varies depending on the amount and terms of the loan, but generally may include accounts receivable, inventory, equipment or other assets. Loans also may be supported by personal guarantees from the principals of the commercial loan borrowers.
Commercial loans are underwritten for credit-worthiness based on the borrowers’ financial information, cash flow, net worth, prior loan performance, existing debt levels, type of business and the industry in which it operates. Advance rates on commercial loans are generally collateral-dependent and are determined based on the type of equipment, the mix of inventory and the quality of receivables.
Credit risk for commercial loans can arise from a borrower’s inability or unwillingness to repay the loan, and in the case of secured loans, from a shortfall in the collateral value in relation to the outstanding loan balance in the event of a default and subsequent liquidation of collateral. The Company’s Credit Policy establishes loan concentration limits by borrower, geography and industry.
Commercial Real Estate
Commercial real estate loans represent term loans secured by owner-occupied and non-owner occupied properties. Commercial real estate loans are underwritten based on an evaluation of each borrower’s cash flow as the principal source of loan repayment, and are generally secured by a first lien on the property as a secondary source of repayment. Our underwriting process for non-owner occupied properties evaluates the history of occupancy, quality of tenants, lease terms, operating expenses and cash flow. Commercial real estate loans are subject to the same credit evaluation as previously described for commercial loans. Approximately 24%, by principal amount, of our commercial real estate loans involve owner-occupied properties.
For loans secured by commercial real estate, at origination the Company obtains current and independent appraisals from licensed or certified appraisers to assess the value of the underlying collateral. The Company’s general policy for commercial real estate loans is to limit the terms of the loans to not more than 10 years with loan-to-value ratios not exceeding 80% on owner-occupied and income producing properties. For non-owner occupied commercial real estate loans, the loan terms are generally aligned with the property’s lease terms and are generally underwritten with a loan-to-value ratio not exceeding 75%.
Credit risk for commercial real estate loans can arise from economic conditions that could impact market demand, rental rates and property vacancy rates and declines in the collateral value in relation to the outstanding loan balance in the event of a default and subsequent liquidation of collateral.
Real Estate Construction
Real estate construction represents financing for real estate development.  The underwriting process for these loans is designed to confirm that the project will be economically feasible and financially viable upon completion and is generally conducted as
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though the Company would be providing permanent financing for the project. Development and construction loans are secured by the properties under development or construction, and personal guarantees are typically obtained as a secondary repayment source. The Company considers the financial condition and reputation of the borrower and any guarantors and generally requires a global cash flow analysis in order to assess the overall financial position of the developer. 
Construction loans to residential builders are generally made for the construction of residential homes for which a binding sales contract exists and for which the prospective buyers have been pre-qualified for permanent mortgage financing by either third-party lenders or the Company.  These loans are generally for a period of time sufficient to complete construction.
Residential construction loans to individuals generally provide for the payment of interest only during the construction phase. At the end of the construction phase, substantially all of our loans automatically convert to permanent mortgage loans and can either be retained in our loan portfolio or sold on the secondary market.
Credit risk for real estate construction loans can arise from construction delays, cost overruns, failure of the contractor to complete the project to specifications and economic conditions that could impact demand for or supply of the property being constructed.
Residential Real Estate
Residential real estate loans include first lien mortgages used by the borrower to purchase or refinance a principal residence and home equity loans and lines of credit secured by residential real estate. The Company’s underwriting process for these loans determines credit-worthiness based upon debt-to-income ratios, collateral values and other relevant factors.
Credit risk for residential real estate loans can arise from a borrower’s inability or unwillingness to repay the loan or a shortfall in the value of the residential real estate in relation to the outstanding loan balance in the event of a default and subsequent liquidation of the real estate collateral. 
The residential real estate portfolio includes both conforming and non-conforming mortgage loans. Conforming mortgage loans represent loans originated in accordance with underwriting standards set forth by the government-sponsored entities, including the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation and the Government National Mortgage Association, which serve as the primary purchasers of loans sold in the secondary mortgage market by mortgage lenders. These loans are generally collateralized by one-to-four-family residential real estate, have loan-to-collateral value ratios of 80% or less (or have mortgage insurance to insure down to 80%), and are made to borrowers in good credit standing.  Non-conforming mortgage loans represent loans that generally are not saleable in the secondary market to the government-sponsored entities due to factors such as the credit characteristics of the borrower, the underlying documentation, the loan-to-value ratio, or the size of the loan. The Company does not offer “subprime,” “interest-only” or “negative amortization” mortgages.
Home equity lines of credit and other home equity loans are originated by the Company for typically up to 90% of the appraised value, less the amount of any existing prior liens on the property. Additionally, the Company’s credit policy requires borrower FICO scores of not less than 661 and a debt-to-income ratio of not more than 43%.
Loans to Individuals
The loans to individuals category includes consumer installment loans, personal lines of credit, consumer credit cards and indirect automobile and recreational vehicle loans. Credit risk for consumer loans can arise from a borrower’s inability or unwillingness to repay the loan, and in the case of secured loans, by a shortfall in the value of the collateral in relation to the outstanding loan balance in the event of a default and subsequent liquidation of collateral. 
The underwriting criteria for automobile loans generally allows for such loans to be made for up to 100% of the purchase price or the retail value of the vehicle as listed by the National Automobile Dealers Association. The terms of the loan are determined by the age and condition of the collateral, and range from 36 to 84 months. Collision insurance policies are required on all automobile loans. The Company also makes other consumer loans, which may or may not be secured. The terms of secured consumer loans generally depend upon the nature of the underlying collateral. Unsecured consumer loans and consumer credit cards usually do not exceed $35 thousand. Unsecured consumer loans usually have a term of no longer than 36 months.
Deposits
Deposits are our primary source of funds to support our revenue-generating assets. We offer traditional deposit products to businesses and other customers with a variety of rates and terms. Deposits at our bank are insured by the FDIC up to statutory limits. We price our deposit products with a view to maximizing our share of each customer’s financial services business and prudently managing our cost of funds. At December 31, 2023, we held $9.2 billion of total deposits, which consisted of $2.4 billion, or 26%, in non-interest bearing checking accounts, $5.5 billion, or 60%, in interest-bearing checking accounts, money
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market and savings accounts, and $1.3 billion, or 14%, in CDs and IRAs. At December 31, 2023, uninsured deposits totaled 27% of the total deposit portfolio.
Competition
The banking and financial services industry is extremely competitive in our market area. We face vigorous competition for customers, loans and deposits from many companies, including commercial banks, savings and loan associations, finance companies, credit unions, trust companies, mortgage companies, money market mutual funds, insurance companies, and brokerage and investment firms. Many of these competitors are significantly larger than us, have greater resources, higher lending limits and larger branch systems and offer a wider array of financial services than us. In addition, some of these competitors, such as credit unions, are subject to a lesser degree of regulation or taxation than banks.
Human Capital Resources
Workforce Composition and Demographics
At December 31, 2023, First Commonwealth and its subsidiaries employed 1,437 full-time employees and 67 part-time employees with 707 exempt and 797 non-exempt employees. The average age of the workforce is 44.4 years and the average tenure is 7.9 years. Our workforce is 67% female.
Diversity & Inclusion
We continue to accelerate our focus on and action towards Diversity & Inclusion ("D&I") in several key ways. Vicki L. Fox, Senior Vice President/Diversity & Inclusion Officer, has overall responsibility for identifying and mentoring diverse talent, keeping management apprised of emerging D&I issues, and evolving our D&I practices. Ms. Fox works closely with our Regional Community Reinvestment Act Officers and Community Engagement Manager to deepen the connections with our company and communities across our footprint.
Ms. Fox serves as the co-chair of our Diversity & Inclusion Committee, along with T. Michael Price, CEO. The Committee is comprised of executive, senior leadership and diverse employees and is actively involved in developing and overseeing efforts to support our D&I initiatives.
The following is a summary of D&I initiatives in 2023:
We distributed regional and line of business diversity scorecards in each of our five regions and to our executive officers for their units to increase accountability for diversity in our workforce.
We expanded our Employee Resource Groups (ERGs) to a total of five, adding Military focuses and Parenting & Caregiving groups. We’ve also branded each group to accentuate their own individual identities. The groups' purpose is to provide support in personal and career development, offer diverse perspectives into the workplace and create a safe space where employees can bring their authentic selves to the table.
Our strong partnership with BankWork$ continued in our Pittsburgh market. Through a structured training program, BankWork$ prepares people from underserved communities for primarily entry-level, branch roles in banking. First Commonwealth actively participates by engaging in classroom discussions with students, mock interviews, attending job fairs and hiring graduates.
We connected with the Ohio Banker’s League Summer Bank Institute. This program is designed to recruit diverse interns for the banking industry, which resulted in hiring two summer interns at First Commonwealth.
First Commonwealth served as a corporate sponsor for EmployHER Pittsburgh, a new program dedicated to providing marginalized women looking to enter or re-enter the workforce with resources and support.
Our focus on D&I has produced meaningful progress in several scorecard categories. As of December 31, 2023, racial minorities comprised 8% of the workforce. Racial minorities and women comprised 4.8% and 50.2%, respectively of those in leadership positions (defined by corporate title Assistant Vice President and higher). Women, including one racial minority, hold three seats on our Board of Directors.
Several of our employees were recognized for their work advancing D&I, including Jane Grebenc, Chief Revenue Officer and Bank President, who was recognized by PA Business Central as a Top Female C-Suite leader. We had two female employees recognized by the PA Banker’s Association as Future Under 40 leaders. Patricia Husic was recognized by City & State Pennsylvania with their Power of Diversity recognition. T. Michael Price, CEO, received the PA Bankers Association Diversity, Equity & Inclusion Changemaker Award.
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Talent Attraction and Retention
Our employees are key to the success of delivering our mission as an organization and achieving our financial targets. We are committed to attracting, retaining and promoting top quality talent regardless of race, color, religion, gender, sexual orientation, national origin, age, disability, marital status, military status, genetic information or any other category protected by federal, state and local laws. We strive to identify and select the best candidates for all open positions based on qualifying factors for each job. We are dedicated to providing a workplace environment and culture for our employees that is inclusive, supportive, and free of any form of discrimination or harassment; rewarding and recognizing our employees based on their individual results and performance; and recognizing and respecting all of the characteristics and differences that make each of our employees unique.
Talent Development
Guided by executive leadership, our Strategic and Inspired Leadership ("SAIL") program is in place to strengthen our senior leadership. About 200 of our leaders are involved in quarterly forums and regional “musters” (or meetings) that focus on relevant topics, such as our strategic and operating plans, D&I, leadership development, employee engagement and learning & growth opportunities. The sessions are informative and collaborative and valued by the participants.
Since 2009, we’ve supported a mentorship program, open to all employees. The program provides 1:1 mentorship pairings, group development sessions and volunteer opportunities. In 2023, there were a total of 140 participants, including 94 women and 10 racial minorities.
Within our retail unit, we provide a career development program for entry level employees to help them achieve positions of increased opportunity. Leaders are given industry-specific training as well as development opportunities to understand their strengths and improve coaching and execution skills. Lastly, we invest in an established, industry-specific and developmental training course library from which all employees benefit.
Our talent acquisition priority is to foster the development of internal talent and to provide career advancement opportunities to our employees. In 2023, we promoted 143 employees, of whom 64% were female and 2% were self-identified minorities.
We leveraged the lessons learned as a result of remote work through the pandemic to effectively structure and deliver a permanent telecommuting policy and program with approximately 29% of our workforce permanently telecommuting as of December 31, 2023. We believe that flexible work location opportunities will allow us to broaden our candidate pool and retain employees whose jobs can be performed remotely.
We listen to our employees through market visits, executive forums and our annual employee engagement survey. In 2023, 75.8% of our employees completed the annual survey. Our overall rating exceeded that of the financial services industry and all companies that utilize our survey provider. The survey reflected that employees have fulfillment in working for a community bank and making a difference. They are satisfied with their jobs and First Commonwealth as a whole.
Our employment turnover for 2023 was calculated at 28.6%, which is generally aligned with industry benchmarks.
Compensation and Benefits
We strive to provide a competitive and fair total compensation package to our employees. We price positions against recent industry benchmark reports and salary surveys to establish salary ranges. The compensation components of First Commonwealth’s total rewards are designed to provide competitive pay that aligns with individual and company performance as well as stakeholder interests.
Employee benefits plans support employees with insurance, retirement and work/life plans. Our health plan is structured with a tiered premium approach in which 32% of plan participants are in the lowest tier and pay a lower monthly premium than the other two higher paying tiers. Our 401k plan offers an employer match on employee contributions of up to 4% of eligible earnings. We offer a variety of other benefits, including life insurance and disability plans, a generous paid-time off policy and a wide array of voluntary plan options.
Health and Safety
We continue to prioritize the safety and well-being of our employees, customers, partners and communities through healthy workplace practices and consistent communication reminders and updates.
We support our employees by offering several resources. An employee assistance program connects employees with resources to help them in certain life situations, such as personal counselling, legal services, and adoption.
We partner with a wellness vendor to provide our healthcare members personal access to their own Health Advisor to coordinate care, and to have free access to nutrition counseling, fitness and financial coaching, mental and emotional health specialists, and condition management services. They receive healthy living emails and resources with helpful wellness tips, success stories, and inspirations to guide them on their own wellness journeys. A Concierge Care program is available to help
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healthcare members navigate the complexities of healthcare. They work to coordinate care needs with doctors, caregivers and pharmacists. We also offer an interest-free advance up to the healthcare member's deductible and out-of-pocket limits with payroll deduction payback options.
We offer a paid maternity leave benefit that provides ten weeks and our paid parental leave that provides three weeks of fully paid leave for full time employees with more than one year of service. We also provide a structure for employees with less tenure and for part time employees. In addition to providing the paid maternity leave for birth mothers, the parental leave is extended to biological, foster, or adoptive mothers or fathers; legal spouses or domestic partners of the birth, foster, or adoptive parent; or appointed legal guardians.
Lastly, our employees support each other through Hearts2Hands, an employee-funded program that provides financial assistance to employees who experience hardships.
Culture and Engagement
The soul of our culture is our mission to improve the financial lives of our neighbors and their businesses. We believe that the type of employees who can help us be successful in that mission have the five core values of: accountability, customer focus, integrity, excellence and inclusion. We have additional leadership points that help define how the leaders of our company will lead us forward. We practice a Customer Service Promise of five critical behaviors that we encourage every one of our employees to demonstrate at every customer interaction – internal or external – with the intent of creating an extraordinary customer experience, which is measured by our customer satisfaction scores. The five behaviors are to put customers first, be relentless, inspire confidence, champion simplicity and obsess with yes. In 2023, both our Customer Satisfaction Score and our Net Promoter Score (NPS) were above the targets we set for ourselves and above industry standards.
We are proud that we were selected as a Forbes World’s Best Bank in 2023 for the fifth consecutive year. We received other national recognitions for our community engagement work and our financial literacy work. We were proudly ranked a top SBA lender in all of our market places. And, based on employee feedback, First Commonwealth was named a Top Workplace in the Pittsburgh area in 2023 for the fifth consecutive year and in the Cleveland area for the first time.
In 2023, First Commonwealth supported our communities with more than $2.0 million in community giving. More than 50% of that giving is Community Reinvestment Act ("CRA") eligible, which means that it is directed into low to moderate income communities where we anticipate it is needed the most.
Our employees provided more than 13,000 volunteer hours and participated in 500 financial education sessions with topics ranging from financial literacy for elementary age children, to preparing for retirement and fraud awareness for retired individuals. In 2023, we achieved a milestone of 100,000 participants reached with financial education.
In 2023 we extended our Community Commitment Hours program, which allows for eight hours of paid time off to use toward eligible volunteer opportunities. During this inaugural year, 923 hours were used by 115 employees.
To recognize employees who go above and beyond in their volunteerism and community engagement, we present a quarterly “Golden Tower” award which includes $1,000 for the recipient to give to a charitable organization of their choice. We also present and celebrate several employees quarterly through our "Why We Exist" recognitions which recognize the stories of employees who go above and beyond in living our mission with measurable growth results for our customers and our bank.
We provide corporate support for the United Way, including an employee campaign which exceeded our 2023 goal with employee contributions of $95,500. With the company match, a total of $191,000 was donated to United Way chapters throughout our footprint.
Supervision and Regulation
The following discussion sets forth the material elements of the regulatory framework applicable to financial holding companies, such as First Commonwealth, and their subsidiaries. The regulatory framework is intended primarily for the protection of depositors, other customers and the federal deposit insurance fund and not for the protection of security holders. The rules governing the regulation of financial institutions and their holding companies are very detailed and technical. Accordingly, the following discussion is general in nature and is not intended to be complete or to describe all the laws and regulations that apply to First Commonwealth and its subsidiaries. A change in applicable statutes, regulations or regulatory policy may have a material adverse effect on our business, financial condition or results of operations.
Bank Holding Company Regulation
First Commonwealth is registered as a financial holding company under the Bank Holding Company Act of 1956, as amended (“BHC Act”), and is subject to supervision and regulation by the Board of Governors of the Federal Reserve System (“FRB”).
Acquisitions. Under the BHC Act, First Commonwealth is required to obtain the prior approval of the FRB before it can merge or consolidate with any other bank holding company or acquire all or substantially all of the assets of any bank that is not
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already majority owned by it, or acquire direct or indirect ownership, or control of, any voting shares of any bank that is not already majority owned by it, if after such acquisition it would directly or indirectly own or control more than 5% of the voting shares of such bank. In reviewing applications seeking approval of merger and acquisition transactions, the bank regulatory authorities will consider, among other things, the competitive effect and public benefits of the transactions, the financial (including capital) position of the combined organization, the risks to the stability of the U.S. banking or financial system, the applicant's performance record under CRA and its compliance with fair housing and other consumer protection laws and the effectiveness of the subject organizations in combating money laundering activities.
Banking Holding Company Activities. In general, the BHC Act limits the business of bank holding companies to banking, managing or controlling banks and other activities that the FRB has determined to be so closely related to banking as to be a proper incident thereto. In addition, bank holding companies that qualify and elect to be financial holding companies such as First Commonwealth may engage in any activity, or acquire and retain the shares of a company engaged in any activity, that is either (i) financial in nature or incidental to such financial activity or (ii) complementary to a financial activity and does not pose a substantial risk to the safety and soundness of depository institutions or the financial system generally, without in either case the prior approval of the FRB. Activities that are financial in nature include securities underwriting and dealing, insurance agency activities and making merchant banking investments.
To maintain financial holding company status, a financial holding company and all of its depository institution subsidiaries must be well capitalized and well managed. A depository institution subsidiary is considered to be well capitalized if it satisfies the requirements for this status discussed in the section below captioned "Prompt Corrective Action." A depository institution subsidiary is considered well managed if it received a composite rating and management rating of at least satisfactory in its most recent examination. A financial holding company’s status will also depend upon maintaining its status as well capitalized and well managed under applicable FRB regulations. If a financial holding company ceases to meet these capital and management requirements, the FRB’s regulations provide that the financial holding company must enter into an agreement with the FRB to comply with all applicable capital and management requirements. Until the financial holding company returns to compliance, the FRB may impose limitations or conditions on the conduct of its activities, and the company may not commence any of the broader financial activities permissible for financial holding companies or acquire a company engaged in such financial activities without prior approval of the FRB. If the company does not return to compliance within 180 days, the FRB may require divestiture of the holding company’s depository institutions.

In order for a financial holding company to commence any new activity permitted by the BHC Act or to acquire a company engaged in any new activity permitted by the BHC Act, each insured depository institution subsidiary of the financial holding company must have received a rating of at least satisfactory in its most recent examination under the CRA.

The FRB has the power to order any bank holding company or its subsidiaries to terminate any activity or to terminate its ownership or control of any subsidiary when the FRB has reasonable grounds to believe that continuation of such activity or such ownership or control constitutes a serious risk to the financial soundness, safety or stability of any bank subsidiary of the bank holding company.
Reporting. Under the BHC Act, First Commonwealth is subject to examination by the FRB and is required to file periodic reports and other information of its operations with the FRB.
Source of Strength Doctrine. FRB policy and federal law require bank holding companies to act as a source of financial and managerial strength to their subsidiary banks. First Commonwealth is expected to commit resources to support FCB, including at times when First Commonwealth may not be in a financial position to provide such resources. Any capital loans by a bank holding company to any of its subsidiary banks are subordinate in right of payment to deposits and to certain other indebtedness of such subsidiary banks. In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a subsidiary bank will be assumed by the bankruptcy trustee and entitled to priority of payment.
Affiliate Transactions. Transactions between FCB, on the one hand, and First Commonwealth Financial Corporation and its other subsidiaries, on the other hand, are regulated under federal banking laws. The Federal Reserve Act imposes quantitative and qualitative requirements and collateral requirements on covered transactions by FCB with, or for the benefit of, its affiliates, and generally requires those transactions to be on terms at least as favorable to FCB as if the transaction were conducted with an unaffiliated third party. Covered transactions are defined by statute to include a loan or extension of credit, as well as a purchase of securities issued by an affiliate, a purchase of assets (unless otherwise exempted by the FRB) from the affiliate, certain derivative transactions that create a credit exposure to an affiliate, the acceptance of securities issued by the affiliate as collateral for a loan, and the issuance of a guarantee, acceptance or letter of credit on behalf of an affiliate. In general, any such transaction by FCB (or its subsidiaries) must be limited to certain thresholds on an individual and aggregate basis and, for credit transactions with any affiliate, must be secured by designated amounts of specified collateral.
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SEC Regulations. First Commonwealth is also under the jurisdiction of the Securities and Exchange Commission (“SEC”) and various state securities commissions for matters relating to the offer and sale of its securities and is subject to the SEC rules and regulations relating to periodic reporting, proxy solicitation and insider trading.
Bank Regulation
FCB is a state bank chartered under the Pennsylvania Banking Code and is not a member of the FRB. As such, FCB is subject to the supervision of, and is regularly examined by, both the Federal Deposit Insurance Corporation (“FDIC”) and the Pennsylvania Department of Banking and Securities and is required to furnish quarterly reports to both agencies. The approval of the Pennsylvania Department of Banking and Securities and FDIC is also required for FCB to establish additional branch offices or merge with or acquire another banking institution.
Dividends. First Commonwealth is a legal entity separate and distinct from its banking and other subsidiaries. As a bank holding company, First Commonwealth is subject to certain restrictions on its ability to pay dividends under applicable banking laws and regulations. Federal bank regulators are authorized to determine under certain circumstances relating to the financial condition of a bank holding company or a bank that the payment of dividends would be an unsafe or unsound practice and to prohibit payment thereof. In particular, federal bank regulators have stated that paying dividends that deplete a banking organization’s capital base to an inadequate level would be an unsafe and unsound banking practice and that banking organizations should generally pay dividends only out of current operating earnings.
A significant portion of our income comes from dividends from our bank, which is also the primary source of our liquidity. In addition to the restrictions discussed above, our bank is subject to limitations under Pennsylvania law regarding the level of dividends that it may pay to us. In general, dividends may be declared and paid only out of accumulated net earnings and may not be declared or paid unless surplus is at least equal to capital. Dividends may not reduce surplus without the prior consent of the Pennsylvania Department of Banking and Securities. FCB has not reduced its surplus through the payment of dividends. As of December 31, 2023, FCB could pay dividends to First Commonwealth of $282.6 million without reducing its capital levels below "well capitalized" levels and without the approval of the Pennsylvania Department of Banking and Securities.
Community Reinvestment. Under CRA a bank has a continuing and affirmative obligation, consistent with its safe and sound operation, to help meet the credit needs of its entire community, including low and moderate income neighborhoods. The CRA does not establish specific lending requirements or programs for financial institutions nor does it limit an institution’s discretion to develop the types of products and services that it believes are best suited to its particular community, consistent with the CRA. The CRA requires the applicable regulatory agency to assess an institution’s record of meeting the credit needs of its community. The CRA requires public disclosure of an institution’s CRA rating and requires that the applicable regulatory agency provide a written evaluation of an institution’s CRA performance utilizing a four-tiered descriptive rating system. An institution’s CRA rating is considered in determining whether to grant charters, branches and other deposit facilities, relocations, mergers, consolidations and acquisitions. Performance less than satisfactory may be the basis for denying an application. For its most recent examination, FCB received a “satisfactory” rating.
In October 2023, the Federal Reserve Board, the FDIC and the Office of the Comptroller of the Currency (“OCC”) issued a joint rule to modernize regulations implementing the CRA. Under the final rules, the agencies will evaluate bank performance across the varied activities they conduct and communities in which they operate. This includes evaluating lending outside traditional assessment areas generated by the growth of non–branch delivery systems, such as online and mobile banking, branchless banking, and hybrid models. The final rule adopts a new metrics–based approach to evaluating bank retail lending and community development financing, using benchmarks based on peer and demographic data. The final rule also clarifies eligible CRA activities, such as affordable housing, that are focused on low- and moderate-income, underserved, native, and rural communities. The rule requires large banks (including FCB) to comply with new and expanded data gathering and reporting requirements. Most of the requirements of the final rule take effect January 1, 2026, while the data requirements will take effect January 1, 2027. We are continuing to evaluate the potential impact of the new rule to our business, financial condition, and results of operations, which cannot be predicted at this time.
Consumer Financial Protection. We are subject to a number of federal and state consumer protection laws that extensively govern our relationship with our customers. These laws include the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act, the Electronic Fund Transfer Act, the Expedited Funds Availability Act, the Home Mortgage Disclosure Act, the Fair Housing Act, the Real Estate Settlement Procedures Act, the Fair Debt Collection Practices Act, the Service Members Civil Relief Act and these laws’ respective state-law counterparts, as well as state usury laws and laws regarding unfair and deceptive acts and practices. These and other federal laws, among other things, require disclosures of the cost of credit and terms of deposit accounts, provide substantive consumer rights, prohibit discrimination in credit transactions, regulate the use of credit report information, provide financial privacy protections, prohibit unfair, deceptive and abusive practices, restrict our ability to raise interest rates and subject us to substantial regulatory oversight. Violations of applicable consumer protection laws can result in significant potential liability from litigation brought by customers, including actual damages, restitution and attorneys’ fees. Federal bank regulators, state attorneys general and
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state and local consumer protection agencies may also seek to enforce consumer protection requirements and obtain these and other remedies, including regulatory sanctions, customer rescission rights, action by the state and local attorneys general in each jurisdiction in which we operate and civil money penalties. Failure to comply with consumer protection requirements may also result in our failure to obtain any required bank regulatory approval for merger or acquisition transactions we may wish to pursue or our prohibition from engaging in such transactions even if approval is not required.
The Consumer Financial Protection Bureau ("CFPB") has broad rulemaking, supervisory and enforcement powers under various federal consumer financial protection laws. Although all institutions are subject to rules adopted by the CFPB and examination by the CFPB in conjunction with examinations by the institution’s primary federal regulator, the CFPB has primary examination and enforcement authority over institutions with assets of $10 billion or more, including FCB. State authorities are responsible for monitoring our compliance with all state consumer laws. The CFPB has broad rulemaking authority for a wide range of consumer financial laws that apply to all banks, including, among other things, laws relating to fair lending and the authority to prohibit “unfair, deceptive or abusive” acts and practices. Abusive acts or practices are defined as those that materially interfere with a consumer’s ability to understand a term or condition of a consumer financial product or service or take unreasonable advantage of a consumer’s (i) lack of financial savvy, (ii) inability to protect himself in the selection or use of consumer financial products or services, or (iii) reasonable reliance on a covered entity to act in the consumer’s interests. The CFPB can issue cease-and-desist orders against banks and other entities that violate consumer financial laws. The CFPB may also institute a civil action against an entity in violation of federal consumer financial law in order to impose a civil penalty or injunction. The CFPB has examination and enforcement authority over all banks with more than $10 billion in assets, as well as their affiliates. Banking regulators take into account compliance with consumer protection laws when considering approval of a proposed transaction.
In October 2023, the CFPB proposed a new rule that would require a provider of payment accounts or products, such as a bank, to make data available to consumers upon request regarding the products or services they obtain from the provider. Any such data provider would also have to make such data available to third parties, with the consumer’s express authorization and through an interface that satisfies formatting, performance and security standards, for the purpose of such third parties providing the consumer with financial products or services requested by the consumer. Data that would be required to be made available under the rule would include transaction information, account balance, account and routing numbers, terms and conditions, upcoming bill information, and certain account verification data. The proposed rule is intended to give consumers control over their financial data, including with whom it is shared, and encourage competition in the provision of consumer financial products or services.
Deposit Insurance. Deposits of FCB are insured up to applicable limits by the FDIC and are subject to deposit insurance assessments to maintain the Deposit Insurance Fund (“DIF”). Deposit insurance assessments are based upon average total assets minus average total equity. The insurance assessments are based upon a matrix that takes into account a bank’s capital level and supervisory rating. The FDIC may terminate deposit insurance upon a finding that the institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC. As an institution with less than $10 billion in assets, FCB’s assessment rates for 2022 were based on its risk classification (i.e., the level of risk it poses to the FDIC’s deposit insurance fund). Having crossed the $10 billion asset threshold in 2023, assessment rates for future periods will be calculated using a scorecard that combines the supervisory risk ratings of the institution with certain forward-looking financial measures. These assessment rates are subject to adjustments based upon the insured depository institution’s ratio of long-term unsecured debt to the assessment base, long-term unsecured debt issued by other insured depository institutions to the assessment base, and brokered deposits to the assessment base. However, the adjustments based on brokered deposits to the assessment base will not apply so long as the institution is well capitalized and has a composite CAMELS rating of 1 or 2. The CAMELS rating system is a bank rating system where bank supervisory authorities rate institutions according to six factors: capital adequacy, asset quality, management quality, earnings, liquidity and sensitivity to market risk. The FDIC may make additional discretionary assessment rate adjustments.
In October 2022, the FDIC adopted a final rule to increase the initial base deposit insurance assessment rate schedules uniformly by 2 basis points beginning with the first quarterly assessment period of 2023. The increased assessment is expected to improve the likelihood that the DIF reserve ratio would reach the statutory minimum of 1.35% by the statutory deadline prescribed under the FDIC's amended restoration plan.
In November 2023, the FDIC issued a final rule to implement a special assessment to recover losses to the DIF incurred as a result of recent bank failures and the FDIC's use of the systemic risk exception to cover certain deposits that were otherwise uninsured. The special assessment was based on estimated uninsured deposits as of December 31, 2022 (excluding the first $5.0 billion) and will be assessed at a quarterly rate of 3.36 basis points, over eight quarterly assessment periods, beginning in the first quarter of 2024. Under the final rule, the estimated loss pursuant to the systemic risk determination will be periodically adjusted, and the FDIC has retained the ability to cease collection early, extend the special assessment collection period and
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impose a final shortfall special assessment on a one-time basis. FCB’s uninsured deposits at December 31, 2022 were $2.1 billion, therefore we are not subject to the special assessment at this time.
Capital Requirements
First Commonwealth and FCB are each required to comply with applicable capital adequacy standards established by the FRB. The current standards are known as the "Basel III Capital Rules." These rules require First Commonwealth and FCB to maintain the following:
A minimum ratio of Common Equity Tier 1 (“CET1”) to risk-weighted assets of at least 4.5%, plus a 2.5% “capital conservation buffer” (resulting in a minimum ratio of CET1 to risk-weighted assets of 7.0%);
A minimum ratio of Tier 1 capital to risk-weighted assets of at least 6.0%, plus the capital conservation buffer (resulting in a minimum Tier 1 capital ratio of 8.5%);
A minimum ratio of total capital (Tier 1 capital plus Tier 2 capital) to risk-weighted assets of at least 8.0%, plus the capital conservation buffer (resulting in a minimum total capital ratio of 10.5%); and
A minimum leverage ratio of 4.0%, calculated as the ratio of Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the “leverage ratio”).
Banking institutions that fail to meet the effective minimum ratios once the capital conservation buffer is taken into account, as detailed above, will be subject to constraints on capital distributions, including dividends and share repurchases, and certain discretionary executive compensation. The severity of the constraints depends on the amount of the shortfall and the institution’s “eligible retained income” (that is, four quarter trailing net income, net of distributions and tax effects not reflected in net income).
The Basel III Capital Rules provide for a number of deductions from and adjustments to CET1. These include, for example, the requirement that mortgage servicing rights, deferred tax assets arising from temporary differences that could not be realized through net operating loss carrybacks and significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 10% of CET1 or all such categories in the aggregate exceed 15% of CET1. During 2015, First Commonwealth and FCB made a one-time permanent election, as permitted under Basel III Capital Rules, to exclude the effects of accumulated other comprehensive income items for the purposes of determining regulatory capital ratios.
With respect to FCB, the Basel III Capital Rules also revise the “prompt corrective action” regulations pursuant to Section 38 of the Federal Deposit Insurance Act, as discussed below under “Prompt Corrective Action.” The Basel III Capital Rules prescribe a standardized approach for risk weightings that expand the risk-weighting categories from the general risk-based capital rules to a much larger and more risk-sensitive number of categories, depending on the nature of the assets, generally ranging from 0% for U.S. government and agency securities, to 600% for certain equity exposures, and resulting in higher risk weights for a variety of asset categories.
In August 2022, the Inflation Reduction Act of 2022 (the “IRA”) was enacted. Among other things, the IRA imposes a new 1% excise tax on the fair market value of stock repurchased after December 31, 2022 by publicly traded U.S. corporations. With certain exceptions, the value of stock repurchased is determined net of stock issued in the year, including shares issued pursuant to compensatory arrangements.
Liquidity Requirements
The Basel III liquidity framework requires banks and bank holding companies to measure their liquidity against specific liquidity tests. One test, referred to as the liquidity coverage ratio (“LCR”), is designed to ensure that the banking entity maintains an adequate level of unencumbered high-quality liquid assets equal to the entity’s expected net cash outflow for a 30-day time horizon (or, if greater, 25% of its expected total cash outflow) under an acute liquidity stress scenario. The other test, referred to as the net stable funding ratio (“NSFR”), is designed to promote more medium- and long-term funding of the assets and activities of banking entities over a one-year time horizon. Rules applicable to certain large banking organizations have been implemented for LCR and proposed for NSFR; however, based on our asset size, these rules do not currently apply to First Commonwealth and FCB.
Prompt Corrective Action
The Federal Deposit Insurance Act, as amended (“FDIA”), requires, among other things, the federal banking agencies to take “prompt corrective action” in respect of depository institutions that do not meet minimum capital requirements. The FDIA includes the following five capital tiers: “well capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized” and “critically undercapitalized.” A depository institution’s capital tier will depend upon how its capital levels compare with various relevant capital measures and certain other factors, as established by regulation. The relevant
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capital measures are the total capital ratio, the CET1 capital ratio (a new ratio requirement under the Basel III Capital Rules), the Tier 1 capital ratio and the leverage ratio.
A bank will be (i) “well capitalized” if the institution has a total risk-based capital ratio of 10.0% or greater, a CET1 capital ratio of 6.5% or greater, a Tier 1 risk-based capital ratio of 8.0% or greater, and a leverage ratio of 5.0% or greater, and is not subject to any order or written directive by any such regulatory authority to meet and maintain a specific capital level for any capital measure; (ii) “adequately capitalized” if the institution has a total risk-based capital ratio of 8.0% or greater, a CET1 capital ratio of 4.5% or greater, a Tier 1 risk-based capital ratio of 6.0% or greater, and a leverage ratio of 4.0% or greater and is not “well capitalized”; (iii) “undercapitalized” if the institution has a total risk-based capital ratio that is less than 8.0%, a CET1 capital ratio less than 4.5%, a Tier 1 risk-based capital ratio of less than 6.0% or a leverage ratio of less than 4.0%; (iv) “significantly undercapitalized” if the institution has a total risk-based capital ratio of less than 6.0%, a CET1 capital ratio less than 3%, a Tier 1 risk-based capital ratio of less than 4.0% or a leverage ratio of less than 3.0%; and (v) “critically undercapitalized” if the institution’s tangible equity is equal to or less than 2.0% of average quarterly tangible assets. An institution may be downgraded to, or deemed to be in, a capital category that is lower than indicated by its capital ratios if it is determined to be in an unsafe or unsound condition or if it receives an unsatisfactory examination rating with respect to certain matters. A bank’s capital category is determined solely for the purpose of applying prompt corrective action regulations, and the capital category may not constitute an accurate representation of the bank’s overall financial condition or prospects for other purposes.
The FDIA generally prohibits a depository institution from making any capital distributions (including payment of a dividend) or paying any management fee to its parent holding company if the depository institution would thereafter be “undercapitalized.” “Undercapitalized” institutions are subject to growth limitations and are required to submit a capital restoration plan. The agencies may not accept such a plan without determining, among other things, that the plan is based on realistic assumptions and is likely to succeed in restoring the depository institution’s capital. In addition, for a capital restoration plan to be acceptable, the depository institution’s parent holding company must guarantee that the institution will comply with such capital restoration plan and must also provide appropriate assurances of performance. The aggregate liability of the parent holding company is limited to the lesser of (i) an amount equal to 5.0% of the depository institution’s total assets at the time it became undercapitalized and (ii) the amount which is necessary (or would have been necessary) to bring the institution into compliance with all capital standards applicable with respect to such institution as of the time it fails to comply with the plan. If a depository institution fails to submit an acceptable plan, it is treated as if it is “significantly undercapitalized.”
In addition, the FDIA prohibits an insured depository institution from accepting brokered deposits or offering interest rates on any deposits significantly higher than the prevailing rate in the bank's normal market area or nationally (depending upon where the deposits are solicited), unless it is well capitalized or is adequately capitalized and receives a waiver from the FDIC. A depository institution that is adequately capitalized and accepts brokered deposits under a waiver from the FDIC may not pay an interest rate on any deposit in excess of 75 basis points over certain prevailing market rates.
“Significantly undercapitalized” depository institutions may be subject to a number of requirements and restrictions, including orders to sell sufficient voting stock to become “adequately capitalized,” requirements to reduce total assets, and cessation of receipt of deposits from correspondent banks. “Critically undercapitalized” institutions are subject to the appointment of a receiver or conservator.
The appropriate federal banking agency may, under certain circumstances, reclassify a well-capitalized insured depository institution as adequately capitalized. The FDIA provides that an institution may be reclassified if the appropriate federal banking agency determines (after notice and opportunity for hearing) that the institution is in an unsafe or unsound condition or deems the institution to be engaging in an unsafe or unsound practice.
The appropriate agency is also permitted to require an adequately capitalized or undercapitalized institution to comply with the supervisory provisions as if the institution were in the next lower category (but not treat a significantly undercapitalized institution as critically undercapitalized) based on supervisory information other than the capital levels of the institution.
First Commonwealth believes that, as of December 31, 2023, FCB was a “well-capitalized” bank as defined by the FDIA. See Note 24 “Regulatory Restrictions and Capital Adequacy” of Notes to the Consolidated Financial Statements, contained in Item 8, for a table that provides a comparison of First Commonwealth’s and FCB’s risk-based capital ratios and the leverage ratio to minimum regulatory requirements.
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The Volcker Rule
The Dodd-Frank Act prohibits banks and their affiliates from engaging in proprietary trading and investing in and sponsoring hedge funds and private equity funds (so called "covered funds"). The statutory provision is commonly called the “Volcker Rule.” Banks with less than $10 billion in total consolidated assets are exempt from the Volcker Rule. FCB's total assets exceeded $10 billion as of December 31, 2023. FCB will no longer be exempt from the Volcker Rule beginning January 1, 2024, however this will not significantly impact our operations as we do not participate in the businesses prohibited by the Volcker Rule.
Depositor Preference
Under federal law, depositors (including the FDIC with respect to the subrogated claims of insured depositors) and certain claims for administrative expenses of the FDIC as receiver would be afforded a priority over other general unsecured claims against such an institution in the liquidation or other resolution of such an institution by any receiver.
Interchange Fees
Under the Durbin Amendment to the Dodd-Frank Act, the FRB adopted rules establishing standards for assessing whether the interchange fees that may be charged with respect to certain electronic debit transactions are “reasonable and proportional” to the costs incurred by issuers for processing such transactions. Interchange fees, or “swipe” fees, are charges that merchants pay to us and other card-issuing banks for processing electronic payment transactions. Under the final rules, the maximum permissible interchange fee is equal to no more than 21 cents plus 5 basis points of the transaction value for many types of debit interchange transactions. The FRB also adopted a rule to allow a debit card issuer to recover 1 cent per transaction for fraud prevention purposes if the issuer complies with certain fraud-related requirements required by the FRB. The FRB also has rules governing routing and exclusivity that require issuers to offer two unaffiliated networks for routing transactions on each debit or prepaid product. In October 2023, the Federal Reserve issued a proposal under which the maximum permissible interchange fee for an electronic debit transaction would be the sum of 14.4 cents per transaction and 4 basis points multiplied by the value of the transaction. Furthermore, the fraud-prevention adjustment would increase from a maximum of 1 cent to 1.3 cents. The proposal would adopt an approach for future adjustments to the interchange fee cap, which would occur every other year based on issuer cost data gathered by the Federal Reserve from large debit card issuers.
The Dodd-Frank Act contained an exemption from the interchange fee cap for any debit card issuer that, together with its affiliates, has total assets of less than $10 billion as of the end of the previous calendar year. As of December 31, 2022, we qualified for this exemption. We earned approximately $28.6 million in card-related interchange income during the 2023 fiscal year. If we had not qualified for this exemption, we estimate that our interchange income would decrease by $14.9 million. First Commonwealth's total assets exceeded $10 billion as of December 31, 2023, and as such, we are subject to the interchange fee cap beginning July 1, 2024.
Financial Privacy
The federal banking regulators adopted rules that limit the ability of banks and other financial institutions to disclose non-public information about consumers to nonaffiliated third parties. These limitations require disclosure of privacy policies to consumers and, in some circumstances, allow consumers to prevent disclosure of certain personal information to a nonaffiliated third party. These regulations affect how consumer information is transmitted through diversified financial companies and conveyed to outside vendors.
Anti-Money Laundering and the USA Patriot Act
A major focus of governmental policy on financial institutions in recent years has been aimed at combating money laundering and terrorist financing. The USA PATRIOT Act of 2001 (the “USA Patriot Act”) substantially broadened the scope of United States anti-money laundering laws and regulations by imposing significant new compliance and due diligence obligations, creating new crimes and penalties and expanding the extra-territorial jurisdiction of the United States. Financial institutions are also prohibited from entering into specified financial transactions and account relationships and must use enhanced due diligence procedures in their dealings with certain types of high-risk customers and implement a written customer identification program. Financial institutions must take certain steps to assist government agencies in detecting and preventing money laundering and report certain types of suspicious transactions. Regulatory authorities routinely examine financial institutions for compliance with these obligations, and failure of a financial institution to maintain and implement adequate programs to combat money laundering and terrorist financing, or to comply with all of the relevant laws or regulations, could have serious legal and reputational consequences for the institution, including causing applicable bank regulatory authorities not to approve merger or acquisition transactions when regulatory approval is required or to prohibit such transactions even if approval is not required. Regulatory authorities have imposed cease and desist orders and civil money penalties against institutions found to be violating these obligations.
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Office of Foreign Assets Control Regulation
The U.S. Treasury Department’s Office of Foreign Assets Control ("OFAC") administers and enforces economic and trade sanctions against targeted foreign countries and regimes, under authority of various laws, including designated foreign countries, nationals and others. OFAC publishes lists of specially designated targets and countries. First Commonwealth is responsible for, among other things, blocking accounts of, and transactions with, such targets and countries, prohibiting unlicensed trade and financial transactions with them and reporting blocked transactions after their occurrence. Failure to comply with these sanctions could have serious legal and reputational consequences, including causing applicable bank regulatory authorities not to approve merger or acquisition transactions when regulatory approval is required or to prohibit such transactions even if approval is not required.
Incentive Compensation
In June 2010, the Federal Reserve Board, OCC and FDIC issued comprehensive final guidance on incentive compensation policies intended to ensure that the incentive compensation policies of banking organizations do not undermine the safety and soundness of such organizations by encouraging excessive risk-taking. The guidance, which covers all employees that have the ability to materially affect the risk profile of an organization, either individually or as part of a group, is based upon the key principles that a banking organization’s incentive compensation arrangements should (i) provide incentives that do not encourage risk-taking beyond the organization’s ability to effectively identify and manage risks, (ii) be compatible with effective internal controls and risk management, and (iii) be supported by strong corporate governance, including active and effective oversight by the organization’s board of directors.
In 2016, the U.S. financial regulators, including the Federal Reserve Board and the SEC, proposed revised rules on incentive-based payment arrangements at specified regulated entities having at least $1 billion in total assets (including First Commonwealth and FCB), but these proposed rules have not been finalized.
In October 2022, the SEC adopted a final rule directing national securities exchanges and associations, including the NYSE, to implement listing standards that require listed companies to adopt policies mandating the recovery or “clawback” of excess incentive-based compensation earned by a current or former executive officer during the three fiscal years preceding the date the listed company is required to prepare an accounting restatement, including to correct an error that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. The NYSE's listing standards pursuant to the SEC's rule became effective on October 2, 2023. We adopted a compensation recovery policy pursuant to the NYSE listing standards on October 24, 2023. The policy is included as Exhibit 97.1 to this Form 10-K.
Cybersecurity
In March 2015, federal regulators issued two related statements regarding cybersecurity. One statement indicates that financial institutions should design multiple layers of security controls to establish lines of defense and to ensure that their risk management processes also address the risk posed by compromised customer credentials, including security measures to reliably authenticate customers accessing internet-based services of the financial institution. The other statement indicates that a financial institution’s management is expected to maintain sufficient business continuity planning processes to ensure the rapid recovery, resumption and maintenance of the institution’s operations after a cyber-attack involving destructive malware. A financial institution is also expected to develop appropriate processes to enable recovery of data and business operations and address rebuilding network capabilities and restoring data if the institution or its critical service providers fall victim to this type of cyber-attack. If we fail to observe the regulatory guidance, we could be subject to various regulatory sanctions, including financial penalties.
State regulators have also been increasingly active in implementing privacy and cybersecurity standards and regulations. Recently, several states have adopted regulations requiring certain financial institutions to implement cybersecurity programs and providing detailed requirements with respect to these programs, including data encryption requirements. Many states have also recently implemented or modified their data breach notification and data privacy requirements. We expect this trend of state-level activity in those areas to continue, and are continually monitoring developments in the states in which our customers are located.
In the ordinary course of business, we rely on electronic communications and information systems to conduct our operations and to store sensitive data. We employ an in-depth, layered, defensive approach that leverages people, processes and technology to manage and maintain cybersecurity controls. We employ a variety of preventative and detective tools to monitor, block, and provide alerts regarding suspicious activity, as well as to report on any suspected advanced persistent threats. Notwithstanding the strength of our defensive measures, the threat from cyber-attacks is severe, attacks are sophisticated and increasing in volume, and attackers respond rapidly to changes in defensive measures. While to date we have not experienced a significant compromise, significant data loss or any material financial losses related to cybersecurity attacks, our systems and those of our
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customers and third-party service providers are under constant threat and it is possible that we could experience a significant event in the future. Risks and exposures related to cybersecurity attacks are expected to remain high for the foreseeable future due to the rapidly evolving nature and sophistication of these threats, as well as due to the expanding use of internet banking, mobile banking and other technology-based products and services by us and our customers. See Item 1A. Risk Factors for a further discussion of risks related to cybersecurity and Item 1C. Cybersecurity for a further discussion of risk management strategies and governance processes related to cybersecurity.
Climate-Related and Other ESG Developments
In recent years, federal, state and international lawmakers and regulators have increased their focus on financial institutions' and other companies' risk oversight, disclosures and practices in connection with climate change and other environmental, social and governance (“ESG”) matters. For example, in March 2022, the SEC issued a proposed rule on the enhancement and standardization of climate-related disclosures for investors. The proposed rule would require public issuers, including us, to significantly expand the scope of climate-related disclosures in their SEC filings. The SEC has also announced plans to propose rules to require enhanced disclosure regarding human capital management and board diversity for public issuers. We will continue to monitor and evaluate the impact of future regulatory actions related to ESG matters.
Future Legislation and Regulation
Congress may enact legislation from time to time that affects the regulation of the financial services industry, and state legislatures may enact legislation from time to time affecting the regulation of financial institutions chartered by or operating in those states. Federal and state regulatory agencies also periodically propose and adopt changes to their regulations or change the manner in which existing regulations are applied. The substance or impact of pending or future legislation or regulation, or the application thereof, cannot be predicted, although enactment of the proposed legislation could impact the regulatory structure under which we operate and may significantly increase our costs, impede the efficiency of our internal business processes, require us to increase our regulatory capital and modify our business strategy, and limit our ability to pursue business opportunities in an efficient manner. Our business, financial condition, results of operations or prospects may be adversely affected, perhaps materially, as a result.
Availability of Financial Information
We file annual, quarterly and current reports, proxy statements and other information with the SEC. You may read and copy any document we file at the Securities and Exchange Commission’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Our SEC filings are also available to the public on the SEC website at www.sec.gov and on our website at www.fcbanking.com.
We also make available on our website, www.fcbanking.com, and in print to any shareholder who requests them, our Corporate Governance Guidelines, the charters for our Audit, Risk, Compensation and Human Resources, and Governance Committees, and the Code of Conduct and Ethics that applies to all of our directors, officers and employees.
Our Chief Executive Officer has certified to the New York Stock Exchange (“NYSE”) that, as of the date of the certification, he was not aware of any violation by First Commonwealth of NYSE’s corporate governance listing standards. In addition, our Chief Executive Officer and Chief Financial Officer have made certain certifications concerning the information contained in this report pursuant to Section 302 of the Sarbanes-Oxley Act. The Section 302 certifications appear as Exhibits 31.1 and 31.2 to this annual report on Form 10-K.

ITEM 1A.    Risk Factors
An investment in our common stock is subject to risks inherent to our business. The material risks and uncertainties that management believes affect us are described below. Before making an investment decision, you should carefully consider the risks and uncertainties described below together with all of the other information included or incorporated by reference in this report. The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties that management is not aware of or focused on or that management currently deems immaterial may also impair our business operations. This report is qualified in its entirety by these risk factors. If any of the following risks actually occur, our business, financial condition and results of operations could be materially and adversely affected. If this were to happen, the market price of our common stock could decline significantly, and you could lose all or part of your investment.
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Risks Related To Our Business
Interest Rate Risks
We Are Subject to Interest Rate Risk
Our earnings and cash flows are largely dependent upon our net interest income. Net interest income is the difference between interest income earned on interest-earning assets such as loans and securities and interest expense paid on interest-bearing liabilities such as deposits and borrowed funds. Interest rates are highly sensitive to many factors that are beyond our control, including general economic conditions and policies of various governmental and regulatory agencies and, in particular, the Federal Open Market Committee. Changes in monetary policy, including changes in interest rates, could influence not only the interest we receive on loans and securities and the amount of interest we pay on deposits and borrowings, but such changes could also affect (i) our ability to originate loans and obtain deposits, (ii) the fair value of our financial assets and liabilities, and (iii) the average duration of our mortgage-backed securities portfolio. If the interest rates paid on deposits and other borrowings increase at a faster rate than the interest rates received on loans and other investments, our net interest income, and therefore earnings, could be adversely affected. Earnings could also be adversely affected if the interest rates received on loans and other investments fall more quickly than the interest rates paid on deposits and other borrowings. Any substantial, unexpected, or prolonged change in market interest rates could have a material adverse effect on our business, financial condition and results of operations. See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations under the section captioned “Net Interest Income” and Item 7A. Quantitative and Qualitative Disclosures About Market Risk elsewhere in this report for further discussion related to interest rate sensitivity and our management of interest rate risk.
Credit and Lending Risks
We Are Subject to Lending Risk
There are inherent risks associated with our lending activities. These risks include, among other things, the impact of changes in interest rates and changes in the economic conditions in the markets where we operate as well as those across the United States. Increases in interest rates and/or weakening economic conditions could adversely impact the ability of borrowers to repay outstanding loans or the value of the collateral securing these loans.
We Are Subject to Risk Arising from Conditions in the Commercial Real Estate Market
As of December 31, 2023, commercial real estate mortgage loans comprised approximately 34% of our loan portfolio. Commercial real estate mortgage loans generally involve a greater degree of credit risk than residential real estate mortgage loans because they typically have larger balances and are more affected by adverse conditions in the economy. Because payments on loans secured by commercial real estate often depend upon the successful operation and management of the properties and the businesses which operate from within them, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulations. In recent years, commercial real estate markets have been experiencing substantial growth, and increased competitive pressures have contributed significantly to historically low capitalization rates and rising property values. Failures in our risk management policies, procedures and controls could adversely affect our ability to manage this portfolio going forward and could result in an increased rate of delinquencies in, and increased losses from, this portfolio, which, accordingly, could have a material adverse effect on our business, financial condition and results of operations.
Our Allowance for Credit Losses may be Insufficient
All borrowers carry the potential to default and our remedies to recover may not fully satisfy money previously loaned. We maintain an allowance for credit losses, which represents management’s best estimate of credit losses within the existing portfolio of loans. The allowance, in the judgment of management, is appropriate to reserve for estimated loan losses and risks inherent in the loan portfolio. The level of the allowance for credit losses reflects management’s continuing evaluation of industry concentrations, specific credit risks, loan loss experience, current loan portfolio quality, present economic conditions and unidentified losses in the current loan portfolio. The determination of the appropriate level of the allowance for credit losses inherently involves a high degree of subjectivity and requires us to make significant estimates of current credit risks using existing qualitative and quantitative information, all of which may undergo material changes. Changes in economic conditions or forecasts, new information regarding existing loans, identification of additional problem loans and other factors, both within and outside of our control, may require an increase in the allowance for credit losses. In addition, bank regulatory agencies periodically review our allowance for credit losses and may require an increase in the provision for credit losses or the recognition of additional loan charge-offs, based on judgments different than those of management. An increase in the allowance for credit losses results in a decrease in net income or losses, and possibly risk-based capital, and may have a material adverse effect on our financial condition and results of operations.
We Are Subject to Risk Arising from Conditions in the Commercial Real Estate Market
As of December 31, 2023, commercial real estate mortgage loans comprised approximately 34% of our loan portfolio. Commercial real estate mortgage loans generally involve a greater degree of credit risk than residential real estate mortgage loans because they typically have larger balances and are more affected by adverse conditions in the economy. Because
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payments on loans secured by commercial real estate often depend upon the successful operation and management of the properties and the businesses which operate from within them, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulations. In recent years, commercial real estate markets have been particularly impacted by the economic disruption resulting from the COVID-19 pandemic. The COVID-19 pandemic has also been a catalyst for the evolution of various remote work options which could impact the long-term performance of some types of office properties, such as those within our commercial real estate portfolio. Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current commercial real estate market. Failures in our risk management policies, procedures and controls could adversely affect our ability to manage this portfolio going forward and could result in an increased rate of delinquencies in, and increased losses from, this portfolio, which, accordingly, could have a material adverse effect on our business, financial condition and results of operations.
Liquidity Risk
We Are Subject to Liquidity Risk
We require liquidity to meet our deposit and debt obligations as they come due. Our access to funding sources in amounts adequate to finance our activities or on terms that are acceptable to us could be impaired by factors that affect us specifically or the financial services industry or economy generally. Factors that could reduce our access to liquidity sources include a downturn in the economy, difficult credit markets or adverse regulatory actions against us. Our access to deposits may also be affected by the liquidity needs of our depositors. In particular, a substantial majority of our liabilities are demand, savings, interest checking and money market deposits, which are payable on demand or upon several days’ notice, while by comparison, a substantial portion of our assets are loans, which cannot be called or sold in the same time frame. Our access to deposits may be negatively impacted by, among other factors, higher interest rates which could promote increased competition for deposits, including from new financial technology competitors, or provide customers with alternative investment options. Additionally, negative news about us or the banking industry in general could negatively impact market and/or customer perceptions of our company, which could lead to a loss of depositor confidence and an increase in deposit withdrawals, particularly among those with uninsured deposits. Furthermore, the failure of other financial institutions may cause deposit outflows as customers spread deposits among several different banks so as to maximize their amount of FDIC insurance, move deposits to banks deemed "too big to fail" or remove deposits from the banking system entirely. As of December 31, 2023, approximately 27% of our deposits were either uninsured or otherwise unsecured and we rely on these deposits for liquidity.We may not be able to replace maturing deposits and advances as necessary in the future, especially if a large number of our depositors sought to withdraw their accounts, regardless of the reason. A failure to maintain adequate liquidity could have a material adverse effect on our business, financial condition and results of operations.
Unrealized Losses in Our Securities Portfolio Could Affect Liquidity
As market interest rates have increased, we have experienced unrealized losses on our available for sale securities portfolio. Unrealized losses related to available for sale securities are reflected in accumulated other comprehensive income in our consolidated balance sheets and reduce the level of our book capital and tangible common equity. However, such unrealized losses do not affect our regulatory capital ratios. We actively monitor our available for sale securities portfolio and we do not currently anticipate the need to realize material losses from the sale of securities for liquidity purposes. Furthermore, we believe it is unlikely that we would be required to sell any such securities before recovery of their amortized cost bases, which may be at maturity. Nonetheless, our access to liquidity sources could be affected by unrealized losses if securities must be sold at a loss; tangible capital ratios continue to decline from an increase in unrealized losses or realized credit losses; the Federal Home Loan Bank of Pittsburgh ("FHLB") or other funding sources reduce capacity; or bank regulators impose restrictions on us that impact the level of interest rates we may pay on deposits or our ability to access brokered deposits. Additionally, significant unrealized losses could negatively impact market and/or customer perceptions of our company, which could lead to a loss of depositor confidence and an increase in deposit withdrawals, particularly among those with uninsured deposits.
Operational Risks
Labor Shortages and Constraints in the Supply Chain Could Adversely Affect Our Customers’ Operations as well as Our Operations
Many sectors in the United States and around the world are experiencing a shortage of workers. The shortage of workers is exacerbating supply chain disruptions around the world, causing certain industries to struggle to regain momentum due to a lack of workers or materials. Our commercial customers may be impacted by the shortage of workers and constraints in the supply chain, which could adversely impact our customers’ operations. Customers may experience disruptions in their operations, which could lead to reduced cash flow and difficulty in making loan repayments. The financial services industry has also been affected by the shortage of workers, and First Commonwealth has experienced the intense competition for talent that is currently underway in the financial services industry. This may lead to open positions remaining unfilled for longer periods of time or a need to increase wages to attract workers. We have had to recently increase wages in certain positions to attract talent, particularly in entry-level type positions and certain specialty areas.
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Our Accounting Estimates and Risk Management Processes Rely On Analytical and Forecasting Models
The processes we use to estimate our expected credit losses and to measure the fair value of financial instruments, as well as the processes used to estimate the effects of changing interest rates and other market measures on our financial condition and results of operations, depends upon the use of analytical and forecasting models. These models reflect assumptions that may not be accurate, particularly in times of market stress or other unforeseen circumstances. Even if these assumptions are adequate, the models may prove to be inadequate or inaccurate because of other flaws in their design or their implementation. If the models we use for interest rate risk and asset-liability management are inadequate, we may incur increased or unexpected losses upon changes in market interest rates or other market measures. If the models we use for estimating our expected credit losses are inadequate, the allowance for credit losses may not be sufficient to support future charge-offs. If the models we use to measure the fair value of financial instruments are inadequate, the fair value of such financial instruments may fluctuate unexpectedly or may not accurately reflect what we could realize upon sale or settlement of such financial instruments. Any such failure in our analytical or forecasting models could have a material adverse effect on our business, financial condition and results of operations.
The Value of Our Goodwill and Other Intangible Assets May Decline in the Future
As of December 31, 2023, we had $386.5 million of goodwill and other intangible assets. A significant decline in our expected future cash flows, a significant adverse change in the business climate, slower growth rates or a significant and sustained decline in the price of the Company’s common stock may necessitate taking charges in the future related to the impairment of our goodwill and other intangible assets which could have a material adverse effect on our business, financial condition and results of operations.
We Are Subject to Risk Arising from Failure or Circumvention of Our Controls and Procedures
Our internal controls, disclosure controls and procedures, and corporate governance policies and procedures are based in part on certain assumptions and can provide only reasonable, not absolute, assurances that the objectives of the system are met. Any failure or circumvention of our controls and procedures; failure to comply with regulations related to controls and procedures; or failure to comply with our corporate governance policies and procedures could have a material adverse effect on our reputation, business, financial condition and results of operations. Furthermore, notwithstanding the proliferation of technology and technology-based risk and control systems, our businesses ultimately rely on people as our greatest resource, and, from time-to-time, they make mistakes or engage in violations of applicable policies, laws, rules or procedures that are not always caught immediately by our technological processes or by our controls and other procedures, which are intended to prevent and detect such errors or violations. Human errors, malfeasance and other misconduct, including the intentional misuse of client information in connection with insider trading or for other purposes, even if promptly discovered and remediated, can result in reputational damage or legal risk and have a material adverse effect on our business, financial condition and results of operations.
New Lines of Business, Products or Services and Technological Advancements May Subject Us to Additional Risks
From time to time, we implement new lines of business or offer new products and services within existing lines of business. There are substantial risks and uncertainties associated with these efforts, particularly in instances where the markets are not fully developed. In developing and marketing new lines of business and/or new products and services we invest significant time and resources. Initial timetables for the introduction and development of new lines of business and/or new products or services may not be achieved and price and profitability targets may not prove feasible. External factors, such as compliance with regulations, competitive alternatives, and shifting market preferences, may also impact the successful implementation of a new line of business or a new product or service.
The financial services industry is continually undergoing rapid technological change with frequent introductions of new technology-driven products and services. Our future success depends, in part, upon our ability to address the needs of our customers by using technology to provide products and services that will satisfy customer demands, as well as to create additional efficiencies in our operations. Many of our competitors have substantially greater resources to invest in technological improvements. We may not be able to effectively implement new technology driven products and services or be successful in marketing these products and services to our customers. In addition, our implementation of certain new technologies, such as those related to artificial intelligence and algorithms, in our business processes may have unintended consequences due to their limitations or our failure to use them effectively. Cloud technologies are also critical to the operation of our systems, and our reliance on cloud technologies is growing. Failure to successfully keep pace with technological change affecting the financial services industry could have a material adverse effect on our business, financial condition and results of operations.
Furthermore, any new line of business, new product or service and/or new technology could have a significant impact on the effectiveness of our system of internal controls. Failure to successfully manage these risks in the development and implementation of new lines of business, new products or services and/or new technologies could have a material adverse effect on our business, financial condition and results of operations.
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Our Reputation and our Business Are Subject to Negative Publicity Risk
Reputation risk, or the risk to our earnings and capital from negative public opinion, is inherent in our business. Negative public opinion could adversely affect our ability to keep and attract customers and expose us to adverse legal and regulatory consequences. Negative public opinion could result from our actual or alleged conduct in any number of activities, including lending practices, corporate governance, regulatory compliance, mergers and acquisitions, and disclosure, sharing or inadequate protection of customer information, and from actions taken by government regulators and community organizations in response to that conduct. Negative public opinion could also result from adverse news or publicity that impairs the reputation of the financial services industry generally. In addition, our reputation or prospects may be significantly damaged by adverse publicity or negative information regarding us, whether or not true, that may be posted on social media, non-mainstream news services or other parts of the internet, and this risk is magnified by the speed and pervasiveness with which information is disseminated through those channels.
Our Business, Financial Condition and Results of Operations Are Subject to Risk from Changes in Customer Behavior
Individual, economic, political, industry-specific conditions and other factors outside of our control, such as fuel prices, energy costs, real estate values or other factors that affect customer income levels, could alter anticipated customer behavior, including borrowing, repayment, investment and deposit practices. Such a change in these practices could materially adversely affect our ability to anticipate business needs and meet regulatory requirements. Furthermore, difficult economic conditions may negatively affect consumer confidence levels. A decrease in consumer confidence levels would likely aggravate the adverse effects of these difficult market conditions on us, our customers and others in the financial institutions industry.
First Commonwealth Relies on Dividends from its Subsidiary Bank for Most of Its Revenue
First Commonwealth is a separate and distinct legal entity from its subsidiaries. It receives substantially all of its revenues from dividends from its subsidiaries. These dividends are the principal source of funds to pay dividends on First Commonwealth’s common stock and interest and principal on First Commonwealth’s debt. Various federal and/or state laws and regulations limit the amount of dividends that FCB and certain non-bank subsidiaries may pay to First Commonwealth. In the event FCB is unable to pay dividends to First Commonwealth, First Commonwealth may not be able to service debt, pay obligations or pay dividends on its common stock. The inability to receive dividends from FCB could have a material adverse effect on First Commonwealth’s business, financial condition and results of operations.
Acts of Cyber-Crime May Compromise Client and Company Information, Disrupt Access to Our Systems or Result in Loss of Client or Company Assets
Our business is dependent upon the availability of technology, the Internet and telecommunication systems to enable financial transactions by clients, record and monitor transactions and transmit and receive data to and from clients and third parties. Information security risks have increased significantly due to the use of online, telephone and mobile banking channels by clients and the increased sophistication and activities of organized crime, hackers, terrorists and other external parties. Our technologies, systems, networks and our clients’ devices have been subject to, and are likely to continue to be the target of, cyber-attacks, computer viruses, malicious code, phishing attacks or information security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our clients’ confidential, proprietary and other information, the theft of client assets through fraudulent transactions or disruption of our or our clients’ or other third parties’ business operations.
Even the most well protected information, networks, systems and facilities remain potentially vulnerable to attempted security breaches or disruptions because the techniques used in such attempts are constantly evolving and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected. Accordingly, we may be unable to anticipate these techniques or to implement adequate security barriers or other preventative measures, and thus it is virtually impossible for us to entirely mitigate this risk. While we maintain specific “cyber” insurance coverage, which would apply in the event of various breach scenarios, the amount of coverage may not be adequate in any particular case. Furthermore, because cyber threat scenarios are inherently difficult to predict and can take many forms, some breaches may not be covered under our cyber insurance coverage. A security breach or other significant disruption of our information systems or those related to our customers, merchants or our third party vendors, including as a result of cyberattacks, could (i) disrupt the proper functioning of our networks and systems and therefore our operations and/or those of certain of our customers; (ii) result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of confidential, sensitive or otherwise valuable information of ours or our customers; (iii) result in a violation of applicable privacy, data breach and other laws, subjecting us to additional regulatory scrutiny and exposing us to civil litigation, governmental fines and possible financial liability; (iv) require significant management attention and resources to remedy the damages that result; or (v) harm our reputation or cause a decrease in the number of customers that choose to do business with us. The occurrence of any of the foregoing could have a material adverse effect on our business, financial condition and results of operations.
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Our Operations Rely On Certain External Vendors
We rely on certain vendors to provide products and services necessary to maintain the day-to-day operations of First Commonwealth and FCB. In particular, we contracted with an external vendor for our core processing system used to maintain customer and account records, reflect account transactions and activity, and support our customer relationship management systems for substantially all of our deposit and loan customers. Accordingly, our operations are exposed to the risk that these vendors will not perform in accordance with the contracted arrangements under service level agreements. The failure of an external vendor to perform in accordance with the contracted arrangements under service level agreements, because of changes in the vendor’s organizational structure, financial condition, support for existing products and services or strategic focus or for any other reason, could be disruptive to First Commonwealth’s operations and financial reporting, which could have a material adverse effect on First Commonwealth’s business and, in turn, First Commonwealth’s financial condition and results of operations.
We Depend on the Accuracy and Completeness of Information About Customers and Counterparties
In deciding whether to extend credit or enter into other transactions, we rely on information furnished by or on behalf of customers and counterparties, including financial statements, credit reports and other financial information. We also rely on representations of those customers, counterparties or other third parties, such as independent auditors, as to the accuracy and completeness of that information. Reliance on inaccurate or misleading financial statements, credit reports or other financial information could have a material adverse impact on our business, financial condition and results of operations.
External and Market-Related Risks
We are Subject to Risk Arising from The Soundness of Other Financial Institutions and Counterparties
Financial services institutions are interrelated as a result of trading, clearing, counterparty, or other relationships. We have exposure to many different industries and counterparties, and routinely execute transactions with counterparties in the financial services industry, including commercial banks, brokers and dealers, investment banks, and other institutional clients. Many of these transactions expose us to credit risk in the event of a default by a counterparty or client. In addition, our credit risk may be exacerbated when the collateral held by us cannot be realized or is liquidated at prices not sufficient to recover the full amount of the credit or derivative exposure due to us. Any such losses could have a material adverse effect on our business, financial condition and results of operations.
Competition from Other Financial Institutions in Originating Loans, Attracting Deposits and Providing Various Financial Services May Adversely Affect Our Profitability
We face substantial competition in originating loans and attracting deposits. This competition comes principally from other banks, savings institutions, mortgage banking companies and credit unions, as well as institutions offering uninsured investment alternatives, including money market funds. Many of our competitors enjoy advantages, including greater financial resources and higher lending limits, better brand recognition, a wider geographic presence, more accessible branch office locations, the ability to offer a wider array of services or more favorable pricing alternatives, as well as lower origination and operating costs. These competitors may offer more favorable pricing through lower interest rates on loans or higher interest rates on deposits, which could force us to match competitive rates and thereby reduce our net interest income.
Compliance and Regulatory Risks
We are Subject to Extensive Government Regulation and Supervision
Banking regulations are primarily intended to protect depositors’ funds, federal deposit insurance funds and the banking system as a whole, not security holders. These regulations affect our lending practices, capital structure, investment practices, dividend policy and growth, among other things. Congress and federal regulatory agencies continually review banking laws, regulations and policies for possible changes. Changes to statutes, regulations or regulatory policies, including changes in interpretation or implementation of statutes, regulations or policies, could affect us in substantial and unpredictable ways. Such changes could subject us to additional costs, limit the types of financial services and products we may offer and/or increase the ability of non-banks to offer competing financial services and products, among other things. Failure to comply with laws, regulations, policies or supervisory guidance could result in enforcement and other legal actions by Federal or state authorities, including criminal and civil penalties, the loss of FDIC insurance, the revocation of a banking charter, other sanctions by regulatory agencies, civil money penalties and/or reputational damage. In this regard, government authorities, including the bank regulatory agencies, are pursuing aggressive enforcement actions with respect to compliance and other legal matters involving financial activities, which heightens the risks associated with actual and perceived compliance failures. See “Supervision and Regulation” included in Item 1. Business for a more detailed description of the regulatory requirements applicable to First Commonwealth.
Risks Related to Acquisition Activity
Potential Acquisitions May Disrupt Our Business and Dilute Stockholder Value
We generally seek merger or acquisition partners that are culturally similar and have experienced management and possess either significant market presence or have potential for improved profitability through financial management, economies of
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scale or expanded services. Acquiring other banks, businesses, or branches involves various risks commonly associated with acquisitions, including, among other things, (i) potential exposure to unknown or contingent liabilities of the target company; (ii) exposure to potential asset quality issues of the target company; (iii) potential disruption to our business; (iv) potential diversion of our management’s time and attention; (v) the possible loss of key employees and customers of the target company; (vi) difficulty in estimating the value of the target company; and (vii) potential changes in banking or tax laws or regulations that may affect the target company.
Acquisitions typically involve the payment of a premium over book and market values, and, therefore, some dilution of our tangible book value and net income per common share may occur in connection with any future transaction. Furthermore, 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 a material adverse effect on our business, financial condition and results of operations.
Acquisitions May Be Delayed, Impeded, or Prohibited Due to Regulatory Issues
Acquisitions by financial institutions, including us, are subject to approval by a variety of federal and state regulatory agencies (collectively, “regulatory approvals”). The process for obtaining these required regulatory approvals has become substantially more difficult since the global financial crisis, and our ability to engage in certain merger or acquisition transactions depends on the bank regulators' views at the time as to our capital levels, quality of management, and overall condition, in addition to their assessment of a variety of other factors, including our compliance with law. Regulatory approvals could be delayed, impeded, restrictively conditioned or denied due to existing or new regulatory issues we have, or may have, with regulatory agencies, including, without limitation, issues related to Bank Secrecy Act compliance, Community Reinvestment Act issues, fair lending laws, fair housing laws, consumer protection laws, unfair, deceptive, or abusive acts or practices regulations and other laws and regulations. We may fail to pursue, evaluate or complete strategic and competitively significant acquisition opportunities as a result of our inability, or perceived or anticipated inability, to obtain regulatory approvals in a timely manner, under reasonable conditions or at all. Difficulties associated with potential acquisitions that may result from these factors could have a material adverse effect on our business, financial condition and results of operations.
Risks Associated with Our Common Stock
The Trading Volume in Our Common Stock Is Less Than That of Other Larger Financial Services Companies
Although First Commonwealth’s common stock is listed for trading on the NYSE, the trading volume in its common stock is less than that of other, larger financial services companies. A public trading market having the desired characteristics of depth, liquidity and orderliness depends on the presence in the marketplace of willing buyers and sellers of First Commonwealth’s common stock at any given time. This presence depends on the individual decisions of investors and general economic and market conditions over which we have no control. Given the lower trading volume of First Commonwealth’s common stock, significant sales of First Commonwealth’s common stock, or the expectation of these sales, could cause First Commonwealth’s stock price to fall.
First Commonwealth May Not Continue to Pay Dividends on Its Common Stock in The Future
Holders of First Commonwealth common stock are only entitled to receive such dividends as its board of directors may declare out of funds legally available for such payments. Although First Commonwealth has historically declared cash dividends on its common stock, it is not required to do so and may reduce or eliminate its common stock dividend in the future. This could adversely affect the market price of First Commonwealth’s common stock. Also, First Commonwealth is a bank holding company, and its ability to declare and pay dividends is dependent on certain federal regulatory considerations, including the guidelines of the FRB regarding capital adequacy and dividends.
As more fully discussed in Part II, Item 8, Financial Statements and Supplementary Data-Note 24, Regulatory Restrictions and Capital Adequacy, which is located elsewhere in this report, the ability of First Commonwealth to declare or pay dividends on its common stock may also be subject to certain restrictions in the event that First Commonwealth elects to defer the payment of interest on its junior subordinated debt securities.
An Investment in Our Common Stock Is Not an Insured Deposit
Our common stock is not a bank deposit and, therefore, is not insured against loss by the Federal Deposit Insurance Corporation (FDIC), any other deposit insurance fund or by any other public or private entity. Investment in our common stock is inherently risky for the reasons described in this “Risk Factors” section and elsewhere in this report and is subject to the same market forces that affect the price of common stock in any company. As a result, if you acquire our common stock, you could lose some or all of your investment.
Provisions of Our Articles of Incorporation, Bylaws and Pennsylvania Law, as Well as State and Federal Banking Regulations, Could Delay or Prevent a Takeover of Us by a Third Party
Provisions in our articles of incorporation and bylaws, the corporate law of the Commonwealth of Pennsylvania, and state and federal regulations could delay, defer or prevent a third party from acquiring us, despite the possible benefit to our shareholders,
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or otherwise adversely affect the price of our common stock. These provisions include, among other things, advance notice requirements for proposing matters that shareholders may act on at shareholder meetings. In addition, under Pennsylvania law, we are prohibited from engaging in a business combination with any interested shareholder for a period of five years from the date the person became an interested shareholder unless certain conditions are met. These provisions may discourage potential takeover attempts, discourage bids for our common stock at a premium over market price or adversely affect the market price of, and the voting and other rights of the holders of, our common stock.
General Risk Factors
We are Subject to Risk from Fluctuating Conditions in the Financial Markets and Economic and Political Conditions Generally
Our success depends, to a certain extent, upon local, national and global economic and political conditions, as well as governmental monetary policies. Our financial performance generally, and in particular the ability of borrowers to pay interest on and repay principal of outstanding loans and the value of collateral securing those loans, as well as demand for loans and other products and services we offer, is highly dependent upon the business environment in the markets where we operate and in the United States as a whole. A favorable business environment is generally characterized by, among other factors, economic growth, efficient capital markets, low inflation, low unemployment, high business and investor confidence, and strong business earnings. Unfavorable or uncertain economic and market conditions can be caused by a decline in economic growth both in the U.S. and internationally; declines in business activity or investor or business confidence; limitations on the availability of or increases in the cost of credit and capital; increases in inflation or interest rates; high unemployment; oil price volatility; natural disasters; trade policies and tariffs; or a combination of these or other factors. In addition, financial markets and global supply chains may be adversely affected by the current or anticipated impact of military conflict, including the current Russian invasion of the Ukraine, terrorism or other geopolitical events. Current economic conditions are being heavily impacted by elevated levels of inflation and rising interest rates. A prolonged period of inflation may impact our profitability by negatively impacting our fixed costs and expenses. Economic and inflationary pressure on consumers and uncertainty regarding economic improvement could result in changes in consumer and business spending, borrowing and saving habits. Such conditions could have a material adverse effect on the credit quality of our loans and our business, financial condition and results of operations.
Changes in The Federal, State or Local Tax Laws May Negatively Impact Our Financial Performance and We Are Subject to Examinations and Challenges by Tax Authorities
We are subject to federal and applicable state tax laws and regulations. Changes in these tax laws and regulations, some of which may be retroactive to previous periods, could increase our effective tax rates and, as a result, could negatively affect our current and future financial performance. Furthermore, tax laws and regulations are often complex and require interpretation. In the normal course of business, we are routinely subject to examinations and challenges from federal and applicable state tax authorities regarding the amount of taxes due in connection with investments we have made and the businesses in which we have engaged. Recently, federal and state taxing authorities have become increasingly aggressive in challenging tax positions taken by financial institutions. These tax positions may relate to tax compliance, sales and use, franchise, gross receipts, payroll, property and income tax issues, including tax base, apportionment and tax credit planning. The challenges made by tax authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions. If any such challenges are made and are not resolved in our favor, they could have a material adverse effect on our business, financial condition and results of operations.
We May Need to Raise Additional Capital in The Future, and Such Capital May Not Be Available When Needed or at All
We may need to raise additional capital in the future to provide us with sufficient capital resources and liquidity to meet our commitments and business needs, particularly if our asset quality or earnings were to deteriorate significantly. Our ability to raise additional capital, if needed, will depend on, among other things, conditions in the capital markets at that time, which are outside of our control, and our financial condition. Economic conditions and the loss of confidence in financial institutions may increase our cost of funding and limit access to certain customary sources of capital, including inter-bank borrowings, repurchase agreements and borrowings from the discount window of the Federal Reserve.
We cannot assure that such capital will be available on acceptable terms or at all. Any occurrence that may limit our access to the capital markets, such as a decline in the confidence of debt purchasers, depositors of FCB or counterparties participating in the capital markets, or a downgrade of First Commonwealth’s or FCB’s debt ratings, may adversely affect our capital costs and our ability to raise capital and, in turn, our liquidity. Moreover, if we need to raise capital in the future, we may have to do so when many other financial institutions are also seeking to raise capital and would have to compete with those institutions for investors. An inability to raise additional capital on acceptable terms when needed could have a materially adverse effect on our business, financial condition and results of operations.
Our Stock Price Can Be Volatile
Stock price volatility may make it more difficult for you to resell your common stock when you want and at prices you find attractive. Our stock price can fluctuate significantly in response to a variety of factors including, among other things, (i) actual or anticipated variations in quarterly results of operations; (ii) recommendations by securities analysts; (iii) operating and stock price performance of other companies that investors deem comparable to us; (iv) news reports relating to trends, concerns and
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other issues in the financial services industry; (v) perceptions in the marketplace regarding us and/or our competitors; (vi) new technology used, or services offered, by competitors; (vii) the issuance by us of additional securities, including common stock and securities that are convertible into or exchangeable for, or that represent the right to receive, common stock; (viii) sales of a large block of shares of our common stock or similar securities in the market after an equity offering, or the perception that such sales could occur; (ix) significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or involving us or our competitors; (x) failure to integrate acquisitions or realize anticipated benefits from acquisitions; (xi) changes in government regulations; and (xii) geopolitical conditions such as acts or threats of terrorism or military conflicts.
General market fluctuations, including real or anticipated changes in the strength of the economy; industry factors and general economic and political conditions and events, such as economic slowdowns or recessions; and interest rate changes, oil price volatility or credit loss trends could also cause our stock price to decrease regardless of operating results.
Changes in Accounting Standards Could Materially Impact Our Financial Statements
From time to time accounting standards setters change the financial accounting and reporting standards that govern the preparation of our financial statements. These changes can be difficult to predict and can materially impact how we 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 changes to previously reported financial results or a cumulative charge to retained earnings. See New Accounting Pronouncements at the end of Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations elsewhere in this report for further information regarding pending accounting standards updates.
We May Not Be Able to Attract and Retain Skilled People
Our success depends, in large part, on our ability to attract and retain key people. Competition for the best people in many activities engaged in by us is intense and we may not be able to hire people or to retain them. We do not currently have employment agreements or non-competition agreements with any of our senior officers. The unexpected loss of services of key personnel could have a material adverse impact on our business, financial condition and results of operations because of their customer relationships, skills, knowledge of our market, years of industry experience and the difficulty of promptly finding qualified replacement personnel. In addition, the scope and content of U.S. banking regulators' policies on incentive compensation, as well as changes to these policies, could adversely affect our ability to hire, retain and motivate our key employees.

ITEM 1B.    Unresolved Staff Comments
None.
 
ITEM 1C.    Cybersecurity
Cybersecurity, data privacy, and data protection are critical to our business. In the ordinary course of our business, we collect and store certain confidential information such as personal information of depositors and borrowers and information about our employees, contractors, vendors, and suppliers. We rely heavily on the secure processing, storage, and transmission of sensitive and confidential financial, personal, and other information in our computer systems and networks.
Cybersecurity Governance
Our Board is actively engaged in the oversight of our cybersecurity program. Specifically, the Risk Committee is responsible for overseeing our information security program, including management’s actions to identify, assess, mitigate, and remediate material cyber issues and risks. Our Chief Information Security Officer ("CISO") provides quarterly reports to the Risk Committee regarding information security programs, key enterprise cyber initiatives, and significant cybersecurity and privacy incidents.
Our CISO is part of the risk management function, reporting directly to the Chief Risk Officer, who in turn, reports directly to our CEO. Various management committees provide oversight of the information security and technology programs. These committees generally meet quarterly and summaries of key issues discussed and actions taken are provided to the Risk Committee.
Cybersecurity Risk Management and Strategy
We structure our information security program around the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework, regulatory guidance, and other industry standards. We leverage industry and government associations, third-party benchmarking, audits and threat intelligence feeds to promote program effectiveness. Our CISO, along with key members of their team, regularly collaborate with peer banks, industry groups, and policymakers.
We employ an in-depth, layered, defensive strategy with respect to our products, services and technology. We leverage people, processes and technology to manage and maintain cybersecurity controls. We employ a variety of preventative and detective
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tools designed to monitor, block, and provide alerts regarding suspicious activity, as well as to report on any suspected advanced persistent threats.
We have established processes and systems to mitigate cyber risk, including regular education and training, preparedness simulations and tabletop exercises, and recovery and resilience tests. Our processes, systems and controls are reviewed periodically by internal and external auditors, Federal and State bank examiners, and independent external partners to assess design and operating effectiveness. We also maintain information security risk insurance coverage.
We engage third party security experts to supplement our internal Information Security team as well as for assessments, penetration tests and program enhancements, including vulnerability assessments, security framework maturity assessments and identification of areas for continued focus and improvement. In addition, our third-party experts work with us to conduct cybersecurity tabletop exercises and internal phishing awareness campaigns. We use the findings of these exercises to improve our practices, procedures, and technologies. We also engage third party security experts to support our cybersecurity threat and incident response management and maintain information security risk insurance coverage.
We engage with a range of external experts, including cybersecurity assessors, consultants, auditors, and legal counsel in evaluating and testing our risk management systems. This enables us to leverage specialized knowledge and insights, ensuring our cybersecurity strategies and processes remain current.
In the past three years, we have not experienced any material computer data security breaches as a result of a compromise of our information systems and we are not aware and have not had a significant cybersecurity breach or attack that had a material impact on our business or operating results to date.

ITEM 2.    Properties
Our principal office is located in the old Indiana County courthouse complex, consisting of the former courthouse building and the former sheriff’s residence and jail building for Indiana County. This certified Pennsylvania and national historic landmark was built in 1870 and restored by us in the early 1970s. We lease the complex from Indiana County pursuant to a lease agreement that was originally signed in 1973 and has a current term that expires in 2048.
The majority of our administrative personnel are also located in two owned buildings in Indiana, Pennsylvania, each of which is in close proximity to our principal office.
First Commonwealth Bank has 126 community banking offices, of which 48 are leased and 78 are owned. We also lease two mortgage loan production offices, four corporate loan production offices and an office for our equipment finance business.
While these facilities are adequate to meet our current needs, available space is limited and additional facilities may be required to support future expansion. However, we have no significant plans to lease, purchase or construct additional administrative facilities.
 
ITEM 3.    Legal Proceedings
The information required by this Item is set forth in Part II, Item 8, Note 21, “Contingent Liabilities,” which is incorporated herein by reference in response to this item.
 
ITEM 4.    Mine Safety Disclosures
Not applicable.
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Executive Officers of First Commonwealth Financial Corporation
The name, age and principal occupation for each of the executive officers of First Commonwealth Financial Corporation as of December 31, 2023 is set forth below:
Jane Grebenc, age 65, has served as Executive Vice President and Chief Revenue Officer of First Commonwealth Financial Corporation and President of First Commonwealth Bank since May 31, 2013. Ms. Grebenc's financial services career includes executive leadership roles at a variety of institutions, including Park View Federal Savings Bank, Key Bank, and National City Bank. She was formerly the Executive Vice President in charge of the retail, marketing, IT and operations and the mortgage segments at Park View Federal Savings Bank from 2009 until 2012, the Executive Vice President in charge of the Wealth Segment at Key Bank from 2007 until 2009 and the Executive Vice President / Branch Network at National City Bank prior to 2007.
Brian Karrip, age 63, has served as Executive Vice President and Chief Credit Officer of First Commonwealth Bank since September 2016.  Prior to joining First Commonwealth, Mr. Karrip served as Executive Vice President, Specialized Lending for FirstMerit Bank.  Prior to joining FirstMerit Bank, Mr. Karrip served as Managing Director and Group Head of Loan Syndications and Sales at KeyBanc Capital Markets.  Mr. Karrip’s financial services career also includes 16 years with National City Bank where he held a variety of roles in the commercial lending division and served as Regional President of Michigan and Illinois.
Leonard V. Lombardi, age 64, has served as Executive Vice President and Chief Audit Executive of First Commonwealth Financial Corporation since January 1, 2009. He was formerly Senior Vice President / Loan Review and Audit Manager.
Norman J. Montgomery, age 56, has served as the Executive Vice President of Business Integration of First Commonwealth Bank since May 2011. He oversees First Commonwealth’s product development and assumed oversight of First Commonwealth’s technology and operations functions in July 2012. He served as Senior Vice President/Business Integration of First Commonwealth Bank from September 2007 until May 2011 and previously held positions in the technology, operations, audit and marketing areas.
T. Michael Price, age 61, has served as President and Chief Executive Officer of First Commonwealth Financial Corporation and Chief Executive Officer of First Commonwealth Bank since March 2012. Mr. Price served as President of First Commonwealth Bank from November 2007 to May 2013. From January 1, 2012 to March 7, 2012, he served as Interim President and Chief Executive Officer of First Commonwealth Financial Corporation. He was formerly Chief Executive Officer of the Cincinnati and Northern Kentucky Region of National City Bank from July 2004 to November 2007 and Executive Vice President and Head of Small Business Banking of National City Bank prior to July 2004.
James R. Reske, age 60, joined First Commonwealth Financial Corporation as Executive Vice President, Chief Financial Officer and Treasurer on April 28, 2014. Prior to joining First Commonwealth, Mr. Reske served as Executive Vice President, Chief Financial Officer, and Treasurer at United Community Financial Corporation in Youngstown, Ohio from 2008 until April 2014. Mr. Reske's financial services career includes investment banking roles within the Financial Institutions Groups at Keybanc Capital Markets, Inc. in Cleveland, Ohio and at Morgan Stanley & Company in New York. Mr. Reske also provided expertise and counsel to financial institutions and other organizations on mergers and acquisitions and capital markets activities as an attorney at Wachtell, Lipton, Rosen & Katz, as well as at Sullivan & Cromwell. Earlier in his career, Mr. Reske worked at the Board of Governors of the Federal Reserve System in Washington, DC and at the Federal Reserve Bank of Boston.
Carrie L. Riggle, age 54, has served as Executive Vice President / Human Resources since March 1, 2013. Ms. Riggle has been with First Commonwealth since 1991. Over the course of her tenure, Ms. Riggle has been responsible for the daily operations of the Human Resources function and was actively involved in the establishment and development of a centralized corporate human resources function within the Company.
Matthew C. Tomb, age 47, has served as Executive Vice President, Chief Risk Officer and General Counsel of First Commonwealth Financial Corporation since November 2010. He previously served as Senior Vice President / Legal and Compliance since September 2007. Before joining First Commonwealth, Mr. Tomb practiced law with Sherman & Howard L.L.C. in Denver, Colorado.

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PART II

ITEM 5.    Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities
First Commonwealth is listed on the NYSE under the symbol “FCF.” As of December 31, 2023, there were approximately 5,255 holders of record of First Commonwealth’s common stock. The table below sets forth the high and low sales prices per share and cash dividends declared per share for common stock of First Commonwealth for each quarter during the last two fiscal years.
PeriodHigh SaleLow SaleCash Dividends
Per Share
2023
First Quarter$16.43 $12.36 $0.120 
Second Quarter14.48 11.46 0.125 
Third Quarter14.54 11.94 0.125 
Fourth Quarter15.81 11.55 0.125 
 
PeriodHigh SaleLow SaleCash Dividends
Per Share
2022
First Quarter$17.55 $15.12 $0.115 
Second Quarter15.23 13.01 0.120 
Third Quarter15.39 12.84 0.120 
Fourth Quarter14.92 12.99 0.120 
Federal and state regulations contain restrictions on the ability of First Commonwealth to pay dividends. For information regarding restrictions on dividends, see Part I, Item 1 “Business—Supervision and Regulation—Dividends” and Part II, Item 8, “Financial Statements and Supplementary Data—Note 24, Regulatory Restrictions and Capital Adequacy.” In addition, under the terms of the capital securities issued by First Commonwealth Capital Trust II and III, First Commonwealth could not pay dividends on its common stock if First Commonwealth deferred payments on the junior subordinated debt securities that provide the cash flow for the payments on the capital securities.
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The following five-year performance graph compares the cumulative total shareholder return (assuming reinvestment of dividends) on First Commonwealth’s common stock to the S&P U.S. BMI Banks Index and the Russell 2000 Index. The stock performance graph assumes $100 was invested on December 31, 2018, and the cumulative return is measured as of each subsequent fiscal year end.
Total Return Graph.jpg
 Period Ending
Index12/31/201812/31/201912/31/202012/31/202112/31/202212/31/2023
 First Commonwealth Financial Corporation100.00 123.66 97.83 148.63 133.31 152.91 
 Russell 2000 Index100.00 125.52 150.58 172.90 137.56 160.85 
 S&P U.S. BMI Banks Index100.00 137.36 119.83 162.92 135.13 147.41 
 
Unregistered Sales of Equity Securities and Use of Proceeds

The following table details the amount of shares repurchased during the fourth quarter of 2023.

Month Ending:Total Number of
Shares  Purchased
Average Price
Paid per  Share
(or Unit)
Total Number of
Shares  Purchased
as Part of Publicly
Announced Plans
or Programs
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
October 31, 202373,184 $11.75 73,184 1,427,837 
November 30, 2023— — — 1,300,752 
December 31, 2023— — — 1,126,364 
Total73,184 $11.75 73,184 
(1) Remaining number of shares approved under the Plan is based on the market value of the Company's common stock of $12.18 as of October 31, 2023, $13.37 as of November 30, 2023 and $15.44 as of December 31, 2023.
For additional information, please see Part III, Item 12, "Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters." Information called for by this item concerning security ownership of certain beneficial owners and security ownership of management will be included in the Proxy Statement under the headings “Stock Ownership of Certain Beneficial Owners” and “Stock Ownership of Directors and Management,” and is incorporated herein by reference.
Insider Trading Policies and Procedures
Our board of directors has adopted insider trading policies and procedures governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees, or by First Commonwealth itself. These policies have been reasonably designed to promote compliance with insider trading laws, rules and regulations, and applicable NYSE listing standards.
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ITEM 6.    [Reserved]

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ITEM 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis represents an overview of the financial condition and the results of operations of First Commonwealth, and its subsidiaries, as of and for the years ended December 31, 2023, and 2022. The purpose of this discussion is to focus on information concerning our financial condition and results of operations that is not readily apparent from the Consolidated Financial Statements. In order to obtain a more thorough understanding of this discussion, you should refer to the Consolidated Financial Statements, the notes thereto and to other financial information presented in this Annual Report. Refer to Management's Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K filed with the SEC on February 28, 2023 for a discussion and analysis of the factors that affected periods prior to 2023.

Company Overview
First Commonwealth provides a diversified array of consumer and commercial banking services through our bank subsidiary, FCB. We also provide trust and wealth management services through FCB and insurance products through FCIA. At December 31, 2023, FCB operated 126 community banking offices throughout Pennsylvania and Ohio, as well as loan production offices in Harrisburg, Pennsylvania, and Cleveland, Columbus, Canton, Canfield and Hudson, Ohio.
Our consumer services include Internet, mobile and telephone banking, an automated teller machine network, personal checking accounts, interest-earning checking accounts, savings accounts, health savings accounts, insured money market accounts, debit cards, investment certificates, fixed and variable rate certificates of deposit, mortgage loans, secured and unsecured installment loans, construction and real estate loans, safe deposit facilities, credit cards, credit lines with overdraft checking protection and IRA accounts. Commercial banking services include commercial lending and leasing, small and high-volume business checking accounts, on-line account management services, ACH origination, payroll direct deposit, commercial cash management services and repurchase agreements. We also provide a variety of trust and asset management services and a full complement of auto, home and business insurance as well as term life insurance. We offer annuities, mutual funds and stock and bond brokerage services through an arrangement with a broker-dealer and insurance brokers. Most of our commercial customers are small and mid-sized businesses in Pennsylvania and Ohio.
As a financial institution with a focus on traditional banking activities, we earn the majority of our revenue through net interest income, which is the difference between interest earned on loans and investments and interest paid on deposits and borrowings. Growth in net interest income is dependent upon balance sheet growth and maintaining or increasing our net interest margin, which is net interest income (on a fully taxable-equivalent basis) as a percentage of our average interest-earning assets. We also generate revenue through fees earned on various services and products that we offer to our customers and, less frequently, through sales of assets, such as loans, investments or properties. These revenue sources are offset by provisions for credit losses on loans, operating expenses and income taxes.
General economic conditions also affect our business by impacting our customers’ need for financing, thus affecting loan growth, as well as impacting the credit strength of existing and potential borrowers.

Critical Accounting Policies and Significant Accounting Estimates
First Commonwealth’s accounting and reporting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) and predominant practice in the banking industry. The preparation of financial statements in accordance with GAAP requires management to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. Over time, these estimates, assumptions and judgments may prove to be inaccurate or vary from actual results and may significantly affect our reported results and financial position for the period presented or in future periods. We currently view the determination of the allowance for credit losses and business combinations to be critical because they are highly dependent on subjective or complex judgments, assumptions and estimates made by management.
Allowance for Credit Losses
We account for the credit risk associated with our lending activities through the allowance and provision for credit losses. The allowance represents management’s best estimate of expected losses in our existing loan and lease portfolio as of the balance sheet date. The provision is a periodic charge to earnings in an amount necessary to maintain the allowance at a level that is appropriate based on management’s assessment of expected losses. Management determines and reviews with the Board of Directors the appropriateness of the allowance on a quarterly basis in accordance with the methodology described below.
Loans are segmented into groups with similar characteristics and risks and an allowance for credit losses is calculated for each segment based on the estimate of credit losses.
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The allowance for credit losses is calculated by pooling loans of similar credit risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Probability of default represents an estimate of the likelihood of default and loss given default measures the expected loss upon default. Inputs impacting the expected losses includes a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm.
Loans that do not have the same risks and characteristics of the loan pools are individually reviewed. These are generally large balance commercial loans and commercial mortgages that are rated less than “satisfactory” based on our internal credit-rating process.
We assess whether the loans identified for review are “nonperforming”. This means it is expected that all amounts will not be collected according to the contractual terms of the loan agreement, which generally represents loans that management has placed on nonaccrual status.
For individually analyzed loans we calculate the estimated fair value of the loans that are selected for review based on observable market prices, discounted cash flows or the value of the underlying collateral and record an allowance if needed.
We then review the results to determine the appropriate balance of the allowance for credit losses. This review includes consideration of additional factors, such as the mix of loans in the portfolio, the balance of the allowance relative to total loans and nonperforming assets, trends in the overall risk profile in the portfolio, trends in delinquencies and nonaccrual loans, and local and national economic information and industry data, including trends in the industries we believe are higher risk.
There are many factors affecting the allowance for credit losses; some are quantitative, while others require qualitative judgment. These factors require the use of estimates related to the amount and timing of expected future cash flows, appraised values on nonperforming loans, estimated losses for each loan category based on historical loss experience, forecasts of economic trends and conditions, all of which may be susceptible to significant judgment and change. To the extent that actual outcomes differ from estimates, additional provisions for credit losses could be required that could adversely affect our earnings or financial position in future periods.
As noted above, the allowance for credit losses is estimated using a number of inputs and assumptions. Management's sensitivity analysis of the allowance identified that the model has the highest degree of sensitivity around values used in the economic forecast, specifically national unemployment and gross domestic product. Additionally, there is also a high degree of sensitivity related to estimated prepayment speeds as it is a major driver for the life of loan expectations. The sensitivity of estimated prepayment speeds had the largest impact on the residential first lien loan pool.
Business Combinations
Business combinations are accounted for by applying the acquisition method of accounting. All identifiable assets and acquired, including loans, and liabilities assumed are measured at fair value and recognized separately from goodwill. Determining the fair value of assets and liabilities often involve estimates based on third party valuations or internal valuations, both of which include estimates and significant judgements by management. Results of operations of the acquired entities are included in the Consolidated Statements of Income from the date of acquisition.
Core deposits intangibles are calculated using a discounted cash flow model based on various factors including account retention, discount rate, attrition rate, deposit interest rates, deposit maintenance costs and alternative funding costs.
Loans acquired in connection with acquisitions are recorded at their acquisition-date fair value with no carryover of related allowance for credit losses. Acquired loans are classified into two categories; purchased credit deteriorated ("PCD") loans and non-purchased credit deteriorated ("non-PCD") loans. PCD loans are defined as a loan or group of loans that have experienced more than insignificant credit deterioration since origination. Non-PCD loans will have an allowance for credit losses established on acquisition date, which is recognized in the current period provision for credit losses. For PCD loans, an allowance for credit losses is recognized on day 1 by adjusting the fair value of the loan, which is the “Day 1 amortized cost”. There is no credit loss expense recognized on PCD loans because the initial allowance for credit losses is established by grossing-up the amortized cost of the PCD loan. Determining the fair value of the acquired loans involves estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest. Management considers a number of factors in evaluating the acquisition-date fair value including the remaining life of the acquired loans, delinquency status, estimated prepayments, internal risk grade, estimated value of the underlying collateral and interest rate environment.
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Selected Financial Information
The following table provides selected financial information for the periods ended December 31,
 20232022202120202019
 (dollars in thousands, except share data)
Interest income$529,998 $329,953 $293,838 $301,209 $325,264 
Interest expense144,322 17,732 15,297 32,938 55,402 
Net interest income385,676 312,221 278,541 268,271 269,862 
Provision for credit losses14,813 21,106 (1,376)56,718 14,533 
Net interest income after provision for credit losses370,863 291,115 279,917 211,553 255,329 
Net securities gains (losses)(103)16 70 22 
Other income96,712 98,706 106,741 94,406 85,463 
Other expenses269,917 229,638 213,857 215,826 209,965 
Income before income taxes197,555 160,185 172,817 90,203 130,849 
Income tax provision40,492 32,004 34,560 16,756 25,516 
Net Income$157,063 $128,181 $138,257 $73,447 $105,333 
Per Share Data—Basic
Net Income$1.55 $1.37 $1.45 $0.75 $1.07 
Dividends declared$0.495 $0.475 $0.455 $0.440 $0.400 
Average shares outstanding101,556,427 93,612,043 95,583,890 97,499,586 98,317,787 
Per Share Data—Diluted
Net Income$1.54 $1.37 $1.44 $0.75 $1.07 
Average shares outstanding101,822,201 93,887,447 95,840,285 97,758,965 98,588,164 
At End of Period
Total assets$11,459,488 $9,805,666 $9,545,093 $9,068,104 $8,308,773 
Investment securities1,490,866 1,250,237 1,595,529 1,205,294 1,256,176 
Loans and leases, net of unearned income8,968,761 7,642,143 6,839,230 6,761,183 6,189,148 
Allowance for credit losses117,718 102,906 92,522 101,309 51,637 
Deposits9,192,309 8,005,469 7,982,498 7,438,666 6,677,615 
Short-term borrowings597,835 372,694 138,315 117,373 201,853 
Subordinated debentures177,741 170,937 170,775 170,612 170,450 
Other long-term debt4,122 4,862 5,573 56,258 56,917 
Shareholders’ equity1,314,274 1,052,074 1,109,372 1,068,617 1,055,665 
Key Ratios
Return on average assets1.42 %1.34 %1.47 %0.82 %1.31 %
Return on average equity12.80 11.99 12.55 6.82 10.32 
Net loans to deposits ratio96.29 94.18 84.52 89.53 91.91 
Dividends per share as a percent of net income per share31.94 34.67 31.38 58.67 37.38 
Average equity to average assets ratio11.06 11.16 11.72 12.00 12.71 
Results for 2020 through 2023 reflect accounting for the allowance for credit losses under the current expected credit loss methodology, while results prior to 2020 reflect accounting under the incurred methodology.

Results of Operations—2023 Compared to 2022
Net Income
Net income for 2023 was $157.1 million, or $1.54 per diluted share, as compared to net income of $128.2 million, or $1.37 per diluted share in 2022. The increase in net income was the result of an increase of $73.5 million in net interest income and a $16.9 million decrease in provision for credit losses, excluding the $10.7 million in provision expense related to the day 1
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adjustment on non-PCD loans acquired in the Centric acquisition. Partially offsetting these positive changes was an increase of $40.3 million in noninterest expense and a decrease of $2.1 million in noninterest income.
Our return on average equity was 12.8% and our return on average assets was 1.42% for 2023, compared to 12.0% and 1.34%, respectively, for 2022.
Average diluted shares for the year 2023 were 8% more than the comparable period in 2022 primarily due to $141.4 million in common stock issued as part of the Centric acquisition, offset by $15.1 million of common stock buybacks completed during 2023.
Net Interest Income
Net interest income, which is our primary source of revenue, is the difference between interest income from earning assets (loans and securities) and interest expense paid on liabilities (deposits, short-term borrowings and long-term debt). The amount of net interest income is affected by both changes in the level of interest rates and the amount and composition of interest-earning assets and interest-bearing liabilities. The net interest margin is expressed as the percentage of net interest income, on a fully taxable equivalent basis, to average interest-earning assets. To compare the tax exempt asset yields to taxable yields, amounts are adjusted to the pretax equivalent amounts based on the marginal corporate federal income tax rate of 21%. The taxable equivalent adjustment to net interest income for 2023 was $1.2 million compared to $1.0 million in 2022. Net interest income comprises a majority of our revenue (net interest income before provision expense plus noninterest income) at 80% and 76% for the years ended December 31, 2023 and 2022, respectively.
Net interest income, on a fully taxable equivalent basis, was $386.9 million for the year-ended December 31, 2023, a $73.6 million, or 24%, increase compared to $313.3 million for the same period in 2022. The net interest margin, on a fully taxable equivalent basis, increased 23 basis points to 3.81% in 2023 from 3.58% in 2022. The net interest margin is affected by both changes in the level of interest rates and the amount and composition of interest-earning assets and interest-bearing liabilities.
The impact of growth in interest-earning assets in 2023 was further impacted by the effect of the mix of the asset growth and higher interest rates, resulting in an increase in the net interest margin for the year ended December 31, 2023. Average earning assets for the year ended December 31, 2023 increased $1.4 billion, or 16%, compared to the year ended December 31, 2022. Ending balances of interest earning assets acquired as part of the Centric acquisition totaled $965.5 million. The change in the volume of interest-earning assets and interest-bearing liabilities positively increased net interest income by $55.9 million in the year ended December 31, 2023 compared to the same period in 2022, and changes in rates positively impacted net interest income by $17.7 million. Interest-sensitive assets totaling $5.1 billion will either reprice or mature over the next twelve months.
The taxable equivalent yield on interest-earning assets was 5.23% for the year ended December 31, 2023, an increase of 144 basis points from the 3.79% yield for the same period in 2022. This change is the result of a higher interest rate environment in 2023 and resulted in the loan and leases portfolio yield increasing by 141 basis points compared to the prior year. Contributing to this increase was the yield on our adjustable and variable rate commercial loan portfolios, which increased by 227 basis points. During 2023, the Federal Reserve increased short-term interest rates by 100 basis points. Additionally, nine basis points of the increase in the yield on interest-earning assets can be attributed to the recognition of $9.1 million in accretion of the purchase accounting marks, primarily from the Centric acquisition.
As of December 31, 2023, 51% of our loan portfolio had variable or adjustable interest rates and 49% had fixed interest rates. After incorporating the impact of our cash flow hedges that convert the interest rate on $500.0 million of our 1-month Secured Overnight Financing Rate ("SOFR") based loans to fixed rates, the variable and adjustable interest rates would account for 46% of our loan portfolio. Loans with variable or adjustable interest rates include approximately 15% tied to the prime interest rate, 20% tied to SOFR, 6% tied to Treasury rates, 5% tied to Federal Home Loan Bank rates, 3% tied to swap rates and 3% tied to BSBY.
Also contributing to the increase in yield on interest-earning assets was the yield on the investment portfolio, which increased by 48 basis points compared to the prior year, primarily as new volume rates were higher than the portfolio yield. The average investment portfolio balance decreased $118.0 million as maturities and runoff funded loan growth. The yield on interest-bearing deposits with banks increased 448 basis points compared to the prior year as a result of higher interest rates while the average balance decreased $12.2 million.
Increases in the cost of interest-bearing liabilities partially offset the positive impact of higher yields on interest-earning assets. The cost of interest-bearing liabilities was 2.03% for the year ended December 31, 2023, compared to 0.31% for the same period in 2022. The increase of 161 basis points in the cost of interest-bearing deposits can be attributed to higher market interest rates and changes in the mix of deposits as customers moved funds to take advantage of the increased rates offered on money market accounts and time deposits. Average time deposits increased $620.1 million, or 175.9%, with an increase in the
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cost of these deposits of 294 basis points. Contributing to the average growth in time deposits was an average of $84.9 million related to the Centric acquisition. Other interest-bearing deposits increased an average of $537.3 million, or 10.8%, increasing the cost of deposits 135 basis points. Contributing to the growth in average other interest-bearing deposits was an average of $341.0 million of interest-bearing deposits related to the Centric acquisition.
The cost of short-term borrowings increased 357 basis points in comparison to the same period in the prior year. Average short-term borrowings increased by $294.7 million for the year ended December 31, 2023 compared to the same period in 2022. Average long-term debt increased $5.0 million, while the cost of long-term debt increased by 49 basis points primarily due to increasing rates on the variable rate portion of the subordinated debentures.
Comparing the year ended December 31, 2023 with the same period in 2022, changes in rates positively impacted net interest income by $17.7 million. The higher yield on interest-earning assets increased net interest income by $137.3 million, while the change in the cost of interest-bearing liabilities negatively impacted net interest income by $119.6 million.
Changes in the volume of interest-earning assets and interest-bearing liabilities positively increased net interest income by $55.9 million in the year ended December 31, 2023 compared to the same period in 2022. Higher levels of interest-earning assets resulted in an increase of $62.9 million in interest income, and changes in the volume and mix of interest-bearing liabilities increased interest expense by $7.0 million, primarily due to increases in short-term borrowings and time deposits.
Net interest income was negatively impacted by a decrease of $45.3 million in average net free funds at December 31, 2023 as compared to December 31, 2022. Average net free funds are the excess of noninterest-bearing demand deposits, other noninterest-bearing liabilities and shareholders’ equity over noninterest-earning assets. The lower level of net free funds was primarily the result of lower noninterest-bearing demand deposits as customers became more rate sensitive in the increasing rate environment and an increase in noninterest-earning assets, largely due to the Centric acquisition.
The following table reconciles interest income in the Consolidated Statements of Income to net interest income adjusted to a fully taxable equivalent basis for the periods presented:
 
 For the Years Ended December 31,
 202320222021
 (dollars in thousands)
Interest income per Consolidated Statements of Income$529,998 $329,953 $293,838 
Adjustment to fully taxable equivalent basis1,237 1,049 1,100 
Interest income adjusted to fully taxable equivalent basis (non-GAAP)531,235 331,002 294,938 
Interest expense144,322 17,732 15,297 
Net interest income adjusted to fully taxable equivalent basis (non-GAAP)$386,913 $313,270 $279,641 
 
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The following table provides information regarding the average balances and yields or rates on interest-earning assets and interest-bearing liabilities for the periods ended December 31:
 
 Average Balance Sheets and Net Interest Analysis
 202320222021
 Average
Balance
Income /
Expense (a)
Yield or
Rate
Average
Balance
Income /
Expense (a)
Yield or
Rate
Average
Balance
Income /
Expense (a)
Yield or
Rate
 (dollars in thousands)
Assets
Interest-earning assets:
Interest-bearing deposits with banks$176,146 $9,491 5.39 %$188,370 $1,722 0.91 %$317,493 $400 0.13 %
Tax-free investment securities21,485 578 2.69 23,060 606 2.63 28,139 753 2.68 
Taxable investment securities1,239,369 29,340 2.37 1,355,836 25,545 1.88 1,463,785 25,244 1.72 
Loans and leases, net of unearned
income (b)(c)(e)
8,714,770 491,826 5.64 7,172,624 303,129 4.23 6,777,192 268,541 3.96 
Total interest-earning assets10,151,770 531,235 5.23 8,739,890 331,002 3.79 8,586,609 294,938 3.43 
Noninterest-earning assets:
Cash112,157 111,554 94,949 
Allowance for credit losses(132,046)(94,912)(101,399)
Other assets959,972 818,701 813,905 
Total noninterest-earning assets940,083 835,343 807,455 
Total Assets$11,091,853 $9,575,233 $9,394,064 
Liabilities and Shareholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand
deposits (d)
$1,959,595 $25,652 1.31 %$1,596,197 $1,376 0.09 %$1,529,697 $434 0.03 %
Savings deposits (d)3,548,587 54,847 1.55 3,374,638 4,145 0.12 3,282,307 3,111 0.09 
Time deposits972,735 31,907 3.28 352,622 1,193 0.34 449,452 2,204 0.49 
Short-term borrowings439,556 21,747 4.95 144,834 1,999 1.38 119,801 99 0.08 
Long-term debt186,687 10,169 5.45 181,724 9,019 4.96 200,961 9,449 4.70 
Total interest-bearing liabilities7,107,160 144,322 2.03 5,650,015 17,732 0.31 5,582,218 15,297 0.27 
Noninterest-bearing liabilities and shareholders’ equity:
Noninterest-bearing demand
deposits (d)
2,552,596 2,708,580 2,580,460 
Other liabilities205,224 147,871 130,007 
Shareholders’ equity1,226,873 1,068,767 1,101,379 
Total noninterest-bearing funding sources3,984,693 3,925,218 3,811,846 
Total Liabilities and Shareholders’ Equity$11,091,853 $9,575,233 $9,394,064 
Net Interest Income and Net Yield on Interest-Earning Assets$386,913 3.81 %$313,270 3.58 %$279,641 3.26 %
(a)Income on interest-earning assets has been computed on a fully taxable equivalent basis using the federal income tax statutory rate of 21%.
(b)Income on nonaccrual loans is accounted for on the cash basis, and the loan balances are included in interest-earning assets.
(c)Loan income includes loan fees.
(d)Average balances do not include reallocations from noninterest-bearing demand deposits and interest-bearing demand deposits into savings deposits which were made for regulatory purposes.
(e)Includes held for sale loans.

36

The following table sets forth certain information regarding changes in net interest income attributable to changes in the volume of interest-earning assets and interest-bearing liabilities and changes in the rates for the periods indicated:
 
 Analysis of Year-to-Year Changes in Net Interest Income
 2023 Change from 20222022 Change from 2021
 Total
Change
Change Due
To Volume
Change Due
To Rate (a)
Total
Change
Change Due
To Volume
Change Due
To Rate (a)
 (dollars in thousands)
Interest-earning assets:
Interest-bearing deposits with banks$7,769 $(111)$7,880 $1,322 $(168)$1,490 
Tax-free investment securities(28)(41)13 (147)(136)(11)
Taxable investment securities3,795 (2,190)5,985 301 (1,857)2,158 
Loans and leases188,697 65,233 123,464 34,588 15,659 18,929 
Total interest income (b)200,233 62,891 137,342 36,064 13,498 22,566 
Interest-bearing liabilities:
Interest-bearing demand deposits24,276 327 23,949 942 20 922 
Savings deposits50,702 209 50,493 1,034 83 951 
Time deposits30,714 2,108 28,606 (1,011)(474)(537)
Short-term borrowings19,748 4,067 15,681 1,900 20 1,880 
Long-term debt1,150 246 904 (430)(904)474 
Total interest expense126,590 6,957 119,633 2,435 (1,255)3,690 
Net interest income$73,643 $55,934 $17,709 $33,629 $14,753 $18,876 
(a)Changes in interest income or expense not arising solely as a result of volume or rate variances are allocated to rate variances.
(b)Changes in interest income have been computed on a fully taxable equivalent basis using the 21% federal income tax statutory rate.
Provision for Credit Losses
The provision for credit losses is determined based on management’s estimates of the appropriate level of the allowance for credit losses needed to provide for expected losses inherent in the loan and lease portfolio and on off-balance sheet commitments. The provision for credit losses is an amount added to the allowance against which credit losses are charged.
The provision is a result of management's estimate of credit losses over the contractual life of the loan and lease portfolio. The change in the allowance for credit losses is impacted by estimated expected losses in the portfolio determined by a discounted cash flow analysis considering inputs such as contractual payment schedules, prepayment estimates, historical loss experience, calculated probability of default and loss given default estimates and forecasts for certain macroeconomic variables, such as unemployment, gross domestic product and the housing price index as well as other macroeconomic variables.
The provision for credit losses on loans and leases for 2023 totaled $14.8 million, including $10.7 million recognized as the day 1 non-PCD provision expense related to the Centric acquisition. Provision expense in 2023 was a decrease of $6.3 million compared to the $21.1 million provision recognized in 2022. The decrease is a result of a $10.4 million decline in the calculated provision for outstanding loans and leases due to improvements in economic variables considered in the calculation as well as a $6.5 million decrease in the provision for off-balance sheet commitments. The negative provision for off-balance sheet commitments was the result of lower off-balance sheet commitments related to construction loans and improvement in the economic variables considered in the calculation.
Provision expense for the commercial, financial, agricultural and other category was impacted by an increase of $1.8 million in provision expense related to the equipment finance portfolio, which accounted for $153.3 million of the $331.6 million growth in outstanding balances for this loan category. Also, impacting provision expense were net charge-offs of $3.9 million, for which the allowance was not provided for in prior periods or through PCD purchase accounting marks. Provision expense for the commercial real estate category was impacted by a $4.3 million charge off related to one borrower and an increase in general reserves due to $628.1 million in loan growth. Increase in the residential real estate category is due primarily to $222.2 million in loan growth. Net charge-offs related to loans to individuals were $5.0 million for the year ended December 31, 2023, including $3.8 million for indirect auto loans and $1.1 million related to other consumer loans. The provision expense for loans to individuals was also impacted by growth in the portfolio of $60.0 million.

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The table below provides a breakout of the provision for credit losses by loan category for the years ended December 31: 
 20232022
 DollarsPercentageDollarsPercentage
 (dollars in thousands)
Commercial, financial, agricultural and other$1,148 17 %$6,524 37 %
Time and demand(4,187)(59)5,265 30 
Commercial credit cards35 234 
Equipment finance2,850 40 1,086 
Time and demand other2,450 35 (61)— 
Real estate construction(3,329)(47)4,593 26 
Construction other(1,285)(18)3,073 17 
Construction residential(2,044)(29)1,520 
Residential real estate1,662 23 8,939 51 
Residential first liens1,588 22 7,396 42 
Residential junior liens/home equity74 1,543 
Commercial real estate2,511 35 (2,854)(16)
Multifamily(241)(3)1,165 
Non-owner occupied3,297 46 (6,918)(40)
Owner occupied(545)(8)2,899 17 
Loans to individuals5,114 72 319 2 
Automobile and recreational vehicles4,071 57 (721)(4)
Consumer credit cards163 327 
Consumer other880 13 713 
Provision for credit losses on loans and leases$7,106 100 %$17,521 100 %
Provision for credit losses - acquisition day 1 non-PCD10,653  
Total provision for credit losses on loans and leases17,759 17,521 
Provision for off-balance sheet credit exposure(2,946)3,585 
Total provision for credit losses$14,813 $21,106 
The allowance for credit losses was $117.7 million, or 1.31%, of total loans and leases outstanding at December 31, 2023, compared to $102.9 million, or 1.35%, at December 31, 2022. Nonperforming loans as a percentage of total loans decreased to 0.44% at December 31, 2023 from 0.46% at December 31, 2022. The allowance to nonperforming loan ratio was 298.2% as of December 31, 2023 and 290.0% at December 31, 2022. Net charge-offs were $30.2 million for the year ended December 31, 2023 compared to $7.1 million for the same period in 2022, an increase of $23.0 million. During 2023, $17.0 million in charge-offs were recognized related to loans acquired through the Centric acquisition. These loans were considered PCD loans for which $14.3 million were provided for as part of the day 1 provision. In addition, a $4.3 million charge-off was recognized on one commercial real estate relationship.
Management believes that the allowance for credit losses is at a level deemed appropriate to absorb expected losses inherent in the loan portfolio at December 31, 2023.
 
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A detailed analysis of our credit loss experience for the previous five years is shown below:
 
20232022202120202019
 (dollars in thousands)
Loans and leases outstanding at end of year$8,968,761 $7,642,143 $6,839,230 $6,761,183 $6,189,148 
Average loans outstanding$8,714,770 $7,172,624 $6,777,192 $6,737,339 $5,987,398 
Balance, beginning of year$102,906 $92,522 $101,309 $51,637 $47,764 
Day 1 allowance for credit loss on PCD acquired loans27,205 — — — — 
Provision for credit losses - acquisition day 1 non-PCD10,653 — — — — 
Adoption of accounting standard - ASU 2016-13— — — 13,393 — 
Loans charged off:
Commercial, financial, agricultural and other19,199 2,361 7,020 6,318 3,393 
Real estate construction— — — — 
Residential real estate561 339 309 1,040 1,042 
Commercial real estate6,277 2,487 1,659 4,939 2,008 
Loans to individuals7,230 4,658 4,061 6,953 5,831 
Total loans charged off33,267 9,845 13,058 19,250 12,274 
Recoveries of loans previously charged off:
Commercial, financial, agricultural and other498 394 2,430 314 326 
Real estate construction— 155 26 158 
Residential real estate247 187 468 414 315 
Commercial real estate151 769 135 312 189 
Loans to individuals2,219 1,349 1,460 991 626 
Total recoveries3,115 2,708 4,648 2,057 1,614 
Net charge-offs30,152 7,137 8,410 17,193 10,660 
Provision charged to expense7,106 17,521 (377)53,472 14,533 
Balance, end of year$117,718 $102,906 $92,522 $101,309 $51,637 
Ratios:
Net charge-offs as a percentage of average loans and leases outstanding0.35 %0.10 %0.12 %0.26 %0.18 %
Allowance for credit losses as a percentage of end-of-period loans and leases outstanding1.31 %1.35 %1.35 %1.50 %0.83 %
 

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Noninterest Income
The components of noninterest income for each year in the three-year period ended December 31 are as follows: 
    2023 compared to 2022
 202320222021$ Change% Change
 (dollars in thousands)
Noninterest Income:
Trust income$10,516 $10,518 $11,111 $(2)— %
Service charges on deposit accounts21,437 19,641 17,984 1,796 
Insurance and retail brokerage commissions9,628 8,857 8,502 771 
Income from bank owned life insurance4,875 5,459 6,433 (584)(11)
Card-related interchange income28,640 27,603 27,954 1,037 
Swap fee income1,519 4,685 2,543 (3,166)(68)
Other income9,388 10,263 8,185 (875)(9)
Subtotal86,003 87,026 82,712 (1,023)(1)
Net securities (losses) gains(103)16 (105)(5,250)
Gain on sale of mortgage loans3,951 5,276 13,555 (1,325)(25)
Gain on sale of other loans and assets6,744 6,036 8,130 708 12 
Derivative mark to market14 368 2,344 (354)(96)
Total noninterest income$96,609 $98,708 $106,757 $(2,099)(2)%
Noninterest income, excluding net securities (losses) gains, gain on sale of mortgage loans, gain on sale of other loans and assets and the derivatives mark to market, decreased $1.0 million, or 1%, in 2023. This decrease is primarily due to swap fee income, which declined $3.2 million due to a lower volume of interest rates swaps entered into for our commercial customers. Other income decreased $0.9 million largely due to income related to limited partnership investments and income from bank owned life insurance decreased $0.6 million due to changes in market interest rates. Partially offsetting these decreases were service charges on deposit accounts which increased $1.8 million, of which $0.3 million can be attributed to the Centric acquisition with the remainder due to increased customer activity. Card-related interchange income increased $1.0 million, primarily due to higher customer activity, with $0.2 million of the increase attributable to the Centric acquisition. Also, insurance and retail brokerage commissions increased as a result of higher annuity sales.
Total noninterest income decreased $2.1 million, or 2%, in comparison to the year ended December 31, 2022. The most significant change, other than the changes noted above, includes a decrease of $1.3 million in gain on sale of mortgage loans due to a decline in volume and spread received on mortgage loans sold. The mark to market adjustment on interest rate swaps entered into for our commercial loan customers decreased $0.4 million. This adjustment does not reflect a realized gain or loss on the swaps, but rather relates to a change in fair value due to movements in corporate bond spreads and swap rates as well as changes in counterparty credit risk. Partially offsetting these decreases is an increase in gain on sale of other loans and assets of $0.7 million due to increased volume of loans sold, primarily SBA loans, in comparison to the prior year. For 2023, $1.1 million in total noninterest income can be attributed to the Centric Acquisition.
 
The Company's total assets exceeded $10.0 billion as of December 31, 2023; therefore, beginning July 1, 2024 we are subject to the interchange fee cap included in the Dodd-Frank Act. We estimate the application of the interchange fee cap to decrease our interchange income by approximately $7.5 million in 2024 and to decrease our annual interchange income by approximately $14.9 million in 2025.
40

Noninterest Expense
The components of noninterest expense for each year in the three-year period ended December 31 are as follows: 
    2023 compared to 2022
 202320222021$ Change% Change
 (dollars in thousands)
Noninterest Expense:
Salaries and employee benefits$142,871 $126,031 $119,506 $16,840 13 %
Net occupancy19,221 18,037 16,586 1,184 
Furniture and equipment17,308 15,582 15,642 1,726 11 
Data processing15,010 13,922 12,373 1,088 
Advertising and promotion5,713 5,031 4,983 682 14 
Pennsylvania shares tax4,364 4,447 4,604 (83)(2)
Intangible amortization4,983 3,196 3,497 1,787 56 
Other professional fees and services5,919 4,894 4,501 1,025 21 
FDIC insurance6,260 2,871 2,529 3,389 118 
Other operating expenses34,389 30,748 27,009 3,641 12 
Subtotal256,038 224,759 211,230 31,279 14 
Loss on sale or write-down of assets204 343 303 (139)(41)
Litigation and operational losses4,641 2,834 2,324 1,807 64 
Merger and acquisition related9,034 1,702 — 7,332 431 
Total noninterest expense$269,917 $229,638 $213,857 $40,279 18 %
Total noninterest expense increased $40.3 million, or 18%, compared to the year ended December 31, 2022. Contributing to this change is the recognition of $9.0 million in merger and acquisition associated with the Centric acquisition. Also contributing to the increase in noninterest expense is a $16.8 million increase in salaries and employee benefits primarily due to the number of full-time equivalent employees, which increased from 1,424 at December 31, 2022 to 1,475 at December 31, 2023, largely due to the Centric acquisition. Also contributing the higher salaries and benefits expense is an increase of $3.5 million in hospitalization expense as a result of the increase in full-time employees and higher claims in 2023. The $1.8 million increase in intangible amortization is related to amortization of Centric's core deposit intangible. Net occupancy expense increased $1.2 million due to higher building repairs and maintenance costs as properties acquired in the Centric acquisition resulted in expense of $1.8 million for the year ended December 31, 2023. Data processing costs increased $1.1 million due to continued investment in our digital banking and other product offerings. FDIC insurance increased $3.4 million due to the impact of the Centric acquisition as well as a 2 basis point increase in the FDIC deposit insurance assessment rate, which began in the first quarterly assessment period of 2023. Contributing to the $3.6 million increase in other operating expenses was a $0.6 million increase in other bank fees as a result of the purchase of letters of credit from FHLB in order to secure public deposits and increase the Company's liquidity position. Other areas contributing to the increase in other operating expense including other professional fees, printing, postage and travel, none of which were individually significant.
Income Tax
The provision for income taxes of $40.5 million in 2023 reflects an increase of $8.5 million compared to the provision for income taxes in 2022, as a result of a $37.4 million increase in the level of income before taxes.
The effective tax rate was 20.5% and 20.0% for tax expense in 2023 and 2022, respectively. We ordinarily generate an annual effective tax rate that is less than the statutory rate due to benefits resulting from tax-exempt interest, income from bank owned life insurance, and tax benefits associated with low income housing tax credits, all of which are relatively consistent regardless of the level of pretax income.
Financial Condition
First Commonwealth’s total assets increased $1.7 billion as of December 31, 2023 compared to December 31, 2022. The growth in total assets was impacted by the $1.0 billion in assets acquired as a result of the Centric acquisition on January 31, 2023. Loans and leases, including loans held for sale, increased $1.3 billion, or 18%, including $0.9 billion attributed to the loans acquired from Centric. Loan growth in 2023, excluding loans acquired from Centric, was experienced in all loan categories, with residential real estate and commercial real estate loans accounting for a majority of the growth. Investment securities increased $216.2 million, or 18% and cash and interest-bearing balances with banks decreased $7.3 million, or 5%.
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First Commonwealth’s total liabilities increased $1.4 billion, or 16%, in 2023. The growth in total liabilities was impacted by the $1.0 billion in liabilities acquired as a result of the Centric acquisition. Deposits increased $1.2 billion, of which $0.8 billion was assumed as part of the Centric acquisition, and short-term borrowings increased $225.1 million, or 60%. The increase in short-term borrowings provided liquidity necessary to fund loan growth and to purchase securities.
Total shareholders' equity increased $262.2 million in 2023. The growth in shareholders' equity was the result of net income of $157.1 million, $141.4 million in common stock issued in conjunction with the Centric acquisition and a $25.9 million increase in accumulated other comprehensive income, offset by $50.8 million in dividends declared and $15.1 million in stock repurchases.
Loan and Lease Portfolio
Following is a summary of our loan and lease portfolio as of December 31:
 
 20232022202120202019
 Amount%Amount%Amount%Amount%Amount%
 (dollars in thousands)
Commercial, financial, agricultural and other$1,543,349 17 %$1,211,706 16 %$1,173,452 17 %$1,555,986 23 %$1,241,853 20 %
Real estate construction597,735 513,101 494,456 427,221 449,039 
Residential real estate2,416,876 27 2,194,669 29 1,920,250 28 1,750,592 26 1,681,362 27 
Commercial real estate3,053,152 34 2,425,012 31 2,251,097 33 2,211,569 33 2,117,519 34 
Loans to individuals1,357,649 15 1,297,655 17 999,975 15 815,815 12 699,375 12 
Total loans and leases$8,968,761 100 %$7,642,143 100 %$6,839,230 100 %$6,761,183 100 %$6,189,148 100 %
The following table shows a breakdown of our loan portfolio between loans originated and loans acquired through the Centric acquisition as of December 31, 2023:
Originated
Acquired (1)
Total
(dollars in thousands)
Commercial, financial, agricultural and other$1,296,982 $246,367 $1,543,349 
Real estate construction516,620 $81,115 597,735 
Residential real estate2,328,360 $88,516 2,416,876 
Commercial real estate2,519,053 $534,099 3,053,152 
Loans to individuals1,356,986 $663 1,357,649 
Total loans and leases$8,018,001 $950,760 $8,968,761 
(1) Includes January 31, 2023 balance of loans acquired as part of the Centric acquisition plus day 1 gross up of PCD loans.
The loan and lease portfolio totaled $9.0 billion as of December 31, 2023, reflecting growth of $1.3 billion, or 17%, compared to December 31, 2022. Excluding the impact of the Centric acquisition, the loan portfolio grew by $375.9 million, or 5% in comparison to the prior year and all loan categories experienced growth. Commercial, financial, agricultural and other loans increased $331.6 million, or 27%, of which $246.4 million can be attributed to Centric and $153.3 million is a result of growth in the equipment finance portfolio. Residential real estate loans increased $222.2 million, or 10%, $88.5 million of which was due to Centric, with the remainder primarily due to originations of first lien closed-end 1-4 family mortgage loans. Commercial real estate loans increased $628.1 million, or 26%, of which $534.1 million was acquired from Centric. Other growth in this category is primarily due to growth in non-owner occupied properties. Growth in the loans to individuals category of $60.0 million, or 5%, was the result of growth in indirect auto and recreational vehicle loans. Loans to individuals acquired from Centric totaled $0.7 million.
The majority of our loan and lease portfolio is with borrowers located in the states of Pennsylvania and Ohio. As of December 31, 2023 and 2022, there were no concentrations of loans relating to any industry in excess of 10% of total loans.
42

Final loan maturities and rate sensitivities of the loan portfolio excluding consumer installment and mortgage loans at December 31, 2023 were as follows:
Within
One Year
One to
5 Years
After
5 Years
Total
 (dollars in thousands)
Commercial, financial, agricultural and other$278,447 $756,175 $511,572 $1,546,194 
Real estate construction (a)198,744 282,497 80,340 561,581 
Commercial real estate341,032 1,086,207 1,625,913 3,053,152 
Other10,051 47,600 155,009 212,660 
Totals$828,274 $2,172,479 $2,372,834 $5,373,587 
Loans at fixed interest rates925,648 472,287 
Loans at variable interest rates1,246,831 1,900,547 
Totals$2,172,479 $2,372,834 
(a)The maturities of real estate construction loans include term commitments that follow the construction period. Loans with these term commitments will be moved to the commercial real estate category when the construction phase of the project is completed.
First Commonwealth has a legal lending limit of $183.3 million to any one borrower or closely related group of borrowers, but has established lower thresholds for credit risk management.
Commercial real estate comprises 34% of our total loan portfolio. The following table summarizes the commercial real estate portfolio by type of property securing the credit as December 31:
20232022
Amount%Amount%
(dollars in thousands)
Land$3,180 0.1 %$1,981 0.1 %
Residential 1-439,776 1.3 6,046 0.3 
Industrial and Storage456,759 15.0 327,342 13.5 
Multifamily597,262 19.6 403,113 16.6 
Office550,889 18.0 497,209 20.5 
Healthcare149,909 4.9 171,506 7.1 
Student Housing88,557 2.9 75,998 3.1 
Retail750,899 24.6 609,533 25.1 
Hospitality210,485 6.9 153,312 6.3 
Specialty Use192,570 6.3 174,644 7.2 
Other12,866 0.4 4,328 0.2 
Total$3,053,152 100.0 %$2,425,012 100.0 %
When calculating the allowance for credit losses the commercial real estate portfolio is segmented into three portfolio segments; multifamily, non-owner occupied and owner occupied. For additional information, including credit quality, related to these segments, see Note 9 "Loans and Leases and Allowance for Credit Losses" of the Consolidated Financial Statements.
Nonperforming Loans
Nonperforming loans include nonaccrual loans and restructured loans. Nonaccrual loans represent loans on which interest accruals have been discontinued. Restructured loans are those loans whose terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the deteriorating financial position of the borrower under terms not available in the market.
We discontinue interest accruals on a loan when, based on current information and events, it is probable that we will be unable to fully collect principal or interest due according to the contractual terms of the loan. Consumer loans are placed in nonaccrual status at 150 days past due.  Other types of loans are typically placed in nonaccrual status when there is evidence of a significantly weakened financial condition or principal and interest is 90 days or more delinquent. Interest received on a
43

nonaccrual loan is normally applied as a reduction to loan principal rather than interest income utilizing the cost recovery methodology of revenue recognition.
Nonperforming loans are closely monitored on an ongoing basis as part of our loan review and work-out process. The estimated credit loss on these loans is evaluated by comparing the loan balance to the fair value of any underlying collateral and the present value of projected future cash flows. Losses are recognized when a loss is expected and the amount is reasonably estimable.
 
The following is a comparison of nonperforming assets and the effects on interest due to nonaccrual loans for the period ended December 31:
 
20232022202120202019
 (dollars in thousands)
Nonperforming Loans:
Loans on nonaccrual basis$39,472 $20,193 $34,926 $30,801 $18,638 
Loans held for sale on nonaccrual basis— — — 13 — 
Troubled debt restructured loans on nonaccrual basis— 8,852 13,134 14,740 6,037 
Troubled debt restructured loans on accrual basis— 6,442 7,120 8,512 7,542 
Total nonperforming loans$39,472 $35,487 $55,180 $54,066 $32,217 
Loans and leases past due in excess of 90 days and still accruing$9,436 $1,991 $1,606 $1,523 $2,073 
Other real estate owned$422 $534 $642 $1,215 $2,228 
Loans and leases outstanding at end of period$8,968,761 $7,642,143 $6,839,230 $6,761,183 $6,189,148 
Average loans and leases outstanding$8,714,770 $7,172,624 $6,777,192 $6,737,339 $5,987,398 
Nonperforming loans as a percentage of total loans and leases0.44 %0.46 %0.81 %0.80 %0.52 %
Provision for credit losses on loans and leases$7,106 $17,521 $(377)$53,472 $14,533 
Provision for credit losses - acquisition day 1 non-PCD$10,653 $— $— $— $— 
Allowance for credit losses$117,718 $102,906 $92,522 $101,309 $51,637 
Net charge-offs$30,152 $7,137 $8,410 $17,193 $10,660 
Net charge-offs as a percentage of average loans and leases outstanding0.35 %0.10 %0.12 %0.26 %0.18 %
Provision for credit losses on loans and leases as a percentage of net charge-offs (b)23.57 %245.50 %(4.48)%311.01 %136.33 %
Allowance for credit losses as a percentage of end-of-period loans and leases outstanding (a)1.31 %1.35 %1.35 %1.50 %0.83 %
Allowance for credit losses as a percentage of nonperforming loans (a)298.23 %289.98 %167.67 %187.43 %160.28 %
Gross income that would have been recorded at original rates$3,894 $1,444 $3,503 $3,733 $1,860 
Interest that was reflected in income530 244 569 297 262 
Net reduction to interest income due to nonaccrual$3,364 $1,200 $2,934 $3,436 $1,598 
(a)End of period loans and nonperforming loans exclude loans held for sale.
(b)Does not include provision for credit losses on loans and leases - acquisition day 1 non-PCD.
Nonperforming loans increased $4.0 million to $39.5 million at December 31, 2023, compared to $35.5 million at December 31, 2022. The increase in nonperforming loans is primarily a result of $14.5 million in loans acquired from Centric. Offsetting this is the removal of $6.4 million in accruing TDR's as well as the transfer of $3.5 million commercial real estate relationship back to accruing status. The TDR's were eliminated as a result of our adoption of ASU 2022-02, Financial Instruments Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures ("ASU 2022-02") effective
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January 1, 2023. Nonperforming loans as a percentage of total loans decreased to 0.44% from 0.46% at December 31, 2023 compared to December 31, 2022.
Net charge-offs were $30.2 million in 2023 compared to $7.1 million for the year 2022. The most significant credit losses recognized during the year include $17.0 million in charge-offs related to the Centric acquisition. Net charge-offs in the commercial, financial, agricultural and other category totaled $18.7 million, of which $14.8 million were related to the Centric acquisition. Commercial real estate net charge-offs totaled $6.1 million primarily due to a $4.3 million charge-off recognized on one commercial real estate relationships and $1.9 million related to the Centric acquisition. Net charge-offs in the loans to individuals category totaled $5.0 million for 2023, primarily due to charge-offs of indirect auto loans. Additional detail on credit risk is included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under “Provision for Credit Losses,” “Allowance for Credit Losses" and "Credit Risk.”
Provision for credit losses on loans and leases as a percentage of net charge-offs decreased to 23.6% for the year ended December 31, 2023 from 245.5% for the year ended December 31, 2022. This change was primarily driven by the $27.2 million credit loss recorded at acquisition of Centric PCD loans which increased the allowance for credit losses but did not impact the provision for credit losses. As previously noted, $17.0 million of net charge-offs in 2023 were related to the Centric acquisition and would have been provided for as part of the acquisition.
Allowance for Credit Losses
Following is a summary of the allocation of the allowance for credit losses at December 31:
 
 20232022202120202019
 Allowance
Amount
%
(a)
Allowance
Amount
%
(a)
Allowance
Amount
%
(a)
Allowance
Amount
%
(a)
Allowance
Amount
%
(a)
 (dollars in thousands)
Commercial, financial, agricultural and other$27,99617 %$22,65016 %$18,09317 %$17,18723 %$20,23420 %
Real estate construction7,4188,8224,2207,9662,558
Residential real estate23,90127 21,41229 12,62528 14,35826 4,09327 
Commercial real estate37,07134 28,80431 33,37633 41,95333 19,76834 
Loans to individuals21,33215 21,21817 24,20815 19,84512 4,98412 
Total$117,718$102,906$92,522$101,309$51,637
Allowance for credit losses as percentage of end-of-period loans and leases outstanding1.31 %1.35 %1.35 %1.50 %0.83 %
(a)Represents the ratio of loans in each category to total loans.
Effective January 1, 2020, the company adopted the CECL methodology of calculating the allowance for credit losses, which provides for expected losses over the life of a loan. Prior periods are reported in accordance with previously applicable GAAP and was calculated to provide for credit losses as they were incurred.
The allowance for credit losses increased $14.8 million from December 31, 2022 to December 31, 2023. The allowance for credit losses as a percentage of end-of-period loans and leases outstanding was 1.31% and 1.35% at December 31, 2023 and 2022, respectively. The allowance for credit losses includes both a general reserve for performing loans and reserves for individually analyzed loans. Comparing December 31, 2023 to December 31, 2022, the general reserve for performing loans is 1.26% and 1.34%, respectively, of total performing loans for both periods. Reserves for individually analyzed loans increased from 2.0% of nonperforming loans at December 31, 2022 to 11.5% of nonperforming loans at December 31, 2023. The allowance for credit losses as a percentage of nonperforming loans was 298.2% and 290.0% at December 31, 2023 and 2022, respectively.
The allowance for credit losses represents management’s estimate of expected losses in the loan portfolio at a specific point in time. This estimate includes losses associated with specifically identified loans, as well as estimated credit losses inherent in the remainder of the loan portfolio. Additions are made to the allowance through both periodic provisions charged to income and recoveries of losses previously incurred. Reductions to the allowance occur as loans are charged off. Management evaluates the appropriateness of the allowance at least quarterly, and in doing so relies on various factors including, but not limited to, assessment of historical loss experience, contractual payment schedules, prepayment estimates, calculated probability of default and loss given default estimates and forecasts of certain macroeconomic variables, such as unemployment, gross domestic product, housing price index as well as other macroeconomic variables. This evaluation is subjective and requires material estimates that may change over time. For a description of the methodology used to calculate the allowance for credit losses, please refer to “Critical Accounting Policies and Significant Accounting Estimates—Allowance for Credit Losses.”
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Investment Portfolio
Marketable securities that we hold in our investment portfolio, which are classified as “securities available for sale,” act as a source of liquidity. However, we do not anticipate liquidating the investments prior to maturity.
Following is a detailed schedule of the amortized cost of securities available for sale as of December 31: 
202320222021
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$3,565 $4,127 $5,242 
Mortgage-Backed Securities—Commercial512,979 324,306 365,024 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential559,769 527,777 632,687 
Other Government-Sponsored Enterprises1,000 1,000 1,000 
Obligations of States and Political Subdivisions9,226 9,482 9,538 
Corporate Securities51,886 32,010 32,088 
Total Securities Available for Sale$1,138,425 $898,702 $1,045,579 
As of December 31, 2023, securities available for sale had a fair value of $1.0 billion. Gross unrealized gains were $8.2 million and gross unrealized losses were $125.6 million. The level of gross unrealized losses is directly related to the increase in market interest rates.
The securities available for sale portfolio increased $239.7 million, or 27%, as of December 31, 2023 compared to December 31, 2022, as investment securities became more attractive in the higher interest rate environment of 2023. Most of the growth in this portfolio was in the Mortgage-Backed Securities - Commercial category as these securities provide ongoing liquidity through regular principal paydowns and additionally can be pledged for borrowings or to secure public deposits.
The following is a schedule of the contractual maturity distribution of securities available for sale at December 31, 2023.
 
U.S.
Government
Agencies and
Corporations
States and
Political
Subdivisions
Other
Securities
Total
Amortized
Cost (a)
Weighted
Average
Yield (b)
 (dollars in thousands)
Within 1 year$68 $255 $6,000 $6,323 3.55 %
After 1 but within 5 years45,331 2,262 6,534 54,127 2.57 
After 5 but within 10 years17,188 6,709 39,352 63,249 3.94 
After 10 years1,014,726 — — 1,014,726 2.97 
Total$1,077,313 $9,226 $51,886 $1,138,425 3.01 %
(a)Equities are excluded from this schedule because they have an indefinite maturity.
(b)Yields are calculated on a taxable equivalent basis.
 
Mortgage-backed securities, which include mortgage-backed obligations of U.S. Government agencies and obligations of U.S. Government-sponsored enterprises, have contractual maturities ranging from less than one year to approximately 40 years and have anticipated average lives to maturity ranging from less than three years to approximately six years.
The available for sale investment portfolio amortized cost increased $239.7 million, or 27%, at December 31, 2023 compared to 2022. Available for sale investment calls or maturities totaled $132.1 million during 2023. Liquidity provided from sales, calls and maturities was utilized to fund growth in the loan portfolio or reinvested into investment securities and interest-bearing deposits with banks.
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Following is a detailed schedule of the amortized cost of securities held to maturity as of December 31: 
202320222021
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$1,781 $2,008 $2,409 
Mortgage-Backed Securities—Commercial69,502 75,229 91,439 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential296,432 329,267 387,848 
Mortgage-Backed Securities—Commercial2,190 4,794 7,309 
Other Government-Sponsored Enterprises22,543 22,221 21,904 
Obligations of States and Political Subdivisions25,561 26,643 29,402 
Debt Securities Issued by Foreign Governments1,000 1,000 1,000 
Total Securities Held to Maturity$419,009 $461,162 $541,311 
The following is a schedule of the contractual maturity distribution of securities held to maturity at December 31, 2023.
U.S.
Government
Agencies and
Corporations
States and
Political
Subdivisions
Other
Securities
Total
Amortized
Cost
Weighted
Average
Yield
 (dollars in thousands)
Within 1 year$2,190 $460 $200 $2,850 2.54 %
After 1 but within 5 years— 11,573 800 12,373 2.78 
After 5 but within 10 years39,643 12,965 — 52,608 1.85 
After 10 years350,615 563 — 351,178 1.52 
Total$392,448 $25,561 $1,000 $419,009 1.61 %
The held to maturity investment portfolio decreased $42.2 million, or 9%, at December 31, 2023 compared to 2022. Held to maturity investment purchases of $0.2 million were offset by the calls or maturities of $41.8 million in investments.
See Note 8 “Investment Securities" and Note 17 “Fair Values of Assets and Liabilities” for additional information related to the investment portfolio.
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Deposits
Total deposits increased $1.2 billion in 2023, of which $0.8 billion was assumed as part of the Centric acquisition. Interest-bearing demand and savings deposits increased $586.0 million, noninterest-bearing demand deposits decreased $282.0 million and time deposits increased $882.8 million. The following table shows a breakdown of our deposit portfolio between deposits originated and deposits acquired through the Centric acquisition as of December 31, 2023:
Originated
Acquired (1)
Total
(dollars in thousands)
Noninterest-bearing deposits$2,175,913 $212,620 $2,388,533 
Interest-bearing demand deposits450,618 178,520 629,138 
Savings deposits4,630,893 255,888 4,886,781 
Time deposits1,177,882 109,975 1,287,857 
Total deposits$8,435,306 $757,003 $9,192,309 
(1) Includes January 31, 2023 balance of deposits acquired as part of the Centric acquisition plus purchase accounting adjustment on time deposits.
For additional information concerning our deposits, please refer to Note 13 “Interest-Bearing Deposits.”
At December 31, 2023 and 2022, time deposits of $100 thousand or more totaled $725.1 million and $172.0 million, respectively. Time deposits of $250 thousand or more had remaining maturities as follows as of the end of each year in the two-year period ended December 31: 
 20232022
 Amount%Amount%
 (dollars in thousands)
3 months or less$70,122 24 %$12,663 19 %
Over 3 months through 6 months62,981 22 11,886 18 
Over 6 months through 12 months107,144 37 14,675 23 
Over 12 months48,508 17 26,231 40 
Total$288,755 100 %$65,455 100 %
The estimated total amount of uninsured deposits was $2.5 billion and $2.1 billion at December 31, 2023 and 2022, respectively. Uninsured amounts are estimated based on known deposit account relationships for each depositor and insurance guidelines provided by the FDIC.
Short-Term Borrowings and Long-Term Debt
Short-term borrowings increased $225.1 million, or 60%, from $372.7 million at December 31, 2022 to $597.8 million at December 31, 2023, primarily to fund loan and investment portfolio growth. Long-term debt increased $5.5 million, from $181.2 million at December 31, 2022 to $186.8 million at December 31, 2023. For additional information concerning our short-term borrowings, subordinated debentures and other long-term debt, please refer to Note 14 “Short-term Borrowings,” Note 15 “Subordinated Debentures” and Note 16 “Other Long-term Debt” of the Consolidated Financial Statements.
Contractual Obligations and Off-Balance Sheet Arrangements
The table below sets forth our contractual obligations to make future payments as of December 31, 2023. For a more detailed description of each category of obligation, refer to the note in our Consolidated Financial Statements indicated in the table below.
 
Footnote
Number
Reference
1 Year
or Less
After 1
But Within
3 Years
After 3
But Within
5 Years
After 5
Years
Total
 (dollars in thousands)
FHLB advances16 $769 $1,629 $1,483 $241 $4,122 
Subordinated debentures15 — — 49,592 128,149 177,741 
Operating leases11 5,845 10,771 9,579 36,749 62,944 
Total contractual obligations$6,614 $12,400 $60,654 $165,139 $244,807 
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The table above excludes our cash obligations upon maturity of certificates of deposit, which is set forth in Note 13 “Interest-Bearing Deposits” of the Consolidated Financial Statements.
In addition, see Note 10 “Commitments and Letters of Credit” for detail related to our off-balance sheet commitments to extend credit, financial standby letters of credit, performance standby letters of credit and commercial letters of credit as of December 31, 2023. Commitments to extend credit, standby letters of credit and commercial letters of credit do not necessarily represent future cash requirements since it is unknown if the borrower will draw upon these commitments and often these commitments expire without being drawn upon. As of December 31, 2023, a reserve for expected credit losses of $7.3 million was recorded for unused commitments and letters of credit.
Liquidity
Liquidity refers to our ability to meet the cash flow requirements of depositors and borrowers as well as our operating cash needs with cost-effective funding. Liquidity risk arises from the possibility that we may not be able to meet our financial obligations and operating cash needs or may become overly reliant upon external funding sources. In order to manage this risk, our Board of Directors has established a Liquidity Policy that identifies primary sources of liquidity, establishes procedures for monitoring and measuring liquidity and quantifies minimum liquidity requirements based on limits approved by our Board of Directors. This policy designates our Asset/Liability Committee (“ALCO”) as the body responsible for meeting these objectives. The ALCO, which includes members of executive management, reviews liquidity on a periodic basis and approves significant changes in strategies that affect balance sheet or cash flow positions. Liquidity is centrally managed on a daily basis by our Treasury Department, which monitors it by using such measures as a 30-day liquidity stress analysis, liquidity gap ratios and noncore funding ratios.
We generate funds to meet our cash flow needs primarily through the core deposit base of FCB and the maturity or repayment of loans and other interest-earning assets, including investments. Core deposits are the most stable source of liquidity a bank can have due to the long-term relationship with a deposit customer. The level of deposits during any period is sometimes influenced by factors outside of management’s control, such as the level of short-term and long-term market interest rates and yields offered on competing investments, such as money market mutual funds. Deposits increased $1.2 billion during 2023, and comprised 91% of total liabilities at both December 31, 2023 and December 31, 2022. Proceeds from the sale, maturity and redemption of investment securities totaled $173.9 million during 2023 and provided liquidity to fund loans, purchase investment securities and fund depositor withdrawals.
The following represents our expanded sources of liquidity as of December 31, 2023:
Total AvailableAmount UsedOutstanding Letters of CreditNet Available
(dollars in thousands)
Internal liquidity sources
Unencumbered securities$901,133 $— $— $901,133 
Other (excess pledged)74,291 — — 74,291 
External liquidity sources
FHLB advances2,418,885 567,122 473,250 1,378,513 
FRB borrowings1,096,909 — 1,096,909 
Lines with other financial institutions160,000 — 160,000 
Brokered deposits (1)
1,141,063 31,097 — 1,109,966 
Total liquidity$5,792,281 $598,219 $473,250 $4,720,812 
(1) Reflects internal policy limit. Maximum capacity with CDARs is $1.7 billion.
The brokered deposits included in the table above are a result of our participation in the Certificate of Deposit Account Registry Services ("CDARS") program as part of an ALCO strategy to increase and diversify funding sources. As of December 31, 2023, the outstanding balance of $31.1 million carried an average weighted rate of 4.07% and an average original term of 248 days. These deposits are part of a reciprocal program that allows our depositors to receive expanded FDIC coverage by placing multiple certificates of deposit at other CDARS member banks.
Liquidity available through the Federal Reserve is a result of the FRB Borrower-in-Custody of Collateral program, which enables us to take certain loans that are not being used as collateral at the FHLB and pledge them as collateral for borrowings at the FRB.
During 2023, the Company increased its liquidity by purchasing $473.3 million in letters of credit from the FHLB of Pittsburgh, which were then used to secure public deposits. This resulted in a similar amount of previously pledged securities becoming
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unencumbered. Additionally, as of December 31, 2023, new short-term borrowings in the amount of $150.0 million were entered into in order to provide additional on-balance sheet liquidity.
Refer to “Financial Condition” above for additional information concerning our deposits, loan portfolio, investment securities and borrowings.
Market Risk
Market risk refers to potential losses arising from items such as changes in interest rates, foreign exchange rates, equity prices and commodity prices. Our market risk is composed primarily of interest rate risk. Interest rate risk is comprised of repricing risk, basis risk, yield curve risk and options risk. Repricing risk arises from differences in the cash flow or repricing between asset and liability portfolios. Basis risk arises when asset and liability portfolios are related to different market rate indices, which do not always change by the same amount. Yield curve risk arises when asset and liability portfolios are related to different maturities on a given yield curve; when the yield curve changes shape, the risk position is altered. Options risk arises from “embedded options” within asset and liability products as certain borrowers have the option to prepay their loans when rates fall, while certain depositors can redeem or withdraw their deposits early when rates rise.
The process by which we manage our interest rate risk is called asset/liability management. The goals of our asset/liability management are increasing net interest income without taking undue interest rate risk or material loss of net market value of our equity, while maintaining adequate liquidity. Net interest income is increased by growing earning assets and increasing the difference between the rate earned on earning assets and the rate paid on interest-bearing liabilities. Liquidity is measured by the ability to meet both depositors’ and credit customers’ requirements.
We use an asset/liability model to measure our interest rate risk. Interest rate risk measures include earnings simulation and gap analysis. Gap analysis is a static measure that does not incorporate assumptions regarding future events. Gap analysis, while a helpful diagnostic tool, displays cash flows for only a single rate environment. Net interest income simulations explicitly measure the exposure to earnings from changes in market rates of interest. Under simulation analysis, our current financial position is combined with assumptions regarding future business to calculate net interest income under various hypothetical rate scenarios. Our net interest income simulations assume a level balance sheet whereby new volume equals run-off. The ALCO reviews earnings simulations over multiple years under various interest rate scenarios. Reviewing these various measures provides us with a reasonably comprehensive view of our interest rate profile.
The following gap analysis compares the difference between the amount of interest-earning assets and interest-bearing liabilities subject to repricing over a period of time. The ratio of rate sensitive assets to rate sensitive liabilities repricing within a one-year period was 0.69 and 0.76 at December 31, 2023 and 2022, respectively. A ratio of less than one indicates a higher level of repricing liabilities over repricing assets over the next twelve months. The level of First Commonwealth's ratio is largely driven by the modeling of interest-bearing non-maturity deposits, which are included in the analysis as repricing within one year.
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Following is the gap analysis as of December 31:
 
 2023
 0-90 Days91-180
Days
181-365
Days
Cumulative
0-365 Days
Over 1 Year
Through 5
Years
Over 5
Years
 (dollars in thousands)
Loans and leases$3,619,166 $446,373 $756,190 $4,821,729 $3,137,007 $945,896 
Investments72,358 44,567 97,544 214,469 606,670 733,418 
Other interest-earning assets20,440 — — 20,440 1,117 — 
Total interest-sensitive assets (ISA)3,711,964 490,940 853,734 5,056,638 3,744,794 1,679,314 
Certificates of deposit271,662 210,793 569,507 1,051,962 235,562 974 
Other deposits5,515,919 — — 5,515,919 — — 
Borrowings726,850 207 415 727,472 53,069 224 
Total interest-sensitive liabilities (ISL)6,514,431 211,000 569,922 7,295,353 288,631 1,198 
Gap$(2,802,467)$279,940 $283,812 $(2,238,715)$3,456,163 $1,678,116 
ISA/ISL0.57 2.33 1.50 0.69 12.97 1,401.76 
Gap/Total assets24.46 %2.44 %2.48 %19.54 %30.16 %14.64 %
 
 2022
 0-90 Days91-180
Days
181-365
Days
Cumulative
0-365 Days
Over 1 Year
Through 5
Years
Over 5
Years
 (dollars in thousands)
Loans and leases$3,164,495 $354,556 $575,640 $4,094,691 $2,498,042 $978,319 
Investments46,426 35,579 74,962 156,967 461,699 734,221 
Other interest-earning assets29,919 — — 29,919 71 — 
Total interest-sensitive assets (ISA)3,240,840 390,135 650,602 4,281,577 2,959,812 1,712,540 
Certificates of deposit71,976 56,539 102,037 230,552 173,810 955 
Other deposits4,929,952 — — 4,929,952 — — 
Borrowings445,065 50,204 407 495,676 3,256 50,791 
Total interest-sensitive liabilities (ISL)5,446,993 106,743 102,444 5,656,180 177,066 51,746 
Gap$(2,206,153)$283,392 $548,158 $(1,374,603)$2,782,746 $1,660,794 
ISA/ISL0.59 3.65 6.35 0.76 16.72 33.10 
Gap/Total assets22.50 %2.89 %5.59 %14.02 %28.38 %16.94 %
Gap analysis has limitations due to the static nature of the model, which holds volumes and consumer behaviors constant in all economic and interest rate scenarios. A lower level of rate sensitive assets to rate sensitive liabilities repricing in one year could indicate reduced net interest income in a rising interest rate scenario, and conversely, increased net interest income in a declining interest rate scenario. However, the gap analysis incorporates only the level of interest-earning assets and interest-bearing liabilities and not the sensitivity each has to changes in interest rates. The impact of the sensitivity to changes in interest rates is provided in the table below.
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The following table presents an analysis of the potential sensitivity of our annual net interest income to gradual changes in interest rates over a 12-month time frame as compared with net interest income if rates remained unchanged and there are no changes in balance sheet categories.
 
 Net interest income change (12 months) for basis point movements of:
 -200-100+100+200
 (dollars in thousands)
December 31, 2023 ($)$(9,867)$(4,504)$6,215 $11,091 
December 31, 2023 (%)(2.53)%(1.16)%1.59 %2.84 %
December 31, 2022 ($)$(11,973)$(5,486)$5,902 $11,413 
December 31, 2022 (%)(3.12)%(1.43)%1.54 %2.98 %
The following table represents the potential sensitivity of our annual net interest income to immediate changes in interest rates as compared to if rates remained unchanged, assuming there are no changes in balance sheet categories.
 Net interest income change (12 months) for basis point movements of:
 -200-100+100+200
 (dollars in thousands)
December 31, 2023 ($)$(38,890)$(17,930)$18,545 $34,788 
December 31, 2023 (%)(9.97)%(4.60)%4.76 %8.92 %
December 31, 2022 ($)$(45,361)$(20,166)$18,626 $36,011 
December 31, 2022 (%)(11.83)%(5.26)%4.86 %9.39 %
The analysis and model used to quantify the sensitivity of our net interest income becomes less meaningful in a decreasing 200 basis point scenario given the current interest rate environment. Results of the 100 and 200 basis point interest rate decline scenario are affected by the fact that many of our interest-bearing liabilities are at rates below 1%, with an assumed floor of zero in the model. For the years 2023 and 2022, the cost of our interest-bearing liabilities averaged 2.03% and 0.31%, respectively, and the yield on our average interest-earning assets, on a fully taxable equivalent basis, averaged 5.23% and 3.79%, respectively.
The ALCO is responsible for the identification and management of interest rate risk exposure. As such, the ALCO continuously evaluates strategies to manage our exposure to interest rate fluctuations.
Asset/liability models require that certain assumptions be made, such as prepayment rates on earning assets and the impact of pricing on non-maturity deposits, which may differ from actual experience. These business assumptions are based upon our experience, business plans and published industry experience. While management believes such assumptions to be reasonable, there can be no assurance that modeled results will approximate actual results.
 
Credit Risk
First Commonwealth maintains an allowance for credit losses at a level deemed sufficient for losses inherent in the loan and lease portfolio at the date of each statement of financial condition. Management reviews the appropriateness of the allowance on a quarterly basis to ensure that the provision for credit losses has been charged against earnings in an amount necessary to maintain the allowance at a level that is appropriate based on management’s assessment of estimated expected losses.
First Commonwealth’s methodology for assessing the appropriateness of the allowance for credit losses consists of several key elements. These elements include an assessment of individual nonperforming loans with a balance greater than $250 thousand, loss experience trends and other relevant factors.
First Commonwealth also maintains a reserve for unfunded loan commitments and letters of credit based upon credit risk and probability of funding. The reserve totaled $7.3 million at December 31, 2023 and is classified in “Other liabilities” on the Consolidated Statements of Financial Condition.
We discontinue interest accruals on a loan when, based on current information and events, it is probable that we will be unable to fully collect principal or interest due according to the contractual terms of the loan. A loan is also placed in nonaccrual status
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when, based on regulatory definitions, the loan is maintained on a “cash basis” due to the weakened financial condition of the borrower. Generally, loans 90 days or more past due are placed on nonaccrual status, except for consumer loans which are placed on nonaccrual status at 150 days past due.
Nonperforming loans are closely monitored on an ongoing basis as part of our loan review and work-out process. The risk of loss on these loans is evaluated by comparing the loan balance to the estimated fair value of any underlying collateral or the present value of projected future cash flows. Losses or specifically assigned allowance for credit losses are recognized where appropriate. Nonperforming loans increased $4.0 million at December 31, 2023 compared to the prior year. Impacting the level of nonperforming loans was an increase in non accrual loans of $10.4 million and the removal of $6.4 million in accruing loans identified as troubled debt restructuring at December 31, 2022. These were eliminated as result of our adoption of ASU 2022-02 effective January 1, 2023. The increase in non accrual loans is a result of $14.5 million acquired as part of the Centric acquisition offset by the charge-off of a $4.3 million commercial real estate relationship.
Subsequent to December 31, 2023, $8.0 million of a nonperforming commercial real estate loan was paid down by the borrower. This payment represents 21.0% of the nonperforming loans at December 31, 2023.
The allowance for credit losses was $117.7 million at December 31, 2023 or 1.31% of loans outstanding, compared to $102.9 million, or 1.35% of loans outstanding, at December 31, 2022. Credit measures as of December 31, 2023 compared to December 31, 2022 reflect an increase in the level of criticized loans of $77.3 million, from $132.9 million at December 31, 2022 to $210.2 million at December 31, 2023. Commercial, financial, agricultural and other loans and commercial real estate loans accounted for $41.9 million, and $18.8 million, respectively, of this increase. Classified assets increased $42.6 million, from $44.4 million at December 31, 2022 to $87.1 million at December 31, 2023. Commercial financial, agricultural and other loans accounted for $18.9 million of this increase. Delinquency on accruing loans increased $9.6 million, or 48%.
The allowance for credit losses as a percentage of nonperforming loans was 298.2% at December 31, 2023 and 290.0% as of December 31, 2022. The allowance for credit losses includes specific allocations of $4.5 million related to nonperforming loans covering 11% of the total nonperforming balance at December 31, 2023 and specific allocations of $0.7 million covering 2% of the total nonperforming balance at December 31, 2022. The amount of allowance related to nonperforming loans was determined by using estimated fair values obtained from current appraisals and updated discounted cash flow analyses. The increase in specific reserves is primarily the result of individually analyzed PCD loans acquired from Centric.
 
Management believes that the allowance for credit losses is at a level that is sufficient to absorb expected losses in the loan and lease portfolio at December 31, 2023.
The following table provides information on net charge-offs and nonperforming loans by loan category: 
 For the Period Ended December 31, 2023As of December 31, 2023
 Net
Charge-offs
% of
Total Net
Charge-
offs
Net
Charge-offs
as a %
of Average
Loans
Nonperforming
Loans
% of Total
Nonperforming
Loans
Nonperforming
Loans as a % of
Total Loans
 (dollars in thousands)
Commercial, financial, agricultural and other$18,701 62.02 %0.22 %$10,060 25.49 %0.11 %
Real estate construction— — — 3,288 8.33 0.04 
Residential real estate314 1.04 — 8,573 21.72 0.10 
Commercial real estate6,126 20.32 0.07 17,385 44.04 0.19 
Loans to individuals5,011 16.62 0.06 166 0.42 — 
Total loans and leases, net of unearned income$30,152 100.00 %0.35 %$39,472 100.00 %0.44 %
As the above table illustrates, commercial real estate and commercial, financial, agricultural and other loans were the most significant portions of the nonperforming loans as of December 31, 2023. Included in nonaccrual loans as of December 31, 2023 are $14.5 million in loans acquired as part of the Centric acquisition. See discussions related to the provision for credit losses and loans for more information.
New Accounting Pronouncements
In March 2023, FASB released Accounting Standards Update 2023-02 (“ASU 2023-02”), Investments – Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method. ASU 2023-02 permits entities to elect to account for their tax equity investments, regardless of the tax credit program from
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which the income tax credits are received, using the proportional amortization method, instead of only low-income housing tax credit (“LIHTC”) structures, if certain conditions are met. ASU 2023-02 also eliminates certain LIHTC-specific guidance for LIHTC investments that are not accounted for using the proportional amortization method and instead require that those LIHTC investments be accounted for using other applicable guidance under GAAP. ASU 2023-02 is effective for the Company for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is in the process of assessing the impact of adoption on its consolidated financial statements.
In December 2023, FASB released Accounting Standards Update 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires additional disclosure information in specified categories with respect to the reconciliation of the effective tax rate to the statutory rate (the rate reconciliation) for federal, state and foreign income taxes. ASU 2023-09 also requires greater detail about individual reconciling items in the rate reconciliation for those items that exceed a specified threshold. In addition to the new rate reconciliation disclosures, ASU 2023-09 requires information related to taxes paid (net of refunds received) to be disaggregated for federal, state and foreign taxes, along with further disaggregation for specific jurisdictions, to the extent the related amounts exceed a quantitative threshold. ASU 2023-09 is effective for the Company for annual periods beginning after December 15, 2024, with early adoption permitted. ASU 2023-09 should be applied prospectively, with an option for retrospective application to each period in the financial statements. The Company is in the process of assessing the impact of adoption on its consolidated financial statements.
ITEM 7A.    Quantitative and Qualitative Disclosures About Market Risk
Information appearing in Item 7 of this report under the caption “Market Risk” is incorporated herein by reference in response to this item.
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ITEM 8.    Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
 December 31,
 20232022
 (dollars in thousands, except
share data)
Assets
Cash and due from banks$125,436 $124,254 
Interest-bearing bank deposits21,557 29,990 
Securities available for sale, at fair value1,020,986 762,661 
Securities held to maturity, at amortized cost, (Fair value $350,595 at December 31, 2023 and $386,205 at December 31, 2022)
419,009 461,162 
Other investments50,871 26,414 
Loans held for sale29,820 11,869 
Loans and leases:
Portfolio loans and leases8,968,761 7,642,143 
Allowance for credit losses(117,718)(102,906)
Net loans and leases8,851,043 7,539,237 
Premises and equipment, net121,015 115,106 
Other real estate owned422 534 
Goodwill363,715 303,328 
Amortizing intangibles, net22,820 9,205 
Bank owned life insurance228,479 222,651 
Other assets204,315 199,255 
Total assets$11,459,488 $9,805,666 
Liabilities
Deposits (all domestic):
Noninterest-bearing$2,388,533 $2,670,508 
Interest-bearing6,803,776 5,334,961 
Total deposits9,192,309 8,005,469 
Short-term borrowings597,835 372,694 
Subordinated debentures177,741 170,937 
Other long-term debt4,122 4,862 
Capital lease obligation4,894 5,425 
Total long-term debt186,757 181,224 
Other liabilities168,313 194,205 
Total liabilities10,145,214 8,753,592 
Shareholders’ Equity
Preferred stock, $1 par value per share, 3,000,000 shares authorized, none issued
  
Common stock, $1 par value per share, 200,000,000 shares authorized; 123,603,380 and 113,914,902 shares issued as of December 31, 2023 and 2022, respectively; and 102,114,664 and 93,376,314 shares outstanding at December 31, 2023 and 2022, respectively
123,603 113,915 
Additional paid-in capital630,154 497,431 
Retained earnings881,112 774,863 
Accumulated other comprehensive (loss) income, net(111,756)(137,692)
Treasury stock (21,488,716 and 20,538,588 shares at December 31, 2023 and 2022, respectively)
(208,839)(196,443)
Total shareholders’ equity1,314,274 1,052,074 
Total liabilities and shareholders’ equity$11,459,488 $9,805,666 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
 Years Ended December 31,
 202320222021
 (dollars in thousands, except share data)
Interest Income
Interest and fees on loans and leases$490,710 $302,207 $267,599 
Interest and dividends on investments:
Taxable interest26,331 24,668 24,723 
Interest exempt from federal income taxes457 479 595 
Dividends3,009 877 521 
Interest on bank deposits9,491 1,722 400 
Total interest income529,998 329,953 293,838 
Interest Expense
Interest on deposits112,406 6,714 5,749 
Interest on short-term borrowings21,747 1,999 99 
Interest on subordinated debentures9,794 8,595 8,555 
Interest on other long-term debt170 198 649 
Interest on capital lease obligation205 226 245 
Total interest expense144,322 17,732 15,297 
Net Interest Income385,676 312,221 278,541 
Provision for credit losses4,160 21,106 (1,376)
Provision for credit losses - acquisition day 1 non-PCD10,653   
Net Interest Income after Provision for Credit Losses370,863 291,115 279,917 
Noninterest Income
Net securities (losses) gains(103)2 16 
Trust income10,516 10,518 11,111 
Service charges on deposit accounts21,437 19,641 17,984 
Insurance and retail brokerage commissions9,628 8,857 8,502 
Income from bank owned life insurance4,875 5,459 6,433 
Gain on sale of mortgage loans3,951 5,276 13,555 
Gain on sale of other loans and assets6,744 6,036 8,130 
Card- related interchange income28,640 27,603 27,954 
Derivative mark to market14 368 2,344 
Swap fee income1,519 4,685 2,543 
Other income9,388 10,263 8,185 
Total noninterest income96,609 98,708 106,757 
Noninterest Expense
Salaries and employee benefits142,871 126,031 119,506 
Net occupancy19,221 18,037 16,586 
Furniture and equipment17,308 15,582 15,642 
Data processing15,010 13,922 12,373 
Advertising and promotion5,713 5,031 4,983 
Pennsylvania shares tax4,364 4,447 4,604 
Intangible amortization4,983 3,196 3,497 
Other professional fees and services5,919 4,894 4,501 
FDIC insurance6,260 2,871 2,529 
Loss on sale or write-down of assets204 343 303 
Litigation and operational losses4,641 2,834 2,324 
Merger and acquisition related9,034 1,702  
Other operating expenses34,389 30,748 27,009 
Total noninterest expense269,917 229,638 213,857 
Income before income taxes197,555 160,185 172,817 
Income tax provision40,492 32,004 34,560 
Net Income$157,063 $128,181 $138,257 
Average Shares Outstanding101,556,427 93,612,043 95,583,890 
Average Shares Outstanding Assuming Dilution101,822,201 93,887,447 95,840,285 
Per Share Data: Basic Earnings Per Share
$1.55 $1.37 $1.45 
 Diluted Earnings Per Share$1.54 $1.37 $1.44 
Cash Dividends Declared per Common Share$0.495 $0.475 $0.455 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
 Years Ended December 31,
 202320222021
 (dollars in thousands)
Net Income$157,063 $128,181 $138,257 
Other comprehensive income (loss), before tax expense (benefit):
Unrealized holding gains (losses) on securities arising during the period18,499 (131,838)(29,892)
Less: reclassification adjustment for losses (gains) on securities included in net income103 (2)(16)
Unrealized gains (losses) on derivatives:
Unrealized holding gains (losses) on derivatives arising during the period13,462 (31,573)(3,356)
Unrealized gains for postretirement obligation:
Prior service cost76 76 76 
Net gain22 143 275 
Total other comprehensive income (loss), before income tax expense (benefit)32,162 (163,194)(32,913)
Income tax expense (benefit) related to items of other comprehensive income (loss)6,226 (34,270)(6,912)
Comprehensive Income$182,999 $(743)$112,256 
The accompanying notes are an integral part of these Consolidated Financial Statements.

57

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
 
Shares
Outstanding
Common
Stock
Additional
Paid-in-
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss),
net
Treasury
Stock
Total
Shareholders’
Equity
 (dollars in thousands, except per share data)
Balance at December 31, 202293,376,314 $113,915 $497,431 $774,863 $(137,692)$(196,443)$1,052,074 
Net income157,063 157,063 
Total other comprehensive income25,936 25,936 
Cash dividends declared ($0.495 per share)
(50,814)(50,814)
Treasury stock acquired(1,210,688)(118)(14,965)(15,083)
Treasury stock reissued163,950 660  1,551 2,211 
Restricted stock96,610  514  1,018 1,532 
Common stock issued9,688,478 9,688 131,667 141,355 
Balance at December 31, 2023102,114,664 $123,603 $630,154 $881,112 $(111,756)$(208,839)$1,314,274 
Shares
Outstanding
Common
Stock
Additional
Paid-in-
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss),
net
Treasury
Stock
Total
Shareholders’
Equity
 (dollars in thousands, except per share data)
Balance at December 31, 202194,233,152 $113,915 $496,121 $691,260 $(8,768)$(183,156)$1,109,372 
Net income128,181 128,181 
Total other comprehensive loss(128,924)(128,924)
Cash dividends declared ($0.475 per share)
(44,578)(44,578)
Treasury stock acquired(1,132,577)(15,598)(15,598)
Treasury stock reissued174,989 580  1,612 2,192 
Restricted stock100,750  730  699 1,429 
Balance at December 31, 202293,376,314 $113,915 $497,431 $774,863 $(137,692)$(196,443)$1,052,074 
Shares
Outstanding
Common
Stock
Additional
Paid-in-
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss),
net
Treasury
Stock
Total
Shareholders’
Equity
 (dollars in thousands, except per share data)
Balance at December 31, 202096,130,751 $113,915 $494,683 $596,614 $17,233 $(153,828)$1,068,617 
Net income138,257 138,257 
Total other comprehensive loss(26,001)(26,001)
Cash dividends declared ($0.455 per share)
(43,611)(43,611)
Treasury stock acquired(2,195,110)(31,301)(31,301)
Treasury stock reissued173,907 771  1,493 2,264 
Restricted stock123,604  667  480 1,147 
Balance at December 31, 202194,233,152 $113,915 $496,121 $691,260 $(8,768)$(183,156)$1,109,372 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Years Ended December 31,
 202320222021
(dollars in thousands)
Operating Activities
Net income$157,063 $128,181 $138,257 
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses14,813 21,106 (1,376)
Deferred tax expense (benefit)6,843 (2,011)1,432 
Depreciation and amortization4,104 10,552 11,442 
Net gains on securities and other assets(10,048)(11,556)(22,273)
Net amortization of premiums and discounts on securities1,328 2,027 4,772 
Income from increase in cash surrender value of bank owned life insurance(4,557)(5,261)(6,105)
Mortgage loans originated for sale(186,856)(195,105)(390,940)
Proceeds from sale of mortgage loans174,850 198,302 419,574 
(Increase) decrease in interest receivable(8,838)(6,846)5,885 
Increase (decrease) in interest payable5,001 1,172 (412)
(Decrease) increase in income taxes payable(4,609)(4,561)10,664 
Other—net1,665 15,413 (5,874)
Net cash provided by operating activities150,759 151,413 165,046 
Investing Activities
Transactions with securities held to maturity:
Proceeds from maturities and redemptions41,824 79,613 120,728 
Purchases(200)(200)(361,734)
Transactions with securities available for sale:
Proceeds from sales33,756   
Proceeds from maturities and redemptions98,309 145,589 433,910 
Purchases(338,390) (676,861)
Purchases of FHLB stock(103,233)(20,632)(4,453)
Proceeds from the redemption of FHLB stock91,435 7,056 3,342 
Proceeds from redemption of other investments  500 
Proceeds from bank owned life insurance3,232 5,337 7,357 
Proceeds from the sale of loans154,585 68,625 76,414 
Proceeds from sales of other assets4,327 8,609 7,798 
Acquisition, net of cash acquired14,492   
Net increase in loans(552,376)(871,578)(161,667)
Purchases of premises and equipment(22,034)(11,207)(10,639)
Net cash used in investing activities(574,273)(588,788)(565,305)
Financing Activities
Net increase in other short-term borrowings52,407 234,379 20,942 
Net increase in deposits430,661 23,007 543,947 
Repayments of other long-term debt(740)(712)(50,685)
Repayments of capital lease obligations(531)(496)(464)
Dividends paid(50,814)(44,578)(43,611)
Proceeds from reissuance of treasury stock245 245 222 
Purchase of treasury stock(14,965)(15,598)(31,301)
Net cash provided by financing activities416,263 196,247 439,050 
Net decrease in cash and cash equivalents(7,251)(241,128)38,791 
Cash and cash equivalents at January 1154,244 395,372 356,581 
Cash and cash equivalents at December 31$146,993 $154,244 $395,372 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Note 1—Statement of Accounting Policies
General
The following summary of accounting and reporting policies is presented to aid the reader in obtaining a better understanding of the consolidated financial statements of First Commonwealth Financial Corporation and its subsidiaries (“First Commonwealth”) contained in this report. First Commonwealth's subsidiaries include First Commonwealth Bank ("FCB" or the "Bank"), First Commonwealth Insurance Agency, Inc. ("FCIA"), FRAMAL and First Commonwealth Financial Advisors, Inc. ("FCFA").
The financial information is presented in accordance with generally accepted accounting principles and general practice for financial institutions in the United States of America. In preparing financial statements, management is required to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. In addition, these estimates and assumptions affect revenues and expenses in the financial statements and as such, actual results could differ from those estimates.
Through its subsidiaries, which include a commercial bank and an insurance agency, First Commonwealth provides a full range of loan, deposit, trust, insurance and personal financial planning services primarily to individuals and small to middle market businesses in 30 counties in central and western Pennsylvania as well as throughout Ohio. First Commonwealth has determined that it has one business segment.
First Commonwealth is subject to regulations of certain state and federal agencies. These regulatory agencies periodically examine First Commonwealth for adherence to laws and regulations.
Basis of Presentation
The accompanying Consolidated Financial Statements include the accounts of First Commonwealth previously defined above. All material intercompany transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period's presentation.
Equity investments of less than a majority but at least 20% ownership are accounted for by the equity method and classified as “Other assets.” Earnings on these investments are reflected in “Other income” on the Consolidated Statements of Income, as appropriate, in the period earned.
Investment Securities
Debt securities that First Commonwealth has the positive intent and ability to hold to maturity are classified as securities held to maturity and are reported at amortized cost adjusted for amortization of premium and accretion of discount on a level yield basis. Debt and equity securities that are bought and held principally for the purpose of selling them in the near term are to be classified as trading securities and reported at fair value, with unrealized gains and losses included in earnings. Debt securities not classified as either held-to-maturity securities or trading securities are classified as securities available for sale and are reported at fair value, with unrealized gains and losses that are not related to impairment excluded from earnings and reported as a component of other comprehensive income, which is included in shareholders’ equity, net of deferred taxes.
First Commonwealth has securities classified as held to maturity and available for sale and does not engage in trading activities. First Commonwealth utilizes the specific identification method to determine the net gain or loss on debt securities and the average cost method to determine the net gain or loss on the equity securities.
First Commonwealth conducts a comprehensive review of the investment portfolio on a quarterly basis to evaluate for expected credit losses. When evaluating available-for-sale securities, management first considers whether we intend to sell the security, or if it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If there is intent to sell, the security's amortized cost is written down to fair value through income. Otherwise, available-for-sale securities whose market values have fallen below their book value are evaluated at the issuer-specific level to determine if the decline in value is a result of credit losses. Issuer-specific securities include obligations of U.S. Government agencies and sponsored enterprises, single issue trust preferred securities, corporate debentures and obligations of states and political subdivisions. Further analysis of these securities includes a review of research reports, analysts’ recommendations, credit rating changes, news stories, annual reports, impact of interest rate changes and any other relevant information pertaining to the affected security. Any loss not determined to be a credit loss is recorded as a reduction to shareholders equity, through other comprehensive income. Held-to-maturity securities are evaluated for impairment on an annual basis, using historical probability of default and loss given default information specific to the investment category. On a quarterly basis, a qualitative review is
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completed incorporating changes to the mix and credit quality of the investment portfolio. If this evaluation determines that credit losses exist an allowance for credit loss is recorded and included in earnings as a component of credit loss expense.
Mortgage Loans Held for Sale
Certain residential mortgage loans are originated for sale in the secondary mortgage loan market with the majority sold with servicing rights released. These loans are classified as loans held for sale and are carried at the estimated market value on an aggregate basis. Market value is determined on the basis of rates obtained in the respective secondary market for the type of loan held for sale. Loans are generally sold at a premium or discount from the carrying amount of the loan. Such premium or discount is recognized at the date of sale. Gain or loss on the sale of loans is recorded in non-interest income at the time consideration is received and all other criteria for sales treatment have been met.
Loans
Loans are carried at the principal amount outstanding. Interest is accrued as earned. Loans held for sale are carried at the lower of cost or fair market value determined on an individual basis.
First Commonwealth considers a loan to be past due and still accruing interest when payment of interest or principal is contractually past due but the loan is both well secured and in the process of collection. For installment, mortgage, term and other loans with amortizing payments that are scheduled monthly, 90 days past due is reached when four monthly payments are due and unpaid. For demand, time and other multi-payment obligations with payments scheduled other than monthly, delinquency status is calculated using number of days instead of number of payments. Revolving credit loans, including personal credit lines and home equity lines, are considered to be 90 days past due when the borrower has not made the minimum payment for four monthly cycles.
A loan is placed in nonaccrual status when, based on current information and events, it is probable that First Commonwealth will be unable to fully collect principal or interest due according to the contractual terms of the loan. A loan is also placed in nonaccrual status when, based on regulatory definitions, the loan is maintained on a “cash basis” due to the weakened financial condition of the borrower. When a determination is made to place a loan in nonaccrual status, all accrued and unpaid interest is reversed. Nonaccrual loans are restored to accrual status when, based on a sustained period of repayment by the borrower in accordance with the contractual terms of the loan, First Commonwealth expects repayment of the remaining contractual principal and interest or when the loan otherwise becomes well-secured and in the process of collection.
First Commonwealth adopted ASU 2022-02 on January 1, 2023 on a prospective basis. As a result, only periods prior to this date would include loans classified as troubled debt restructured loan ("TDR"). A loan is considered to be a TDR when the loan terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the financial difficulties experienced by the borrower, who could not obtain comparable terms from alternate financing sources. During those periods, TDR loans are considered to be nonperforming loans.
A loan is considered to be nonperforming when, based on current information and events, it is expected that First Commonwealth will be unable to collect principal or interest that is due in accordance with contractual terms of the loan. Expected losses on nonperforming loans are measured based on the present value of expected cash flows discounted at the loan’s effective interest rate or, as a practical expedient, at the loan’s observable market price or the fair value of the collateral if the loan is collateral dependent.
For loans other than those that First Commonwealth expects repayment through liquidation of the collateral, when the remaining recorded investment in the loan is less than or equal to the present value of the expected cash flows, income is applied as a reduction to loan principal rather than interest income.
Loans deemed uncollectible are charged off through the allowance for credit losses. Factors considered in assessing ultimate collectability include past due status, financial condition of the borrower, collateral values and debt covenants including secondary sources of repayment by guarantors. Payments received on previously charged off loans are recorded as recoveries in the allowance for credit losses.
Acquired Loans
Acquired loans are recorded at estimated fair value on the date of acquisition with no carryover of the related allowance for credit losses. The fair value of acquired loans is determined by estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest. The estimated fair value considers factors such as loan term, internal risk rating, delinquency status, prepayment rates, estimated value of the underlying collateral and the current interest rate environment.
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Acquired loans are classified into two categories: PCD loans and non-PCD loans. PCD loans are defined as a loan or group of loans that have experienced more than insignificant credit deterioration since origination. Non-PCD loans will have an allowance for credit losses established on acquisition date, which is recognized as an expense through provision for credit losses. For PCD loans, an allowance for credit losses is recognized on day 1 by adding it to the fair value of the loan, which is the “Day 1 amortized cost”. There is no provision for credit loss expense recognized on PCD loans because the initial allowance for credit losses is established by grossing-up the amortized cost of the PCD loan.
Loan Fees
Loan origination and commitment fees, net of associated direct costs, are deferred and the net amount is amortized as an adjustment to the related loan yield on the interest method, generally over the contractual life of the related loans or commitments.
Other Real Estate Owned
Real estate, other than bank premises, is recorded at fair value less estimated selling costs at the time of acquisition.  After that time, other real estate is carried at the lower of cost or fair value less estimated costs to sell. Fair value is determined based on an independent appraisal. Expenses related to holding the property and rental income earned on the property are generally reflected in earnings in the current period. Depreciation is not recorded on the other real estate owned properties.
Allowance for Credit Losses for Loans and Leases
When determining the allowance for credit losses, our loan and lease portfolio includes five primary loan categories with fourteen segments. Refer to Note 9, "Loans and Leases and Allowance for Credit Losses" for further discussion of these portfolio segments.
The allowance for credit losses is calculated by pooling loans of similar credit risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Probability of default represents an estimate of the likelihood of default and loss given default measures the expected loss upon default. Inputs impacting the expected losses includes a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. Our model incorporates a one-year forecast of macroeconomic factors, after which the factors revert back to the historical mean over a one-year period.
All nonperforming credits in excess of $250 thousand are individually evaluated on a quarterly basis. A specific reserve is established for individually evaluated loans in an amount equal to the total amount of estimated losses for the loans that are reviewed. Based on this reserve as a percentage of reviewed loan balances, a reserve is also established for the nonperforming loan balances that are not individually reviewed.
An additional component of the allowance is determined by management based on a qualitative analysis of certain factors related to portfolio risks that are not incorporated in the calculated model. Factors considered by management include lending practices, ability and experience of the credit staff, the overall lending environment and external factors such as the regulatory environment and competition. Portfolio risks include unusual changes or recent trends in specific portfolios such as unexpected changes in the trends or levels of delinquency. No matter how detailed an analysis of potential credit losses is performed, these estimates are inherently imprecise. Management must make estimates using assumptions and information that is often subjective and changes rapidly.
First Commonwealth made the accounting policy election to exclude accrued interest from the allowance for credit loss calculation because these balances are written off or reversed when a loan is placed in non-accrual status.
Allowance for Off-Balance Sheet Credit Exposures
First Commonwealth maintains an allowance for off-balance sheet credit exposure at a level deemed sufficient to absorb losses that are inherent to off-balance sheet credit risk. Off-balance sheet credit exposure includes commitments to extend credit, standby letters of credit and commercial letters of credit. The Company’s methodology for assessing the appropriateness of the allowance for off-balance sheet credit exposure consists of analysis of historical usage trends. The calculation begins with historical usage trends related to lines of credit as well as letters of credit and then utilizes those figures to determine the probable usage of available lines. These values are then adjusted by the expected loss percentage calculated for comparable loan categories as part of the allowance for credit losses for loans. This amount is adjusted quarterly and any change to the allowance is reported as part of provision expense on the Consolidated Statements of Income. The allowance for off-balance sheet credit exposures is reflected in "Other Liabilities" in the Consolidated Statements of Financial Condition.
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Bank Owned Life Insurance
First Commonwealth and the banks that First Commonwealth has acquired have purchased insurance on the lives of certain groups of employees. The policies accumulate asset values to meet future liabilities, including the payment of employee benefits such as health care. Increases in the cash surrender value are recorded as non-interest income in the Consolidated Statements of Income and cash receipts and disbursements are included in "Operating Activities" in the Consolidated Statements of Cash Flows. Under some of these policies, the beneficiaries receive a portion of the death benefit. The net present value of the future death benefits scheduled to be paid to the beneficiaries was $3.5 million and $3.7 million as of December 31, 2023 and 2022, respectively, and is reflected in "Other Liabilities" on the Consolidated Statements of Financial Condition.
Premises, Equipment and Lease Commitments
Premises and equipment are carried at cost less accumulated depreciation on First Commonwealth’s Consolidated Statements of Financial Condition. Depreciation is computed on the straight-line and accelerated methods over the estimated useful life of the asset. A straight-line depreciation method was used for substantially all furniture and equipment as well as buildings and improvements. Charges for maintenance and repairs are expensed as incurred. Leasehold improvements are expensed over the term of the lease or the estimated useful life of the improvement, whichever is shorter.
Software costs are amortized on a straight-line basis over a period not to exceed 7 years.
A right-of-use asset and related lease liability is recognized on the Consolidated Statements of Financial Condition for operating leases First Commonwealth has entered to lease certain office facilities. These amounts are reported as components of premises and equipment and other liabilities. Short-term operating leases, which are leases with an original term of 12 months or less and do not have a purchase option that is likely to be exercised, are not recognized as part of the right-of-use asset or lease liability. First Commonwealth has no material leasing arrangements for which it is the lessor of property or equipment.
Business Combinations
Business combinations are accounted for by using the acquisition method of accounting. Under the acquisition method, identifiable assets acquired and liabilities assumed at the acquisition date are measured at their fair values as of that date, and are recognized separately from goodwill. The difference between the purchase price and the fair value of the net assets acquired is recorded as goodwill. Results of operations of the acquired entities are included in the Consolidated Statements of Income from the date of acquisition. Acquisition costs are expensed when incurred.
Goodwill
Intangible assets resulting from acquisitions under the purchase method of accounting consist of goodwill and other intangible assets (see “Other Intangible Assets” section below). Goodwill is not amortized and is subject to at least annual assessments for impairment. First Commonwealth reviews goodwill annually and again at any quarter-end if a material event occurs during the quarter that may affect goodwill. When circumstances indicate that it is more likely than not that fair value is less than carrying value, a triggering event has occurred and a quantitative impairment test is performed. Goodwill is evaluated for potential impairment by determining if our fair value has fallen below carrying value.
Other Intangible Assets
Other intangible assets consist of core deposits and customer lists obtained through acquisitions. Core deposit intangibles are amortized over their estimated lives using the present value of the benefit of the core deposits and straight-line methods of amortization. Customer list intangibles are amortized over the expected lives using expected cash flows based on retention of the customer base. These intangibles are evaluated for impairment on an annual basis and when events or changes in circumstances indicate that the carrying amount may not be recoverable.
Accounting for the Impairment of Long-Lived Assets
First Commonwealth reviews long-lived assets, such as premises and equipment and intangibles, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. These changes in circumstances may include a significant decrease in the market value of an asset or the extent or manner in which an asset is used. If there is an indication that the carrying amount of an asset may not be recoverable, future undiscounted cash flows expected to result from the use of the asset are estimated. If the sum of the expected cash flows is less than the carrying value of the asset, a loss is recognized for the difference between the carrying value and fair value of the asset. Long-lived assets classified as held for sale are measured at the lower of their carrying amount or fair value less cost to sell. Depreciation or amortization is discontinued on long-lived assets classified as held for sale.
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Income Taxes
First Commonwealth records taxes in accordance with the asset and liability method of FASB ASC Topic 740, “Income Taxes,” ("Topic 740") whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases given the provisions of the enacted tax laws. Deferred tax assets are reduced, if necessary, by the amount of such benefits that are more likely than not expected to be realized based upon available evidence. In accordance with Topic 740, interest or penalties incurred for taxes will be recorded as a component of noninterest expense.
Comprehensive Income Disclosures
“Other Comprehensive Income” (comprehensive income, excluding net income) includes the after-tax effect of changes in unrealized holding gains and losses on available-for-sale securities, changes in the funded status of defined benefit postretirement plans and changes in the fair value of cash flow hedges. Comprehensive income is reported in the accompanying Consolidated Statements of Comprehensive Income, net of tax.
Cash and Cash Equivalents
For purposes of reporting cash flows, cash and cash equivalents include cash on hand, amounts due from banks, federal funds sold and interest-bearing bank deposits. Generally, federal funds are sold for one-day periods.
Derivatives and Hedging Activities
First Commonwealth accounts for derivative instruments and hedging activities in accordance with FASB ASC Topic 815, “Derivatives and Hedging" ("Topic 815"). All derivatives are evaluated at inception as to whether or not they are hedging or non-hedging activities, and appropriate documentation is maintained to support the final determination. First Commonwealth recognizes all derivatives as either assets or liabilities on the Consolidated Statements of Financial Condition and measures those instruments at fair value. For derivatives designated as fair value hedges, changes in the fair value of the derivative and the hedged item related to the hedged risk are recognized in earnings. Any hedge ineffectiveness would be recognized in the income statement line item pertaining to the hedged item. For derivatives designated as cash flow hedges, changes in fair value of the effective portion of the cash flow hedges are reported in other comprehensive income ("OCI"). When the cash flows associated with the hedged item are realized, the gain or loss included in OCI is recognized in the Consolidated Statement of Income.
When First Commonwealth purchases a portion of a commercial loan that has an existing interest rate swap, it enters a risk participation agreement with the counterparty and assumes the credit risk of the loan customer related to the swap. Any fee paid to First Commonwealth as a result of the risk participation agreement is offset by credit risk of the counterparties and is recognized in the income statement. Credit risk on the risk participation agreements is determined after considering the risk rating, probability of default and loss given default of the counterparties.
Management periodically reviews contracts from various functional areas of First Commonwealth to identify potential derivatives embedded within selected contracts. As of December 31, 2023, First Commonwealth has interest rate derivative positions that are designated as hedging instruments and others that are not designated as hedging instruments. See Note 7, “Derivatives,” for a description of these instruments.
Earnings Per Common Share
Basic earnings per share excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period.
Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. For all periods presented, the dilutive effect on average shares outstanding is the result of unvested restricted stock grants.
Fair Value Measurements
In accordance with FASB ASC Topic 820, “Fair Value Measurements and Disclosures" ("Topic 820"), First Commonwealth groups financial assets and financial liabilities measured at fair value into three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are:
Level 1—Valuations for assets and liabilities traded in active exchange markets, such as the New York Stock Exchange ("NYSE"). Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities.
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Level 2—Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained for identical or comparable assets or liabilities from alternative pricing sources with reasonable levels of price transparency. Level 2 securities include U.S. Government securities issued by Agencies and Sponsored Enterprises, Obligations of States and Political Subdivisions, certain corporate securities, FHLB stock, loans held for sale, interest rate derivatives that include interest rate swaps, risk participation agreements and foreign currency contracts, certain other real estate owned and certain nonperforming loans.
Level 3—Valuations for assets and liabilities that are derived from other valuation methodologies, including option pricing models, discounted cash flow models and similar techniques, and not based on market exchange, dealer or broker traded transactions. If the inputs used to provide the evaluation are unobservable and/or there is very little, if any, market activity for the security or similar securities, the securities would be considered Level 3 securities. Level 3 valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. The assets included in Level 3 are nonmarketable equity investments, certain other real estate owned and certain nonperforming loans.
In general, fair values of financial instruments are based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon pricing models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. These adjustments may include amounts to reflect counterparty credit quality and our creditworthiness, among other things, as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. See Note 17 “Fair Values of Assets and Liabilities” for additional information.
Revenue from Contracts with Customers
First Commonwealth records revenue from contracts with customers in accordance with ASC Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation.
A significant component of the Company's revenue, net interest earned on financial assets and liabilities, is excluded from the scope of Topic 606. First Commonwealth generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed; charged either on a periodic basis or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, the Company has made no significant judgments in applying the revenue guidance prescribed in Topic 606 that affect the determination of the amount and timing of revenue from contracts with customers.
Note 2—Acquisition
On January 31, 2023, the Company completed its acquisition of Centric Financial Corporation (“Centric”) and its banking subsidiary, Centric Bank, for consideration of 9,688,478 shares of the Company's common stock. Through the acquisition, the Company obtained seven full-service banking offices and one loan production office in the Harrisburg, Philadelphia and Lancaster Metropolitan Service Areas ("MSAs").
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The table below summarizes the net assets acquired (at fair value) and consideration transferred in connection with the Centric acquisition (dollars in thousands):
Consideration paid
Cash paid to shareholders - fractional shares$1 
Shares issued to shareholders (9,688,478 shares)
141,355 
Total consideration paid$141,356 
Fair value of assets acquired
Cash and due from banks14,492 
Investment securities34,302 
FHLB stock7,658 
Loans923,555 
Premises and equipment17,186 
Core deposit intangible16,671 
Bank owned life insurance4,502 
Other assets17,391 
Total assets acquired1,035,757 
Fair value of liabilities assumed
Deposits757,003 
Borrowings179,301 
Other liabilities18,484 
Total liabilities assumed954,788 
Total fair value of identifiable net assets80,969 
Goodwill$60,387 
The Company determined that this acquisition constitutes a business combination and therefore was accounted for using the acquisition method of accounting. Accordingly, as of the date of the acquisition, the Company recorded the assets acquired, liabilities assumed and consideration paid at fair value. The $60.4 million excess of the consideration paid over the fair value of assets acquired was recorded as goodwill and is not amortizable or deductible for tax purposes. The amount of goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the Company with Centric.
The fair value of the 9,688,478 common shares issued was determined based on the $14.59 closing market price of the Company's common shares on the acquisition date, January 31, 2023.
The valuation of the acquired assets and liabilities was completed in the second quarter of 2023. The following is a description of the valuation methodologies used to estimate the fair values of major categories of assets acquired and liabilities assumed. The Company used an independent valuation specialist to assist with the determination of fair values for certain acquired assets and assumed liabilities.
Cash and due from banks - The estimated fair value was determined to approximate the carrying amount of these assets.
Investment securities - The estimated fair value of the investment portfolio was based on quoted market prices, dealer quotes, and pricing obtained from independent pricing services.
Loans - The estimated fair value of loans were based on a discounted cash flow methodology applied on a pooled basis for non- PCD loans and on an individual basis for PCD loans. The valuation considered underlying characteristics including loan type, term, rate, payment schedule and credit rating. Other factors included assumptions related to prepayments, probability of default and loss given default. The discount rates applied were based on a build-up approach considering the funding mix, servicing costs, liquidity premium and factors related to performance risk.
Acquired loans are classified into two categories: PCD loans and non-PCD loans. PCD loans are defined as a loan or group of loans that have experienced more than insignificant credit deterioration since origination. Non-PCD loans will have an allowance established on acquisition date, which is recognized as an expense through provision for credit losses. For PCD loans, an allowance is recognized on day 1 by adding it to the fair value of the loan, which is the “Day 1 amortized cost”. There
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is no provision for credit loss expense recognized on PCD loans because the initial allowance is established by grossing-up the amortized cost of the PCD loan.
A day 1 allowance for credit losses on non-PCD loans of $10.7 million was recorded through the provision for credit losses within the Consolidated Statements of Income. At the date of acquisition, of the $979.5 million of loans acquired from Centric, $304.7 million, or 31.1%, of Centric's loan portfolio, was accounted for as PCD loans as of February 1, 2023.
Premise and equipment - The estimated fair value of land and buildings were determined by independent market-based appraisals.
Core deposit intangible - The core deposit intangible was valued utilizing the cost savings method approach, which recognizes the cost savings represented by the expense of maintaining the core deposit base versus the cost of an alternative funding source. The valuation incorporates assumptions related to account retention, discount rates, deposit interest rates, deposit maintenance costs and alternative funding rates.
Time deposits - The estimated fair value of time deposits was determined using a discounted cash flow approach incorporating a discount rate equal to current market interest rates offered on time deposits with similar terms and maturities.
Borrowings - The estimated fair value of short-term borrowings was determined to approximate stated value. Subordinated debentures were valued using a discounted cash flow approach incorporating a discount rate that incorporated similar terms, maturities and credit ratings.
The following table provides details related to the fair value of acquired PCD loans as of January 31, 2023.

Unpaid Principal BalancePCD Allowance for Credit Loss at Acquisition(Discount) Premium on Acquired LoansFair Value of PCD Loans at Acquisition
(dollars in thousands)
Commercial, financial, agricultural and other$84,095 $(19,417)$117 $64,795 
Time and demand84,095 (19,417)117 64,795 
Real estate construction29,947 (287)(479)29,181 
Construction other16,978 (227)(179)16,572 
Construction residential12,969 (60)(300)12,609 
Residential real estate16,564 (527)(496)15,541 
Residential first lien13,740 (197)(264)13,279 
Residential junior lien/home equity2,824 (330)(232)2,262 
Commercial real estate174,002 (6,971)(6,073)160,958 
Multifamily13,169 (234)(1,413)11,522 
Non-owner occupied97,324 (2,739)(1,902)92,683 
Owner occupied63,509 (3,998)(2,758)56,753 
Loans to individuals62 (3)(3)56 
Automobile and recreational vehicles62 (3)(3)56 
Total loans and leases$304,670 $(27,205)$(6,934)$270,531 
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The following table provides details related to the fair value and Day 1 provision related to the acquired non-PCD loans as of January 31, 2023.
Unpaid Principal Balance(Discount) premium on acquired loansFair Value of Non-PCD Loans at AcquisitionDay 1 Provision for Credit Losses - Non-PCD Loans
(dollars in thousands)
Commercial, financial, agricultural and other$167,606 $(5,451)$162,155 $3,482 
Time and demand165,878 (5,342)160,536 3,436 
Equipment finance4  4  
Time and demand other1,724 (109)1,615 46 
Real estate construction52,773 (1,126)51,647 1,638 
Construction other34,801 (971)33,830 1,146 
Construction residential17,972 (155)17,817 492 
Residential real estate75,041 (2,593)72,448 614 
Residential first lien53,612 (1,981)51,631 437 
Residential junior lien/home equity21,429 (612)20,817 177 
Commercial real estate378,777 (12,607)366,170 4,911 
Multifamily45,475 (1,203)44,272 514 
Non-owner occupied182,793 (5,660)177,133 2,111 
Owner occupied150,509 (5,744)144,765 2,286 
Loans to individuals640 (36)604 8 
Automobile and recreational vehicles449 (25)424 4 
Consumer other191 (11)180 4 
Total loans and leases$674,837 $(21,813)$653,024 $10,653 
The following table presents the change in goodwill during the period (dollars in thousands):
Goodwill at December 31, 2022$303,328 
Goodwill from Centric acquisition60,387 
Goodwill at December 31, 2023$363,715 
Costs related to the acquisition totaled $9.0 million. These amounts were expensed as incurred and are recorded as a merger and acquisition related expense in the Consolidated Statements of Income.
As a result of the full integration of the operations of Centric, it is not practicable to determine revenue or net income included in the Company's operating results relating to Centric since the date of acquisition as Centric results cannot be separately identified.

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Note 3—Supplemental Comprehensive Income Disclosures
The following table identifies the related tax effects allocated to each component of other comprehensive income in the Consolidated Statements of Comprehensive Income as of December 31. Reclassification adjustments related to securities available for sale are included in the Net securities (losses) gains line in the Consolidated Statements of Income.
202320222021
Pretax AmountTax (Expense) BenefitNet of Tax AmountPretax AmountTax (Expense) BenefitNet of Tax AmountPretax AmountTax (Expense) BenefitNet of Tax Amount
(dollars in thousands)
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) on securities arising during the period$18,499 $(3,449)$15,050 $(131,838)$27,686 $(104,152)$(29,892)$6,278 $(23,614)
Reclassification adjustment for losses (gains) on securities included in net income103 (22)81 (2) (2)(16)3 (13)
Total unrealized gains (losses) on securities18,602 (3,471)15,131 (131,840)27,686 (104,154)(29,908)6,281 (23,627)
Unrealized gains (losses) on derivatives:
Unrealized holding gains (losses) on derivatives arising during the period13,462 (2,733)10,729 (31,573)6,630 (24,943)(3,356)705 (2,651)
Total unrealized gains (losses) on derivatives13,462 (2,733)10,729 (31,573)6,630 (24,943)(3,356)705 (2,651)
Unrealized gains for postretirement obligations:
Prior service cost76 (15)61 76 (16)60 76 (16)60 
Net gain22 (7)15 143 (30)113 275 (58)217 
Total unrealized gains for postretirement obligations98 (22)76 219 (46)173 351 (74)277 
Total other comprehensive income (loss)$32,162 $(6,226)$25,936 $(163,194)$34,270 $(128,924)$(32,913)$6,912 $(26,001)

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The following table details the change in components of OCI for the year ended December 31:
2023
 Securities Available for SaleDerivativesPost-Retirement ObligationAccumulated Other Comprehensive Income
 (dollars in thousands)
Balance at January 1$(107,471)$(30,489)$268 $(137,692)
Other comprehensive income before reclassification adjustment15,050 10,729 25,779 
Amounts reclassified from accumulated other comprehensive income (loss)81  81 
Prior service cost61 61 
Net gain15 15 
Net other comprehensive income during the period15,131 10,729 76 25,936 
Balance at December 31$(92,340)$(19,760)$344 $(111,756)
2022
Securities Available for SaleDerivativesPost-Retirement ObligationAccumulated Other Comprehensive Income
(dollars in thousands)
Balance at January 1$(3,317)$(5,546)$95 $(8,768)
Other comprehensive income before reclassification adjustment(104,152)(24,943)(129,095)
Amounts reclassified from accumulated other comprehensive income (loss)(2) (2)
Prior service cost60 60 
Net gain113 113 
Net other comprehensive income during the period(104,154)(24,943)173 (128,924)
Balance at December 31$(107,471)$(30,489)$268 $(137,692)
2021
Securities Available for SaleDerivativesPost-Retirement ObligationAccumulated Other Comprehensive Income
(dollars in thousands)
Balance at January 1$20,310 $(2,895)$(182)$17,233 
Other comprehensive income before reclassification adjustment(23,614)(2,651)(26,265)
Amounts reclassified from accumulated other comprehensive income (loss)(13) (13)
Prior service cost60 60 
Net gain217 217 
Net other comprehensive income during the period(23,627)(2,651)277 (26,001)
Balance at December 31$(3,317)$(5,546)$95 $(8,768)

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Note 4—Supplemental Cash Flow Disclosures
The following table presents information related to cash paid during the year for interest and income taxes as well as detail on non-cash investing and financing activities for the years ended December 31:
202320222021
(dollars in thousands)
Cash paid during the period for:
Interest$139,872 $16,396 $15,624 
Income taxes37,526 34,326 22,374 
Non-cash investing and financing activities:
Loans transferred to other real estate owned and repossessed assets4,229 2,852 3,163 
Fair value of loans transferred from held to maturity to held for sale152,613 61,892 73,697 
Loans transferred from held for sale to held to maturity519 1,485  
Gross increase (decrease) in market value adjustment to securities available for sale18,602 (131,840)(29,908)
Gross increase (decrease) in market value adjustment to derivatives13,462 (31,574)(3,356)
Increase in limited partnership investment unfunded commitment302  7,565 
Net assets (liabilities) acquired through acquisition66,477   
Proceeds from death benefit on bank-owned life insurance not received 1,973  
Treasury shares issued1,966 1,947 2,042 
Excise tax on treasury stock repurchased118   
Note 5—Earnings per Share
The following table summarizes the composition of the weighted-average common shares (denominator) used in the basic and diluted earnings per share computation for the years ending December 31:
 
202320222021
Weighted average common shares issued122,780,523 113,914,902 113,914,902 
Average treasury shares(21,004,846)(20,089,722)(18,140,857)
Average deferred compensation shares(56,206)(55,734)(55,590)
Average unearned nonvested shares(163,044)(157,403)(134,565)
Weighted average common shares and common stock equivalents used to calculate basic earnings per share
101,556,427 93,612,043 95,583,890 
Additional common stock equivalents (nonvested stock) used to calculate diluted earnings per share
208,819 219,584 200,712 
Additional common stock equivalents (deferred compensation) used to calculated diluted earnings per share
56,955 55,820 55,683 
Weighted average common shares and common stock equivalents used to calculate diluted earnings per share
101,822,201 93,887,447 95,840,285 
Per Share Data
Basic Earnings Per Share$1.55 $1.37 $1.45 
Diluted Earnings Per Share$1.54 $1.37 $1.44 
The following table shows the number of shares and the price per share related to common stock equivalents that were not included in the computation of diluted earnings per share for the years ended December 31, because to do so would have been anti-dilutive.
202320222021
Price RangePrice RangePrice Range
SharesFromToSharesFromToSharesFromTo
Restricted Stock114,177 $12.70 $16.43 128,860 $12.77 $16.43 99,344 $12.77 $15.96 
Restricted Stock Units34,305 $17.53 $17.53 25,983 $21.08 $21.08  $ $ 
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Note 6—Cash and Due from Banks
Regulations of the Board of Governors of the Federal Reserve System impose uniform reserve requirements on all depository institutions with transaction accounts, such as checking accounts and NOW accounts. Reserves are maintained in the form of vault cash or balances held with the local Federal Reserve Bank. Because balances held at the Federal Reserve earn interest, depending on our liquidity position, we may maintain balances in excess of the reserve requirement. First Commonwealth maintained average balances of $171.0 million during 2023 and $181.6 million during 2022 with the Federal Reserve Bank of Cleveland.
Note 7—Derivatives
Derivatives Not Designated as Hedging Instruments
First Commonwealth is a party to interest rate derivatives that are not designated as hedging instruments. These derivatives relate to interest rate swaps that First Commonwealth enters into with customers to allow customers to convert variable rate loans to a fixed rate. First Commonwealth pays interest to the customer at a floating rate on the notional amount and receives interest from the customer at a fixed rate for the same notional amount. At the same time the interest rate swap is entered into with the customer, an offsetting interest rate swap is entered into with another financial institution. First Commonwealth pays the other financial institution interest at the same fixed rate on the same notional amount as the swap entered into with the customer, and receives interest from the financial institution for the same floating rate on the same notional amount.
The changes in the fair value of the swaps offset each other, except for the credit risk of the counterparties, which is determined by taking into consideration the risk rating, probability of default and loss given default for all counterparties.
We have 28 risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which we are a participant. The risk participation agreements provide credit protection to the financial institution should the borrower fail to perform on its interest rate derivative contract with the financial institution. We have 19 risk participation agreements with financial institution counterparties for interest rate swaps related to loans in which we are the lead bank. The risk participation agreement provides credit protection to us should the borrower fail to perform on its interest rate derivative contract with us.
First Commonwealth is also party to interest rate caps and collars that are not designated as hedging instruments. The interest rate caps relate to contracts that First Commonwealth enters into with loan customers that provide a maximum interest rate on their variable rate loan. At the same time the interest rate cap is entered into with the customer, First Commonwealth enters into an offsetting interest rate cap with another financial institution. The notional amount and maximum interest rate on both interest cap contracts are identical. The interest rate collars relate to contracts that First Commonwealth enters into with loan customers that provides both a maximum and minimum interest rate on their variable rate loan. At the same time the interest rate collar is entered into with the customer, First Commonwealth enters into an offsetting interest rate collar with another financial institution. The notional amount and the maximum and minimum interest rates on both interest collar contracts are identical.
The fee received, less the estimate of the loss for the credit exposure, was recognized in earnings at the time of the transaction.
Derivatives Designated as Hedging Instruments
In August 2019, the Company entered into two interest rate swap contracts that are designated as cash flow hedges. These contracts mature on August 15, 2024 and August 15, 2026 and have notional amounts of $30.0 million and $40.0 million, respectively. The Company's risk management objective for these hedges is to reduce its exposure to variability in expected future cash flows related to interest payments made on subordinated debentures. Initially these swaps were benchmarked to the 3-month LIBOR rate; however, as a result of the discontinuance of the LIBOR rate on June 30, 2023, both of the swap contracts were amended to hedge exposure to the variability of the 3-month CME Term SOFR. This change is in agreement with amendments made to the interest rate on the subordinated debentures as a result of the discontinuance of LIBOR. Therefore, the interest rate swaps convert the interest rate benchmark on the first $70.0 million of 3-month SOFR based subordinated debentures to a fixed rate.
During 2021, the Company entered into eight interest rate swap contracts that were designated as cash flow hedges. The interest rate swaps have a total notional amount of $500.0 million; $75.0 million with an original maturity of three years, $250.0 million with an original maturity of four years, and $175.0 million with an original maturity of five years. The Company's risk management objective for these hedges is to reduce its exposure to variability in expected future cash flows related to interest payments on commercial loans. Initially these swaps were benchmarked to the 1-month LIBOR rate, however as a result of the discontinuance of the LIBOR rate on June 30, 2023, these swaps were amended to hedge exposure to the variability of the 1-
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month CME SOFR rate. Therefore, the interest rate swaps convert the interest payments on the first $500.0 million of 1-month SOFR based commercial loans into fixed rate payments.
The periodic net settlement of these interest rate swaps are recorded as an adjustment to "Interest on subordinated debentures" or "Interest and fees on loans" in the Consolidated Statement of Income. For the years ended December 31, 2023 and 2022, net interest income decreased $19.0 million and $4.8 million, respectively, and increased $0.6 million for the year ended December 31, 2021 as a result of these interest rate swaps. Changes in the fair value of the cash flow hedges are reported on the balance sheet and in OCI. When the cash flows associated with the hedged item are realized, the gain or loss included in OCI is recognized in "Interest on subordinated debentures" or "Interest and fees on loans," in the Consolidated Statements of Income in the same line item as the income or expense on the hedged items. The cash flow hedges were highly effective at December 31, 2023 and changes in the fair value attributed to hedge ineffectiveness were not material.
The Company also enters into interest rate lock commitments in conjunction with its mortgage origination business. These are commitments to originate loans whereby the interest rate on the loan is determined prior to funding and the customers have locked into that interest rate. The Company locks in the rate with an investor and commits to deliver the loan if settlement occurs (“best efforts”) or commits to deliver the locked loan in a binding (“mandatory”) delivery program with an investor. Loans under mandatory rate lock commitments are covered under forward sales contracts of mortgage-backed securities (“MBS”). Forward sales contracts of MBS are recorded at fair value with changes in fair value recorded in "Noninterest income" in the Consolidated Statements of Income. The impact to noninterest income for the years ended December 31, 2023, 2022 and 2021was a decrease of $0.4 million, $0.1 million and $0.5 million, respectively.
Interest rate lock commitments and commitments to deliver loans to investors are considered derivatives. The market value of interest rate lock commitments and best efforts contracts are not readily ascertainable with precision because they are not actively traded in stand-alone markets. We determine the fair value of rate lock commitments and delivery contracts by measuring the fair value of the underlying asset, which is impacted by current interest rates and taking into consideration the probability that the rate lock commitments will close or will be funded. At December 31, 2023, the underlying funded mortgage loan commitments had a carrying value of $7.1 million and a fair value of $8.1 million, while the underlying unfunded mortgage loan commitments had a notional amount of $38.2 million. At December 31, 2022, the underlying funded mortgage loan commitments had a carrying value of $4.3 million and a fair value of $4.0 million, while the underlying unfunded mortgage loan commitments had a notional amount of $12.0 million.
In addition, based on customer activity, a small amount of interest income on loans may be exposed to changes in foreign exchange rates. Several commercial borrowers have a portion of their operations outside of the United States and borrow funds on a short-term basis to fund those operations. In order to reduce the risk related to the translation of foreign denominated transactions into U.S. dollars, the Company may enter into foreign exchange forward contracts. These contracts relate principally to the Euro and the Canadian dollar. The contracts are recorded at fair value with changes in fair value recorded in "Other operating expenses" in the Consolidated Statements of Income. There were no foreign exchange forward contracts outstanding at December 31, 2023 and 2022. There was no impact on noninterest expense for the year ended December 31, 2023 and the impact for the years ended December 31, 2022 and 2021 totaled $5 thousand and $11 thousand, respectively.
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The following table depicts the credit value adjustment recorded relative to the notional amount of derivatives outstanding as well as the notional amount of risk participation agreements participated to other banks at December 31:
20232022
 (dollars in thousands)
Derivatives not Designated as Hedging Instruments
Credit value adjustment$(13)$(27)
Notional Amount:
Interest rate derivatives945,046 816,745 
Interest rate caps37,647 15,340 
Interest rate collars35,878 35,354 
Risk participation agreements206,325 256,043 
Sold credit protection on risk participation agreements(121,265)(100,741)
Interest rate options38,155 12,009 
Derivatives Designated as Hedging Instruments
Interest rate swaps:
Fair value adjustment(25,133)(38,596)
Notional Amount570,000 570,000 
Interest rate forwards:
Fair value adjustment(352)63 
Notional Amount39,000 16,000 
The table below presents the amount representing the change in the fair value of derivative assets and derivative liabilities attributable to credit risk included in “Other income” on the Consolidated Statements of Income for the years ended December 31:
 202320222021
 (dollars in thousands)
Non-hedging interest rate derivatives:
Increase (decrease) in other income$922 $(363)$728 
Hedging interest rate derivatives:
(Decrease) increase in interest and fees on loans(21,647)(5,125)1,567 
(Decrease) increase in interest from subordinated debentures(2,658)(283)959 
Hedging interest rate forwards:
Decrease in other income(415)(92)(454)
Hedging interest rate derivatives:
Increase in other expense 5 11 
The fair value of our derivatives is included in a table in Note 17, “Fair Values of Assets and Liabilities,” in the line items “Other assets” and “Other liabilities.”
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Note 8—Investment Securities
Securities Available for Sale
Below is an analysis of the amortized cost and fair values of securities available for sale at December 31:
 20232022
 Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$3,565 $47 $(147)$3,465 $4,127 $37 $(181)$3,983 
Mortgage-Backed Securities – Commercial512,979 4,935 (52,521)465,393 324,306  (52,890)271,416 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential559,769 3,052 (68,222)494,599 527,777 59 (78,847)448,989 
Other Government-Sponsored Enterprises1,000  (85)915 1,000  (118)882 
Obligations of States and Political Subdivisions9,226 3 (1,027)8,202 9,482  (1,295)8,187 
Corporate Securities51,886 145 (3,619)48,412 32,010 179 (2,985)29,204 
Total Securities Available for Sale$1,138,425 $8,182 $(125,621)$1,020,986 $898,702 $275 $(136,316)$762,661 

Mortgage backed securities include mortgage backed obligations of U.S. Government agencies and obligations of U.S. Government-sponsored enterprises. These obligations have contractual maturities ranging from less than one year to approximately 30 years with lower anticipated lives to maturity due to prepayments. All mortgage backed securities contain a certain amount of risk related to the uncertainty of prepayments of the underlying mortgages. Interest rate changes have a direct impact upon prepayment speeds; therefore, First Commonwealth uses computer simulation models to test the average life and yield volatility of all mortgage backed securities under various interest rate scenarios to monitor the potential impact on earnings and interest rate risk positions.
Expected maturities will differ from contractual maturities because issuers may have the right to call or repay obligations with or without call or prepayment penalties. Other fixed income securities within the portfolio also contain prepayment risk.
The amortized cost and estimated fair value of debt securities available for sale at December 31, 2023, by contractual maturity, are shown below:
Amortized
Cost
Estimated
Fair Value
 (dollars in thousands)
Due within 1 year$6,255 $6,246 
Due after 1 but within 5 years9,796 9,654 
Due after 5 but within 10 years46,061 41,629 
Due after 10 years  
62,112 57,529 
Mortgage-Backed Securities (a)1,076,313 963,457 
Total Debt Securities$1,138,425 $1,020,986 
(a)Mortgage Backed Securities include an amortized cost of $516.5 million and a fair value of $468.9 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $559.8 million and a fair value of $494.6 million for Obligations of U.S. Government-sponsored enterprises issued by Fannie Mae and Freddie Mac.
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Proceeds from sales of securities and gross gains (losses) realized on sales, calls and maturities of securities available for sale were as follows for the years ended December 31:
202320222021
 (dollars in thousands)
Proceeds from sales$33,756 $ $ 
Gross (losses) gains realized:
Sales Transactions:
Gross gains$ $ $ 
Gross losses(103)  
(103)  
Maturities
Gross gains 2 16 
Gross losses   
 2 16 
Net (losses) gains$(103)$2 $16 
Proceeds from sales included in above table are a result of the sale of investments acquired as part of the Centric acquisition. All of the acquired investments were recorded at fair value at the time of acquisition and subsequently sold at the same value, with the exception of one corporate security. This security was sold in the third quarter of 2023 at a loss of $103 thousand. Gross gains from maturities recognized in 2022 and 2021 were the result of calls on municipal securities.
Securities available for sale with an approximate fair value of $386.5 million and $626.7 million were pledged as of December 31, 2023 and 2022, respectively, to secure public deposits and for other purposes required or permitted by law.
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Securities Held to Maturity
Below is an analysis of the amortized cost and fair values of debt securities held to maturity at December 31:
 20232022
 Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$1,781 $ $(175)$1,606 $2,008 $ $(224)$1,784 
Mortgage-Backed Securities – Commercial69,502  (14,435)55,067 75,229  (14,196)61,033 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential296,432  (47,148)249,284 329,267  (53,002)276,265 
Mortgage-Backed Securities – Commercial2,190  (30)2,160 4,794  (129)4,665 
Other Government-Sponsored Enterprises22,543  (4,178)18,365 22,221  (4,501)17,720 
Obligations of States and Political Subdivisions25,561  (2,412)23,149 26,643  (2,865)23,778 
Debt Securities Issued by Foreign Governments1,000  (36)964 1,000  (40)960 
Total Securities Held to Maturity$419,009 $ $(68,414)$350,595 $461,162 $ $(74,957)$386,205 
The amortized cost and estimated fair value of debt securities held to maturity at December 31, 2023, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or repay obligations with or without call or prepayment penalties.
Amortized
Cost
Estimated
Fair Value
 (dollars in thousands)
Due within 1 year$660 $658 
Due after 1 but within 5 years12,373 11,772 
Due after 5 but within 10 years35,508 29,595 
Due after 10 years563 453 
49,104 42,478 
Mortgage-Backed Securities (a)369,905 308,117 
Total Debt Securities$419,009 $350,595 
(a)Mortgage Backed Securities include an amortized cost of $71.3 million and a fair value of $56.7 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $298.6 million and a fair value of $251.4 million for Obligations of U.S. Government-sponsored enterprises issued by Fannie Mae and Freddie Mac.
Securities held to maturity with an amortized cost of $98.1 million and $368.8 million were pledged as of December 31, 2023 and 2022, respectively, to secure public deposits for other purposes required or permitted by law.
Other Investments
As a member of the FHLB, First Commonwealth is required to purchase and hold stock in the FHLB to satisfy membership and borrowing requirements. The level of stock required to be held is dependent on the amount of First Commonwealth's mortgage related assets and outstanding borrowings with the FHLB. This stock is restricted in that it can only be sold to the FHLB or to
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another member institution, and all sales of FHLB stock must be at par. As a result of these restrictions, FHLB stock is unlike other investment securities insofar as there is no trading market for FHLB stock and the transfer price is determined by FHLB membership rules and not by market participants. As of December 31, 2023 and 2022, our FHLB stock totaled $44.7 million and $25.2 million, respectively and is included in “Other investments” on the Consolidated Statements of Financial Condition.
FHLB stock is held as a long-term investment and its value is determined based on the ultimate recoverability of the par value. First Commonwealth evaluates impairment quarterly and has concluded that the par value of its investment in FHLB stock will be recovered. Accordingly, no impairment charge was recorded on these securities for the year ended December 31, 2023.
At December 31, 2023 and 2022, Other Investments consisted of $6.2 million and $1.2 million, respectively, of securities that include bankers bank membership stock and investments in community development organizations. These securities do not have a readily determinable fair value and are carried at cost. For the years ended December 31, 2023 and 2022, there were no gains or losses recognized through earnings on equity securities. On a quarterly basis, management evaluates equity securities by reviewing research reports, analysts’ recommendations, credit rating changes, news stories, annual reports, regulatory filings, impact of interest rate changes and other relevant information.
Impairment of Investment Securities
We review our investment portfolio on a quarterly basis for indications of impairment. For available for sale securities the review includes analyzing the financial condition and near-term prospects of the issuer, including any specific events which may influence the operations of the issuer and whether we are more likely than not to sell the security. We evaluate whether we are more likely than not to sell debt securities based upon our investment strategy for the particular type of security and our cash flow needs, liquidity position, capital adequacy, tax position and interest rate risk position. Held-to-maturity securities are evaluated for impairment on a quarterly basis using historical probability of default and loss given default information specific to the investment category. If this evaluation determines that credit losses exist, an allowance for credit loss is recorded and included in earnings as a component of credit loss expense.
First Commonwealth utilizes the specific identification method to determine the net gain or loss on debt securities and the average cost method to determine the net gain or loss on equity securities.
The following table presents the gross unrealized losses and estimated fair values at December 31, 2023 for available for sale securities for which an allowance for credit losses has not been recorded and held to maturity securities by investment category and time frame for which the securities have been in a continuous unrealized loss position:
 Less Than 12 Months12 Months or MoreTotal
 Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$ $ $3,395 $(322)$3,395 $(322)
Mortgage-Backed Securities – Commercial  300,642 (66,956)300,642 (66,956)
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential1,124 (3)643,735 (115,367)644,859 (115,370)
Mortgage-Backed Securities – Commercial  2,160 (30)2,160 (30)
Other Government-Sponsored Enterprises  19,280 (4,263)19,280 (4,263)
Obligations of States and Political Subdivisions2,641 (62)26,887 (3,377)29,528 (3,439)
Debt Securities Issued by Foreign Governments199 (1)765 (35)964 (36)
Corporate Securities11,416 (45)21,426 (3,574)32,842 (3,619)
Total Securities$15,380 $(111)$1,018,290 $(193,924)$1,033,670 $(194,035)
 
At December 31, 2023, fixed income securities issued by U.S. Government Agencies and U.S. Government-sponsored enterprises comprised 96% of total unrealized losses. All unrealized losses are a result of changes in market interest rates. At
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December 31, 2023, there were 207 debt securities in an unrealized loss position. There were no equity securities in an unrealized loss position at December 31, 2023.
The following table presents the gross unrealized losses and estimated fair value at December 31, 2022 for both available for sale and held to maturity securities by investment category and time frame for which the securities had been in a continuous unrealized loss position: 
 Less Than 12 Months12 Months or MoreTotal
 Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities – Residential$3,734 $(405)$ $ $3,734 $(405)
Mortgage-Backed Securities – Commercial92,208 (12,364)240,241 (54,722)332,449 (67,086)
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential239,760 (21,543)482,195 (110,306)721,955 (131,849)
Mortgage-Backed Securities – Commercial4,666 (129)  4,666 (129)
Other Government-Sponsored Enterprises  18,603 (4,619)18,603 (4,619)
Obligations of States and Political Subdivisions21,234 (1,979)9,230 (2,181)30,464 (4,160)
Debt Securities Issued by Foreign Governments587 (13)373 (27)960 (40)
Corporate Securities14,406 (590)12,632 (2,395)27,038 (2,985)
Total Securities$376,595 $(37,023)$763,274 $(174,250)$1,139,869 $(211,273)
As of December 31, 2023, our corporate securities had an amortized cost and estimated fair value of $51.9 million and $48.4 million, respectively. At December 31, 2022, these securities had an amortized cost of $32.0 million and estimated fair value of $29.2 million. When unrealized losses exist, management reviews each of the issuer’s asset quality, earnings trend and capital position, to determine whether the unrealized loss position is a result of credit losses. All interest payments on the corporate securities are being made as contractually required.
There was no expected credit related impairment recognized on investment securities during the twelve months ended December 31, 2023, 2022 and 2021.
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Note 9—Loans and Leases and Allowance for Credit Losses
Loans and leases are presented in the Consolidated Statements of Financial Condition net of deferred loan fees and costs, and discounts related to purchased loans. Net deferred costs were $8.2 million and $5.9 million as of December 31, 2023 and 2022, respectively, and discounts on purchased loans were $25.7 million and $5.4 million at December 31, 2023 and 2022, respectively. The following table provides outstanding balances related to each of our loan types as of December 31:
20232022
 (dollars in thousands)
Commercial, financial, agricultural and other$1,543,349 $1,211,706 
Time and demand1,187,300 1,023,824 
Commercial credit cards12,906 13,920 
Equipment finance232,944 79,674 
Time and demand other110,199 94,288 
Real estate construction597,735 513,101 
Construction other541,633 395,439 
Construction residential56,102 117,662 
Residential real estate2,416,876 2,194,669 
Residential first lien1,739,107 1,547,192 
Residential junior lien/home equity677,769 647,477 
Commercial real estate3,053,152 2,425,012 
Multifamily551,142 431,151 
Non-owner occupied1,772,785 1,510,347 
Owner occupied729,225 483,514 
Loans to individuals1,357,649 1,297,655 
Automobile and recreational vehicles1,277,969 1,210,451 
Consumer credit cards10,291 10,657 
Consumer other69,389 76,547 
Total loans and leases$8,968,761 $7,642,143 
First Commonwealth’s loan portfolio includes five primary loan categories. When calculating the allowance for credit losses these categories are classified into fourteen portfolio segments. The composition of loans by portfolio segment includes;
Commercial, financial, agricultural and other
Time & Demand - Consists primarily of commercial and industrial loans. This category consists of loans that are typically cash flow dependent and therefore have different risk and loss characteristics than other commercial loans. Loans in this category include revolving and term structures with fixed and variable interest rates. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP. At December 31, 2023 and 2022, this category includes $0.2 million and $4.3 million, respectively, in Paycheck Protection Program ("PPP") loans for small businesses. Because PPP loans are fully guaranteed by the SBA, there is no allowance for credit losses recognized for these loans.
Commercial Credit Cards - Consists of unsecured credit cards for commercial customers. These commercial credit cards have separate characteristics outside of normal commercial non-real estate loans, as they tend to have shorter overall duration. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.
Equipment Finance - Consists of loans and leases to finance the purchase of equipment for commercial customers. The risk and loss characteristics are unique for this group due to the type of collateral. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.
Time & Demand Other - Consists primarily of loans to state and political subdivisions and other commercial loans that have different characteristics than loans in the Time and Demand category. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of household debt to income and economic conditions measured by GDP.

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Real estate construction
Construction Other - Consists of construction loans to commercial builders and developers and are secured by the properties under development.
Construction Residential - Consists of loans to finance the construction of residential properties during the construction period. Borrowers are typically individuals who will occupy the completed single family property.
The risk and loss characteristics of these two construction categories are different than other real estate secured categories due to the collateral being at various stages of completion. The nature of the project and type of borrower of the two construction categories provides for unique risk and loss characteristics for each category. The primary macroeconomic drivers for estimating credit losses for construction loans include forecasts of national unemployment and measures of completed construction projects.
Residential real estate
Residential first lien - Consists of loans with collateral of 1-4 family residencies with a senior lien position. The risk and loss characteristics are unique for this group because the collateral for these loans are the borrower’s primary residence. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and residential property values.
Residential Junior Lien/Home Equity - Consists of loans with collateral of 1-4 family residencies with an open end line of credit or junior lien position. The junior lien position for the majority of these loans provides a higher risk of loss than other residential real estate loans. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and residential property values.
Commercial real estate
Multifamily - Consists of loans secured by commercial multifamily properties. Real estate related to rentals to consumers provide unique risk and loss characteristics. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of commercial real estate values and national unemployment.
Non-owner Occupied - Consists of loans secured by commercial real estate non-owner occupied and provides different loss characteristics than other real estate categories. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.
Owner Occupied - Consists of loans secured by commercial real estate owner occupied properties. The risk and loss characteristics of this category were considered different than other real estate categories because it is owner occupied and would impact the ability to conduct business. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of national unemployment and economic conditions measured by GDP.
Loans to individuals
Automobile and recreational vehicles - Consists of both direct and indirect loans with automobiles and recreational vehicles held as collateral. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and automobile retention value.
Consumer Credit Cards – Consists of unsecured consumer credit cards The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and economic conditions measured by GDP.
Other Consumer - Consists of lines of credit, student loans and other consumer loans, not secured by real estate or autos. The primary macroeconomic drivers for estimating credit losses for this category include forecasts of consumer sentiment and retail sales.
The allowance for credit losses is calculated by pooling loans of similar credit risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Probability of default represents an estimate of the likelihood of default and loss given default measures the expected loss upon default. Inputs impacting the expected losses include a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. Our model incorporates a one-year forecast of macroeconomic factors, after which the factors revert back to the historical mean over a one-year period. The most significant macroeconomic factor used in estimating credit losses is the national unemployment rate. The forecasted value for national unemployment at the beginning of the forecast period was 3.79% and during the one-year forecast period it was projected to average 4.55%, with a peak of 4.82%.
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Credit Quality Information
As part of the on-going monitoring of credit quality within the loan portfolio, the following credit worthiness categories are used in grading our commercial loans:
Pass
Acceptable levels of risk exist in the relationship. Includes all loans not classified as OAEM, substandard or doubtful.
Other Assets Especially Mentioned (OAEM)Potential weaknesses that deserve management’s close attention. The potential weaknesses may result in deterioration of the repayment prospects or weaken the Bank’s credit position at some future date. The credit risk may be relatively minor, yet constitute an undesirable risk in light of the circumstances surrounding the specific credit. No loss of principal or interest is expected.
SubstandardWell-defined weakness or a weakness that jeopardizes the repayment of the debt. A loan may be classified as substandard as a result of deterioration of the borrower’s financial condition and repayment capacity. Loans for which repayment plans have not been met or collateral equity margins do not protect the Company may also be classified as substandard.
DoubtfulLoans with the characteristics of substandard loans with the added characteristic that collection or liquidation in full, on the basis of presently existing facts and conditions, is highly improbable.
The Company’s internal creditworthiness grading system provides a measurement of credit risk based primarily on an evaluation of the borrower’s cash flow and collateral. Category ratings are reviewed each quarter, at which time management analyzes the results, as well as other external statistics and factors related to loan performance.
The following tables represent our credit risk profile by creditworthiness category for the years ended December 31:
 2023
Non-Pass
 PassOAEMSubstandardDoubtfulLossTotal Non-PassTotal
 (dollars in thousands)
Commercial, financial, agricultural and other$1,453,970 $58,325 $31,054 $ $ $89,379 $1,543,349 
Time and demand1,098,763 58,325 30,212   88,537 1,187,300 
Commercial credit cards12,906      12,906 
Equipment finance232,102  842   842 232,944 
Time and demand other110,199      110,199 
Real estate construction585,543  12,192   12,192 597,735 
Construction other529,441  12,192   12,192 541,633 
Construction residential56,102      56,102 
Residential real estate2,405,240 2,768 8,868   11,636 2,416,876 
Residential first lien1,732,006 2,415 4,686   7,101 1,739,107 
Residential junior lien/home equity673,234 353 4,182   4,535 677,769 
Commercial real estate2,956,338 62,038 34,776   96,814 3,053,152 
Multifamily538,939 12,117 86   12,203 551,142 
Non-owner occupied1,722,315 31,652 18,818   50,470 1,772,785 
Owner occupied695,084 18,269 15,872   34,141 729,225 
Loans to individuals1,357,483  166   166 1,357,649 
Automobile and recreational vehicles1,277,805  164   164 1,277,969 
Consumer credit cards10,291      10,291 
Consumer other69,387  2   2 69,389 
Total $8,758,574 $123,131 $87,056 $ $ $210,187 $8,968,761 
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 2022
Non-Pass
 PassOAEMSubstandardDoubtfulLossTotal Non-PassTotal
 (dollars in thousands)
Commercial, financial, agricultural and other$1,164,193 $35,389 $12,124 $ $ $47,513 $1,211,706 
Time and demand976,346 35,389 12,089   47,478 1,023,824 
Commercial credit cards13,920      13,920 
Equipment finance79,674      79,674 
Time and demand other94,253  35   35 94,288 
Real estate construction513,101      513,101 
Construction other395,439      395,439 
Construction residential117,662      117,662 
Residential real estate2,187,780 736 6,153   6,889 2,194,669 
Residential first lien1,542,854 675 3,663   4,338 1,547,192 
Residential junior lien/home equity644,926 61 2,490   2,551 647,477 
Commercial real estate2,347,000 52,291 25,721   78,012 2,425,012 
Multifamily430,613 488 50   538 431,151 
Non-owner occupied1,439,478 49,037 21,832   70,869 1,510,347 
Owner occupied476,909 2,766 3,839   6,605 483,514 
Loans to individuals1,297,206  449   449 1,297,655 
Automobile and recreational vehicles1,210,090  361   361 1,210,451 
Consumer credit cards10,657      10,657 
Consumer other76,459  88   88 76,547 
Total $7,509,280 $88,416 $44,447 $ $ $132,863 $7,642,143 
The following table summarizes the loan risk rating category by loan type including term loans on an amortized cost basis by origination year as of December 31:
2023
Term LoansRevolving Loans
20232022202120202019PriorTotal
(dollars in thousands)
Time and demand$170,285 $178,568 $111,288 $73,487 $42,502 $65,419 $545,751 $1,187,300 
Pass166,716 174,699 100,779 71,125 29,812 57,660 497,972 1,098,763 
OAEM1,707 3,129 2,948 1,530 10,873 2,553 35,585 58,325 
Substandard1,862 740 7,561 832 1,817 5,206 12,194 30,212 
Gross Charge-offs(582)(4,572)(18)(2,195)(2,364)(1,283)(5,133)(16,147)
Gross Recoveries   119 4 128 9 260 
Commercial credit cards      12,906 12,906 
Pass      12,906 12,906 
Gross Charge-offs      (105)(105)
Gross Recoveries      13 13 
Equipment finance170,630 62,314      232,944 
Pass170,302 61,800      232,102 
Substandard328 514      842 
Gross Charge-offs(104)(433)     (537)
Gross Recoveries        
83

2023
Term LoansRevolving Loans
20232022202120202019PriorTotal
(dollars in thousands)
Time and demand other9,965 6,022 17,860 19,352 3,025 46,466 7,509 110,199 
Pass9,965 6,022 17,860 19,352 3,025 46,466 7,509 110,199 
Gross Charge-offs      (2,410)(2,410)
Gross Recoveries      225 225 
Construction other94,150 217,565 154,873 44,428 5,379 24,541 697 541,633 
Pass94,150 214,277 153,195 44,428 5,379 17,315 697 529,441 
Substandard 3,288 1,678   7,226  12,192 
Gross Charge-offs        
Gross Recoveries        
Construction residential27,487 19,322 2,284 3,194 3,337  478 56,102 
Pass27,487 19,322 2,284 3,194 3,337  478 56,102 
Gross Charge-offs        
Gross Recoveries        
Residential first lien120,053 385,917 527,057 320,107 97,529 286,503 1,941 1,739,107 
Pass119,903 385,269 524,841 319,762 96,702 283,665 1,864 1,732,006 
OAEM 80 1,527   731 77 2,415 
Substandard150 568 689 345 827 2,107  4,686 
Gross Charge-offs (98) (31)(1)(116) (246)
Gross Recoveries     177  177 
Residential junior lien/home equity62,098 70,171 44,359 2,487 2,305 4,949 491,400 677,769 
Pass62,098 70,171 44,359 2,487 2,305 4,672 487,142 673,234 
OAEM     208 145 353 
Substandard     69 4,113 4,182 
Gross Charge-offs      (315)(315)
Gross Recoveries      70 70 
Multifamily6,839 156,393 155,067 94,284 44,121 92,585 1,853 551,142 
Pass6,839 144,728 155,067 94,284 44,121 92,047 1,853 538,939 
OAEM 11,665    452  12,117 
Substandard     86  86 
Gross Charge-offs        
Gross Recoveries        
Non-owner occupied184,562 423,543 159,593 148,716 221,551 621,678 13,142 1,772,785 
Pass181,578 415,577 159,593 148,716 211,019 592,755 13,077 1,722,315 
OAEM 7,546   7,313 16,793  31,652 
Substandard2,984 420   3,219 12,130 65 18,818 
Gross Charge-offs (232)   (4,473) (4,705)
Gross Recoveries     127  127 
Owner occupied106,831 163,830 153,996 80,522 59,357 152,728 11,961 729,225 
Pass106,583 161,071 149,788 75,267 42,745 147,809 11,821 695,084 
OAEM112 785 3,950 4,000 5,363 4,026 33 18,269 
Substandard136 1,974 258 1,255 11,249 893 107 15,872 
Gross Charge-offs  (32)  (1,540) (1,572)
Gross Recoveries     24  24 
84

2023
Term LoansRevolving Loans
20232022202120202019PriorTotal
(dollars in thousands)
Automobile and recreational vehicles427,112 459,836 234,144 115,364 35,402 6,111  1,277,969 
Pass427,112 459,835 234,085 115,354 35,345 6,074  1,277,805 
Substandard 1 59 10 57 37  164 
Gross Charge-offs(487)(2,232)(1,258)(972)(527)(111) (5,587)
Gross Recoveries71 479 419 367 347 149  1,832 
Consumer credit cards      10,291 10,291 
Pass      10,291 10,291 
Gross Charge-offs      (290)(290)
Gross Recoveries      87 87 
Consumer other6,893 4,224 13,277 1,411 1,090 3,440 39,054 69,389 
Pass6,893 4,224 13,277 1,411 1,090 3,440 39,052 69,387 
Substandard      2 2 
Gross Charge-offs(21)(50)(130)(31)(157)(23)(941)(1,353)
Gross Recoveries 1 4 9 35 66 185 300 
Total$1,386,905 $2,147,705 $1,573,798 $903,352 $515,598 $1,304,420 $1,136,983 $8,968,761 
Total charge-offs$(1,194)$(7,617)$(1,438)$(3,229)$(3,049)$(7,546)$(9,194)$(33,267)
Total recoveries$71 $480 $423 $495 $386 $671 $589 $3,115 
85

2022
Term LoansRevolving Loans
20222021202020192018PriorTotal
(dollars in thousands)
Time and demand$180,134 $165,064 $66,006 $88,959 $57,030 $57,907 $408,724 $1,023,824 
Pass180,134 154,542 56,592 79,935 56,718 56,309 392,116 976,346 
OAEM 10,489 8,387 1,846 250 895 13,522 35,389 
Substandard 33 1,027 7,178 62 703 3,086 12,089 
Commercial credit cards      13,920 13,920 
Pass      13,920 13,920 
Equipment finance79,674       79,674 
Pass79,674       79,674 
Time and demand other7,172 20,281 19,626 3,823 2,885 36,197 4,304 94,288 
Pass7,172 20,281 19,626 3,823 2,885 36,162 4,304 94,253 
Substandard     35  35 
Construction other81,870 179,919 85,264 23,001 24,005 1,011 369 395,439 
Pass81,870 179,919 85,264 23,001 24,005 1,011 369 395,439 
Construction residential82,829 34,783  31 18  1 117,662 
Pass82,829 34,783  31 18  1 117,662 
Residential first lien272,136 507,573 337,995 102,870 69,890 255,573 1,155 1,547,192 
Pass272,136 507,042 337,979 102,097 69,212 253,310 1,078 1,542,854 
OAEM 164  133 51 250 77 675 
Substandard 367 16 640 627 2,013  3,663 
Residential junior lien/home equity77,016 49,273 1,499 2,584 1,683 4,396 511,026 647,477 
Pass77,016 49,273 1,499 2,517 1,683 4,263 508,675 644,926 
OAEM     51 10 61 
Substandard   67  82 2,341 2,490 
Multifamily140,004 90,868 60,699 39,848 19,914 78,483 1,335 431,151 
Pass140,004 90,868 60,699 39,848 19,914 77,945 1,335 430,613 
OAEM     488  488 
Substandard     50  50 
Non-owner occupied298,751 153,918 115,947 214,068 141,814 581,060 4,789 1,510,347 
Pass298,751 153,918 115,947 212,588 113,638 541,007 3,629 1,439,478 
OAEM   1,480 20,349 26,207 1,001 49,037 
Substandard    7,827 13,846 159 21,832 
Owner occupied113,010 105,513 56,977 44,430 26,456 131,432 5,696 483,514 
Pass113,010 105,309 55,468 43,014 26,294 128,230 5,584 476,909 
OAEM 182 745 791 92 923 33 2,766 
Substandard 22 764 625 70 2,279 79 3,839 
Automobile and recreational vehicles613,513 330,298 172,530 68,996 20,589 4,525  1,210,451 
Pass613,513 330,252 172,435 68,865 20,524 4,501  1,210,090 
Substandard 46 95 131 65 24  361 
Consumer credit cards      10,657 10,657 
Pass      10,657 10,657 
Consumer other6,561 17,177 2,489 3,798 1,656 4,085 40,781 76,547 
Pass6,561 17,177 2,489 3,775 1,652 4,085 40,720 76,459 
Substandard   23 4  61 88 
Total$1,952,670 $1,654,667 $919,032 $592,408 $365,940 $1,154,669 $1,002,757 $7,642,143 
86

Portfolio Risks
The credit quality of our loan portfolio can potentially represent significant risk to our earnings, capital and liquidity. First Commonwealth devotes substantial resources to managing this risk primarily through our credit administration department that develops and administers policies and procedures for underwriting, maintaining, monitoring and collecting loans. Credit administration is independent of lending departments and oversight is provided by the Credit Committee of the First Commonwealth Board of Directors.
Total gross charge-offs for the years ended December 31, 2023 and 2022 were $33.3 million and $9.8 million, respectively.
Age Analysis of Past Due Loans by Segment
The following tables delineate the aging analysis of the recorded investments in past due loans as of December 31. Also included in these tables are loans that are 90 days or more past due and still accruing because they are well-secured and in the process of collection.
 2023
 30 - 59
days
past due
60 - 89
days
past
due
90 days
and
greater
and still
accruing
NonaccrualTotal past
due and
nonaccrual
CurrentTotal
 (dollars in thousands)
Commercial, financial, agricultural and other$1,206 $745 $4,187 $10,060 $16,198 $1,527,151 $1,543,349 
Time and demand565 691 4,187 9,218 14,661 1,172,639 1,187,300 
Commercial credit cards7 54   61 12,845 12,906 
Equipment finance600   842 1,442 231,502 232,944 
Time and demand other34    34 110,165 110,199 
Real estate construction   3,288 3,288 594,447 597,735 
Construction other   3,288 3,288 538,345 541,633 
Construction residential     56,102 56,102 
Residential real estate6,982 1,535 1,062 8,573 18,152 2,398,724 2,416,876 
Residential first lien4,130 940 171 4,443 9,684 1,729,423 1,739,107 
Residential junior lien/home equity2,852 595 891 4,130 8,468 669,301 677,769 
Commercial real estate4,157  3,509 17,385 25,051 3,028,101 3,053,152 
Multifamily   55 55 551,087 551,142 
Non-owner occupied2,303  3,509 14,282 20,094 1,752,691 1,772,785 
Owner occupied1,854   3,048 4,902 724,323 729,225 
Loans to individuals4,613 878 678 166 6,335 1,351,314 1,357,649 
Automobile and recreational vehicles4,115 612 151 164 5,042 1,272,927 1,277,969 
Consumer credit cards39 71   110 10,181 10,291 
Consumer other459 195 527 2 1,183 68,206 69,389 
Total $16,958 $3,158 $9,436 $39,472 $69,024 $8,899,737 $8,968,761 
87

2022
30 - 59
days
past due
60 - 89
days
past
due
90 days
and
greater
and still
accruing
NonaccrualTotal past
due and
nonaccrual
CurrentTotal
(dollars in thousands)
Commercial, financial, agricultural and other$1,233 $279 $355 $2,374 $4,241 $1,207,465 $1,211,706 
Time and demand1,121 270 352 2,374 4,117 1,019,707 1,023,824 
Commercial credit cards27 9   36 13,884 13,920 
Equipment finance     79,674 79,674 
Time and demand other85  3  88 94,200 94,288 
Real estate construction502    502 512,599 513,101 
Construction other     395,439 395,439 
Construction residential502    502 117,160 117,662 
Residential real estate3,023 1,178 811 5,683 10,695 2,183,974 2,194,669 
Residential first lien1,547 771 214 3,369 5,901 1,541,291 1,547,192 
Residential junior lien/home equity1,476 407 597 2,314 4,794 642,683 647,477 
Commercial real estate7,870 25 93 20,539 28,527 2,396,485 2,425,012 
Multifamily202    202 430,949 431,151 
Non-owner occupied7,547  92 19,575 27,214 1,483,133 1,510,347 
Owner occupied121 25 1 964 1,111 482,403 483,514 
Loans to individuals3,268 571 732 449 5,020 1,292,635 1,297,655 
Automobile and recreational vehicles2,694 368 295 361 3,718 1,206,733 1,210,451 
Consumer credit cards53 29 5  87 10,570 10,657 
Consumer other521 174 432 88 1,215 75,332 76,547 
Total $15,896 $2,053 $1,991 $29,045 $48,985 $7,593,158 $7,642,143 
Nonaccrual Loans
The previous tables summarize nonaccrual loans by loan segment. The Company generally places loans on nonaccrual status when the full and timely collection of interest or principal becomes uncertain, when part of the principal balance has been charged off and no restructuring has occurred, or the loans reach a certain number of days past due. Generally, loans 90 days or more past due are placed on nonaccrual status, except for consumer loans which are placed in nonaccrual status at 150 days past due.
When a loan is placed on nonaccrual, the accrued unpaid interest receivable is reversed against interest income and all future payments received are applied as a reduction to the loan principal. Generally, the loan is returned to accrual status when (a) all delinquent interest and principal become current under the terms of the loan agreement or (b) the loan is both well-secured and in the process of collection and collectability is no longer in doubt.
Nonperforming Loans
Management considers loans to be nonperforming when, based on current information and events, it is determined that the Company will not be able to collect all amounts due according to the loan contract, including scheduled interest payments. When management identifies a loan as nonperforming, the credit loss is measured based on the present value of expected future cash flows, discounted at the loan’s effective interest rate, except when the sole source or repayment for the loan is the operation or liquidation of collateral. When the loan is collateral dependent, the appraised value less estimated cost to sell is utilized. If management determines the value of the loan is less than the recorded investment in the loan, a credit loss is recognized through an allowance estimate or a charge-off to the allowance for credit losses.
When the ultimate collectability of the total principal of a nonperforming loan is in doubt and the loan is on nonaccrual status, all payments are applied to principal, under the cost recovery method. When the ultimate collectability of the total principal of a nonperforming loan is not in doubt and the loan is on nonaccrual status, contractual interest is credited to interest income when received under the cash basis method.
88

There were no nonperforming loans held for sale at December 31, 2023 and 2022. There were no gains on nonperforming loans held for sale during both of the years ended December 31, 2023 and 2022. There was $0.4 million in gains on sale of nonperforming loans recognized during the year ended December 31, 2021.
The following tables include the recorded investment and unpaid principal balance for nonperforming loans with the associated allowance amount, if applicable, as of December 31, 2023 and 2022. Also presented are the average recorded investment in nonperforming loans and the related amount of interest recognized while the loan was considered nonperforming. Average balances are calculated based on month-end balances of the loans for the period reported and are included in the table below based on its period end allowance position. The increase in nonperforming loans is primarily a result of $14.5 million in loans acquired from Centric, offset by the removal of $6.4 million in accruing TDR's. The TDR's were eliminated as a result of our adoption of ASU 2022-02.
89

 2023
 Recorded
investment
Unpaid
principal
balance
Related
specific
allowance
Average
recorded
investment
Interest
Income
Recognized
 (dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$4,369 $18,014 $7,895 $143 
Time and demand3,527 17,172 7,569 143 
Equipment finance842 842 326  
Time and demand other    
Real estate construction3,288 3,288 1,096  
Construction other3,288 3,288 1,096  
Construction residential    
Residential real estate7,042 8,763 6,440 136 
Residential first lien4,161 5,151 3,760 129 
Residential junior lien/home equity2,881 3,612 2,680 7 
Commercial real estate12,402 18,219 20,715 260 
Multifamily55 58 37  
Non-owner occupied10,971 17,092 18,454 122 
Owner occupied1,376 1,069 2,224 138 
Loans to individuals166 259 365 7 
Automobile and recreational vehicles164 257 299 7 
Consumer other2 2 66  
Subtotal27,267 48,543 36,511 546 
With a specific allowance recorded:
Commercial, financial, agricultural and other5,691 6,787 $4,044 6,574 (16)
Time and demand5,691 6,787 4,044 6,574 (16)
Equipment finance     
Time and demand other     
Real estate construction     
Construction other     
Construction residential     
Residential real estate1,531 1,697 118 1,183  
Residential first lien282 279 39 47  
Residential junior lien/home equity1,249 1,418 79 1,136  
Commercial real estate4,983 5,294 387 655  
Multifamily     
Non-owner occupied3,311 3,550 174 397  
Owner occupied1,672 1,744 213 258  
Loans to individuals     
Automobile and recreational vehicles     
Consumer other     
Subtotal12,205 13,778 4,549 8,412 (16)
Total$39,472 $62,321 $4,549 $44,923 $530 
90

2022
Recorded
investment
Unpaid
principal
balance
Related
specific
allowance
Average
recorded
investment
Interest
Income
Recognized
(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$3,141 $9,555 $3,751 $157 
Time and demand3,141 9,555 3,751 157 
Equipment finance    
Time and demand other    
Real estate construction    
Construction other    
Construction residential    
Residential real estate9,145 11,010 9,040 241 
Residential first lien5,754 6,848 5,280 172 
Residential junior lien/home equity3,391 4,162 3,760 69 
Commercial real estate21,505 24,119 22,983 172 
Multifamily  172 43 
Non-owner occupied20,155 22,565 21,304 104 
Owner occupied1,350 1,554 1,507 25 
Loans to individuals528 563 455 16 
Automobile and recreational vehicles440 475 378 16 
Consumer other88 88 77  
Subtotal34,319 45,247 36,229 586 
With a specific allowance recorded:
Commercial, financial, agricultural and other1,168 1,186 $711 261 8 
Time and demand1,168 1,186 711 261 8 
Equipment finance     
Time and demand other     
Real estate construction     
Construction other     
Construction residential     
Residential real estate     
Residential first lien     
Residential junior lien/home equity     
Commercial real estate     
Multifamily     
Non-owner occupied     
Owner occupied     
Loans to individuals     
Automobile and recreational vehicles     
Consumer other     
Subtotal1,168 1,186 711 261 8 
Total$35,487 $46,433 $711 $36,490 $594 

91

 2021
 Average
recorded
investment
Interest
Income
Recognized
 (dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other$9,240 $389 
Time and demand9,240 389 
Real estate construction53  
Residential real estate10,315 375 
Residential first lien5,674 279 
Residential junior lien/home equity4,641 96 
Commercial real estate26,235 119 
Multifamily1,223  
Non-owner occupied22,668 28 
Owner occupied2,344 91 
Loans to individuals479 15 
Automobile and recreational vehicles425 15 
Consumer other54  
Subtotal46,322 898 
With a specific allowance recorded:
Commercial, financial, agricultural and other84  
Time and demand84  
Real estate construction  
Residential real estate  
Residential first lien  
Residential junior lien/home equity  
Commercial real estate665  
Multifamily444  
Non-owner occupied  
Owner occupied221  
Loans to individuals  
Automobile and recreational vehicles  
Consumer other  
Subtotal749  
Total$47,071 $898 
Unfunded commitments related to nonperforming loans were $0.1 million and $0.2 million at December 31, 2023 and 2022, respectively. After consideration of the requirements to draw and available collateral related to these commitments, it was determined that no reserve was required for these commitments at December 31, 2023 or 2022.
Loan Modifications Made to Borrowers Experiencing Financial Difficulty
The Company adopted ASU 2022-02 on January 1, 2023 on a prospective basis. Disclosures for years prior to adoption continue to reflect TDR's as nonperforming loans and include TDR disclosures required under the previous guidance. Upon adoption of this guidance, the Company no longer establishes a specific reserve for modifications to borrowers experiencing financial difficulty. Instead, these modifications are included in their respective loan segment and an allowance is determined by a loss given default and probability of default methodology.
Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal forgiveness, other-than-insignificant payment delay, term extensions or any combination thereof.
92

The following table presents the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty as of December 31:
2023
Rate ReductionTerm ExtensionPrincipal ForgivenessPayment DeferralTerm Extension and Payment DeferralTotalPercentage of Total Loans and Leases
(dollars in thousands)
Commercial, financial, agricultural and other$50 $ $ $ $ $50  %
Time and demand50     50  
Residential real estate21 303   434 758 0.03 
Residential first lien21 303   434 758 0.04 
Commercial real estate   9,663  9,663 0.32 
Owner occupied   9,663  9,663 1.33 
Total $71 $303 $ $9,663 $434 $10,471 0.12 %
The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty as of December 31:
2023
Rate ReductionTerm Extension (Years)Principal ForgivenessPayment Deferral (Years)
(dollars in thousands)
Commercial, financial, agricultural and other4.00 %0.0$ 0.0
Time and demand4.00 0.0 0.0
Residential real estate2.25 3.1 0.5
Residential first lien2.25 3.1 0.5
Commercial real estate 0.0 0.5
Owner occupied 0.0 0.5
Total 3.49 %3.1$ 0.5
93

A modification is considered to be in default when the loan is 90 days or more past due. For the year ended December 31, 2023, there were no modified loans that were considered to be in default. The following tables shows the payment status of loans that have been modified on or after January 1, 2023, the date we adopted ASU 2022-02:
Current30 - 59 days past due60 - 89 days past due90 days or greater and still accruingTotal
(dollars in thousands)
Commercial, financial, agricultural and other$50 $ $ $ $50 
Time and demand50    50 
Residential real estate758    758 
Residential first lien758    758 
Commercial real estate9,663    9,663 
Owner occupied9,663    9,663 
Total $10,471 $ $ $ $10,471 
Troubled Debt Restructurings Disclosures Prior to adoption of ASU 2022-02
Troubled debt restructured loans are those loans whose terms have been renegotiated to provide a reduction or deferral of principal or interest as a result of the financial difficulties experienced by the borrower, who could not obtain comparable terms from alternate financing sources. Troubled debt restructured loans are considered to be nonperforming loans.
The following tables provide detail, including specific reserve and reasons for modification, related to loans identified as troubled debt restructurings during the years ending December 31:
2022
Type of Modification
Number
of
Contracts
Extend
Maturity
Modify
Rate
Modify
Payments
Total
Pre-Modification
Outstanding
Recorded
Investment
Post-
Modification
Outstanding
Recorded
Investment
Specific
Reserve
(dollars in thousands)
Residential real estate5 $ $10 $683 $693 $676 $ 
Residential first lien5  10 683 693 676  
Total5 $ $10 $683 $693 $676 $ 
 
94

 2021
  Type of Modification   
 Number
of
Contracts
Extend
Maturity
Modify
Rate
Modify
Payments
Total
Pre-Modification
Outstanding
Recorded
Investment
Post-
Modification
Outstanding
Recorded
Investment
Specific
Reserve
 (dollars in thousands)
Commercial, financial, agricultural and other6 $ $ $7,893 $7,893 $288 $ 
Time and demand6   7,893 7,893 288  
Residential real estate15  359 301 660 624  
Residential first lien12  359 171 530 502  
Residential junior lien/home equity3   130 130 122  
Commercial real estate2   644 644 634  
Non-owner occupied2   644 644 634  
Loans to individuals7  110 63 173 144  
Automobile and recreational vehicles7  110 63 173 144  
Total30 $ $469 $8,901 $9,370 $1,690 $ 
The troubled debt restructurings included in the above tables are also included in the nonperforming loan tables provided earlier in this footnote. Loans defined as modified due to a change in rate include loans that were modified for a change in rate as well as a re-amortization of the principal and an extension of the maturity. For the years ended December 31, 2022 and 2021, $10 thousand and $0.4 million, respectively, of total rate modifications represent loans with modifications to the rate as well as payment due to re-amortization. In 2022, the changes in loan balances between the pre-modification balance and post-modification balance are due to customer payments. For 2021, the change between the pre-modification and post-modification balance for commercial real estate loans is primarily due to the payoff of one large commercial relationship that restructured during the year.
A troubled debt restructuring is considered to be in default when a restructured loan is 90 days or more past due. The following table provides information related to loans that were restructured within the past twelve months and that were considered to be in default during the year ending December 31:
 20222021
 Number of
Contracts
Recorded
Investment
Number of
Contracts
Recorded
Investment
 
Commercial, financial, agricultural and other $ 1 $223 
Time and demand  1 223 
Loans to individuals  1 21 
Automobile and recreational vehicles  1 21 
Total $ 2 $244 
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The following tables provide detail related to the allowance for credit losses for the years ended December 31.
 2023
Beginning balanceAllowance for credit loss on PCD acquired loansCharge-offsRecoveries
Provision (credit)a
Ending balance
(dollars in thousands)
Commercial, financial, agricultural and other$22,650 $19,417 $(19,199)$498 $4,630 $27,996 
Time and demand20,040 19,417 (16,147)260 (751)22,819 
Commercial credit cards335  (105)13 35 278 
Equipment finance1,086  (537) 2,850 3,399 
Time and demand other1,189  (2,410)225 2,496 1,500 
Real estate construction8,822 287   (1,691)7,418 
Construction other6,360 227   (139)6,448 
Construction residential2,462 60   (1,552)970 
Residential real estate21,412 527 (561)247 2,276 23,901 
Residential first lien14,822 197 (246)177 2,025 16,975 
Residential junior lien/home equity6,590 330 (315)70 251 6,926 
Commercial real estate28,804 6,971 (6,277)151 7,422 37,071 
Multifamily4,726 234   273 5,233 
Non-owner occupied16,426 2,739 (4,705)127 5,408 19,995 
Owner occupied7,652 3,998 (1,572)24 1,741 11,843 
Loans to individuals21,218 3 (7,230)2,219 5,122 21,332 
Automobile and recreational vehicles18,819 3 (5,587)1,832 4,075 19,142 
Consumer credit cards412  (290)87 163 372 
Consumer other1,987  (1,353)300 884 1,818 
Total$102,906 $27,205 $(33,267)$3,115 $17,759 $117,718 
a) The provision (credit) shown here includes the day 1 provision on non-PCD loans acquired from Centric and excludes the provision for off-balance sheet credit exposure included in the income statement.
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 2022
Beginning balanceCharge-offsRecoveries
Provision (credit)a
Ending balance
(dollars in thousands)
Commercial, financial, agricultural and other$18,093 $(2,361)$394 $6,524 $22,650 
Time and demand15,283 (710)202 5,265 20,040 
Commercial credit cards247 (217)71 234 335 
Equipment finance   1,086 1,086 
Time and demand other2,563 (1,434)121 (61)1,189 
Real estate construction4,220  9 4,593 8,822 
Construction other3,278  9 3,073 6,360 
Construction residential942   1,520 2,462 
Residential real estate12,625 (339)187 8,939 21,412 
Residential first lien7,459 (163)130 7,396 14,822 
Residential junior lien/home equity5,166 (176)57 1,543 6,590 
Commercial real estate33,376 (2,487)769 (2,854)28,804 
Multifamily3,561 (411)411 1,165 4,726 
Non-owner occupied24,838 (1,836)342 (6,918)16,426 
Owner occupied4,977 (240)16 2,899 7,652 
Loans to individuals24,208 (4,658)1,349 319 21,218 
Automobile and recreational vehicles21,392 (2,639)787 (721)18,819 
Consumer credit cards496 (486)75 327 412 
Consumer other2,320 (1,533)487 713 1,987 
Total$92,522 $(9,845)$2,708 $17,521 $102,906 
a) The provision (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.
 2021
Beginning balanceCharge-offsRecoveries
Provision (credit)a
Ending balance
(dollars in thousands)
Commercial, financial, agricultural and other$17,187 $(7,020)$2,430 $5,496 $18,093 
Time and demand16,838 (6,845)2,412 5,441 17,846 
Commercial credit cards349 (175)18 55 247 
Real estate construction7,966 (9)155 (3,892)4,220 
Residential real estate14,358 (309)468 (1,892)12,625 
Residential first lien7,919 (60)337 (737)7,459 
Residential junior lien/home equity6,439 (249)131 (1,155)5,166 
Commercial real estate41,953 (1,659)135 (7,053)33,376 
Multifamily6,240 (1) (2,678)3,561 
Non-owner occupied28,414 (1,556)125 (2,145)24,838 
Owner occupied7,299 (102)10 (2,230)4,977 
Loans to individuals19,845 (4,061)1,460 6,964 24,208 
Automobile and recreational vehicles16,133 (1,792)1,016 6,035 21,392 
Consumer credit cards635 (425)71 215 496 
Consumer other3,077 (1,844)373 714 2,320 
Total$101,309 $(13,058)$4,648 $(377)$92,522 
a) The provision (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

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Note 10—Commitments and Letters of Credit
First Commonwealth is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Statements of Financial Condition. First Commonwealth’s exposure to credit loss in the event of nonperformance by the other party of the financial instrument for commitments to extend credit, standby letters of credit and commercial letters of credit is represented by the contract or notional amount of those instruments. First Commonwealth uses the same credit policies for underwriting all loans, including these commitments and conditional obligations.
As of December 31, 2023 and 2022, First Commonwealth did not own or trade other financial instruments with significant off-balance sheet risk including derivatives such as futures, forwards, option contracts and the like, although such instruments may be appropriate to use in the future to manage interest rate risk. See Note 7, “Derivatives,” for a description of interest rate derivatives entered into by First Commonwealth.
Standby letters of credit and commercial letters of credit are conditional commitments issued by First Commonwealth to guarantee the performance of a customer to a third party. The contract or notional amount of these instruments reflects the maximum amount of future payments that First Commonwealth could be required to pay under the guarantees if there were a total default by the guaranteed parties, without consideration for possible recoveries under recourse provisions or from collateral held or pledged. In addition, many of these commitments are expected to expire without being drawn upon; therefore, the total commitment amounts do not necessarily represent future cash requirements.
The following table identifies the notional amount of those instruments at December 31:
20232022
 (dollars in thousands)
Financial instruments whose contract amounts represent credit risk:
Commitments to extend credit$2,517,905 $2,356,539 
Financial standby letters of credit14,300 18,417 
Performance standby letters of credit17,194 12,853 
Commercial letters of credit555 573 
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. First Commonwealth evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by First Commonwealth upon extension of credit, is based on management’s credit evaluation of the counterparty. Collateral that is held varies but may include accounts receivable, inventory, property, plant and equipment, and residential and income-producing commercial properties.
The notional amounts outstanding at December 31, 2023 include amounts issued in 2023 of $0.3 million in financial standby letters of credit and $1.3 million in performance standby letters of credit. There were no commercial letters of credit issued during 2023. A liability of $0.1 million has been recorded as of December 31, 2023 and 2022, which represents the estimated fair value of letters of credit issued. The fair value of letters of credit is estimated based on the unrecognized portion of fees received at the time the commitment was issued.
Unused commitments and letters of credit provide exposure to future credit loss in the event of nonperformance by the borrower or guaranteed parties. Management’s evaluation of the credit risk in these commitments resulted in the recording of a liability of $7.3 million and $10.0 million as of December 31, 2023 and 2022, respectively. This liability is reflected in Other liabilitiesin the Consolidated Statements of Financial Condition. The credit risk evaluation incorporates the expected loss percentage calculated for comparable loan categories as part of the allowance for credit losses for loans.
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Note 11—Premises, Equipment and Lease Commitments
Premises and Equipment
Premises and equipment are described as follows:
Estimated Useful Life20232022
(dollars in thousands)
LandIndefinite$14,499 $13,860 
Buildings and improvements
10-50 years
74,622 70,844 
Operating lease right of use asset
1-25 years
59,367 51,499 
Leasehold improvements
5-40 years
39,752 37,398 
Furniture and equipment
3-7 years
78,868 76,879 
Software
3-7 years
45,218 44,439 
Subtotal312,326 294,919 
Less accumulated depreciation and amortization191,311 179,813 
Total premises and equipment, net$121,015 $115,106 
Depreciation related to premises and equipment included in noninterest expense for the years ended December 31, 2023, 2022 and 2021 amounted to $9.6 million, $9.1 million and $9.9 million, respectively. Amortization of lease right-of-use assets totaled $3.6 million in 2023, $3.4 million in 2022 and $1.4 million in 2021.
Lease Commitments
First Commonwealth has elected to apply certain practical expedients under ASU 2016-02 "Leases" (Topic 842), including (i) to not apply the requirements in the new standard to short-term leases (ii) to not reassess the lease classification for any expired or existing lease (iii) to account for lease and non-lease components separately (iv) to not reassess initial direct costs for any existing leases. The impact of this standard primarily relates to operating leases of certain real estate properties, primarily certain branch and ATM locations and office space. First Commonwealth has no material leasing arrangements for which it is the lessor of property or equipment.
The following table represents the lease costs and other lease information for the years ended December 31.
20232022
(dollars in thousands)
Balance sheet:
    Operating lease asset classified as premises and equipment$45,005 $40,747 
    Operating lease liability classified as other liabilities49,327 45,149 
Income statement:
Operating lease cost classified as occupancy and equipment expense$6,089 $4,990 
Weighted average lease term, in years13.1913.95
Weighted average discount rate3.54 %3.29 %
Operating cash flows$6,169 $4,838 
In the above table, the increase in the ROU asset and lease liability at December 31, 2023 compared to December 21, 2022, is primarily a result of leases assumed as part of the Centric acquisition.
The ROU assets and lease liabilities are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. First Commonwealth's lease agreements often include one or more options to renew at the Company's discretion. If we consider the renewal option to be reasonably certain, we include the extended term in the calculation of the ROU asset and lease liability.
First Commonwealth uses incremental borrowing rates when calculating the lease liability because the rate implicit in the lease is not readily determinable. The incremental borrowing rate used by First Commonwealth is an amortizing loan rate obtained from the FHLB. This rate is consistent with a collateralized borrowing rate and is available for terms similar to the lease payment schedules.
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The following table reconciles future minimum lease payments due under non-cancelable operating leases (those amounts subject to recognition) to the lease liability as of December 31, 2023 (dollars in thousands):
For the twelve months ended December 31,
2024$5,845 
20255,621 
20265,150 
20274,884 
20284,695 
Thereafter36,749 
Total future minimum lease payments62,944 
Less remaining imputed interest13,617 
Operating lease liability$49,327 
Rent expense, net of rental income, for all operating leases totaled $5.9 million in 2023, $4.7 million in 2022 and $4.5 million in 2021. Rent expense includes amounts related to items that are not included in the determination of lease right-of-use assets including expenses related to short-term leases and non-lease components such as taxes, insurance, and common area maintenance costs.
Note 12—Goodwill and Other Intangible Assets
FASB ASC Topic 350-20, “Intangibles—Goodwill and Other" ("Topic 350"), requires an annual valuation of the fair value of a reporting unit that has goodwill and a comparison of the fair value to the book value of equity to determine whether the goodwill has been impaired. Goodwill is also required to be tested on an interim basis if an event or circumstance indicates that it is more likely than not that an impairment loss has been incurred. When circumstances indicate that it is more likely than not that fair value is less than carrying value, a triggering event has occurred and a quantitative impairment test would be performed.
We consider First Commonwealth to be one reporting unit. The carrying amount of goodwill as of December 31, 2023 and 2022 was $363.7 million and $303.3 million, respectively. The $60.4 million increase in goodwill during the year ended December 31, 2023 is the result of the Centric acquisition. No impairment charges on goodwill or other intangible assets were incurred in 2023, 2022 or 2021.
We test goodwill for impairment as of November 30th each year and again at any quarter-end if any material events occur during a quarter that may affect goodwill. At November 30, 2023, the Company completed its annual goodwill impairment analysis and determined that it was more likely than not that the fair value of the Company was in excess of its carrying value, therefore goodwill was not considered impaired.
As of December 31, 2023, no indicators of impairment were identified; however, changing economic conditions that may adversely affect our performance, the fair value of our assets and liabilities, or our stock price could result in impairment, which could adversely affect earnings in future periods. Management will continue to monitor events that could impact this conclusion in the future.
Topic 350 also requires that an acquired intangible asset be separately recognized if the benefit of the intangible asset is obtained through contractual or other legal rights, or if the asset can be sold, transferred, licensed, rented or exchanged, regardless of the acquirer’s intent to do so.
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The following table summarizes other intangible assets:
Gross
Intangible
Assets
Accumulated
Amortization
Net
Intangible
Assets
 (dollars in thousands)
December 31, 2023
Customer deposit intangibles$39,244 $(20,747)$18,497 
Customer list intangible2,283 (2,049)234 
Total other intangible assets$41,527 $(22,796)$18,731 
December 31, 2022
Customer deposit intangibles$22,573 $(16,750)$5,823 
Customer list intangible2,283 (1,921)362 
Total other intangible assets$24,856 $(18,671)$6,185 
Core deposits are amortized over their expected lives using the present value of the benefit of the core deposits and straight-line methods of amortization. The $12.7 million increase in core deposit intangibles for the year ended December 31, 2023 is a result of the Centric acquisition. The core deposits have a remaining amortization period of 6.5 years and a weighted average amortization period of approximately 6.1 years. The customer list intangible represents the estimated value of the customer base for an insurance agency acquired in 2014 and the wealth management business acquired as part of the DCB acquisition in 2017. These amounts are amortized over their expected lives using expected cash flows based on retention of the customer base. The customer list intangible has a remaining amortization period of 5.7 years and a weighted average amortization period of 4.0 years. First Commonwealth recognized amortization expense on other intangible assets of $4.1 million, $2.5 million, and $2.9 million for the years ended December 31, 2023, 2022 and 2021, respectively.
In addition to customer deposit intangibles and customer list intangibles, First Commonwealth has servicing rights on mortgage loans as well as certain commercial loans totaling $4.1 million and $3.0 million as of December 31, 2023 and 2022, respectively. These servicing rights relate to loans sold to third parties on which the Company retains servicing responsibilities. The Company recognized amortization expense on these servicing assets of $0.9 million, $0.7 million and $0.6 million for the years ended December 31, 2023, 2022 and 2021, respectively.
The following presents the estimated amortization expense of core deposit and customer list intangibles:
 Core Deposit IntangiblesCustomer List IntangibleTotal
 (dollars in thousands)
2024$3,775 $97 $3,872 
20253,364 69 3,433 
20262,955 42 2,997 
20272,565 15 2,580 
20282,428 7 2,435 
Thereafter3,410 4 3,414 
Total$18,497 $234 $18,731 
Note 13—Interest-Bearing Deposits
Components of interest-bearing deposits at December 31 were as follows:
20232022
 (dollars in thousands)
Interest-bearing demand deposits$629,138 $357,769 
Savings deposits4,886,781 4,572,183 
Time deposits1,287,857 405,009 
Total interest-bearing deposits$6,803,776 $5,334,961 
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As of December 31, 2023 interest-bearing deposits increased $1.5 billion compared to December 31, 2022, of which $544.4 million were acquired as part of the Centric acquisition. Interest-bearing deposits at December 31, 2023 and 2022 include allocations from interest-bearing demand deposit accounts of $1.2 billion and $1.4 billion, respectively, into savings, which includes money market accounts. These allocations are based on a formula and were made to reduce First Commonwealth’s reserve requirement in compliance with regulatory guidelines. Deposits totaling $0.7 million at both December 31, 2023 and 2022 were reclassified from deposits to loans due to their overdrawn status.
Included in time deposits at December 31, 2023 and 2022 were certificates of deposit in denominations of $250 thousand or more of $288.8 million and $65.5 million, respectively.
Interest expense related to certificates of deposit in denominations of $250 thousand or greater amounted to $8.1 million in 2023, $0.2 million in 2022 and $0.4 million in 2021.
Included in time deposits at December 31, 2023, were certificates of deposit with the following scheduled maturities (dollars in thousands):
2024$1,051,314 
2025202,145 
202622,293 
20276,902 
2028 and thereafter5,203 
Total$1,287,857 
Note 14—Short-term Borrowings
Short-term borrowings at December 31 were as follows:
 202320222021
 Ending
Balance
Average
Balance
Average
Rate
Ending
Balance
Average
Balance
Average
Rate
Ending
Balance
Average
Balance
Average
Rate
 (dollars in thousands)
Federal funds purchased$ $712 5.62 %$ $1,553 3.93 %$ $  %
Borrowings from FHLB563,000 379,712 5.56 285,000 41,529 4.24    
Securities sold under agreements to repurchase34,835 59,132 1.01 87,694 101,752 0.18 138,315 119,801 0.08 
Total$597,835 $439,556 4.95 $372,694 $144,834 1.38 $138,315 $119,801 0.08 
Maximum total at any month-end$597,835 $372,694 $138,315 
Weighted average rate at year-end5.37 %3.56 %0.06 %
Interest expense on short-term borrowings for the years ended December 31 is detailed below:
202320222021
 (dollars in thousands)
Federal funds purchased$40 $61 $ 
Borrowings from FHLB21,108 1,759  
Securities sold under agreements to repurchase599 179 99 
Total interest on short-term borrowings$21,747 $1,999 $99 
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Note 15—Subordinated Debentures
Subordinated debentures outstanding at December 31 are as follows:
  20232022
 DueRateAmountAmount
  (dollars in thousands)
Owed to:
First Commonwealth Bank20283-Month CME Term SOFR
 + 0.26161% + 1.845%
$49,592 $49,499 
First Commonwealth Bank20335.50% until June 1, 2028, then 3-Month CME Term SOFR + 0.26161% + 2.37%49,341 49,271 
First Commonwealth Financial Corp20314.5% until March 29, 2026,
then Prime + 1.00%
6,641  
First Commonwealth Capital Trust II20343-Month CME Term SOFR
 + 0.26161% + 2.85%
30,929 30,929 
First Commonwealth Capital Trust III20343-Month CME Term SOFR
 + 0.26161% + 2.85%
41,238 41,238 
Total$177,741 $170,937 

With the acquisition of Centric, First Commonwealth acquired a ten-year subordinated note with a principal balance of $6.0 million. The rate remains fixed at 4.50% until March 29, 2026, then adjusts quarterly to Prime + 1.00%. The Bank may redeem the notes, beginning with the interest payment due on March 29, 2026, in whole or in part at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. A fair value premium of $0.6 million was recognized in connection with the acquisition.
On May 21, 2018, First Commonwealth Bank issued ten-year subordinated notes with an aggregate principal amount of $50.0 million. Interest is paid quarterly at a rate of three-month CME Term SOFR + 0.26161% + 1.845%. The Bank may redeem the notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. Deferred issuance costs of $0.9 million are being amortized on a straight-line basis over the term of the notes.
On May 21, 2018, First Commonwealth Bank also issued fifteen-year subordinated notes with an aggregate principal amount of $50.0 million and a fixed-to-floating rate of 5.50%. The rate remains fixed until June 1, 2028, then adjusts on a quarterly basis to three-month CME Term SOFR + 0.26161% + 2.37%. The Bank may redeem the notes, beginning with the interest payment due on June 1, 2028, in whole or in part, at a redemption price equal to 100% of the principal amount of the subordinated notes, plus accrued and unpaid interest to the date of redemption. Deferred issuance costs of $1.1 million are being amortized on a straight-line basis over the term of the notes.
First Commonwealth currently has two trusts, First Commonwealth Capital Trust II and First Commonwealth Capital Trust III, of which 100% of the common equity is owned by First Commonwealth. The trusts were formed for the purpose of issuing company obligated mandatorily redeemable capital securities to third-party investors and investing the proceeds from the sale of the capital securities solely in junior subordinated debt securities (“subordinated debentures”) of First Commonwealth. The subordinated debentures held by each trust are the sole assets of the trust.
Interest on the debentures issued to First Commonwealth Capital Trust III is paid quarterly at a floating rate of three-month CME Term SOFR + 0.26161% + 2.85% which is reset quarterly. Subject to regulatory approval, First Commonwealth may redeem the debentures, in whole or in part, at its option on any interest payment date at a redemption price equal to 100% of the principal amount of the debentures, plus accrued and unpaid interest to the date of the redemption. Deferred issuance costs of $0.6 million are being amortized on a straight-line basis over the term of the securities.
Interest on the debentures issued to First Commonwealth Capital Trust II is paid quarterly at a floating rate of three-month CME Term SOFR + 0.26161% + 2.85%, which is reset quarterly. Subject to regulatory approval, First Commonwealth may redeem the debentures, in whole or in part, at its option at a redemption price equal to 100% of the principal amount of the debentures, plus accrued and unpaid interest to the date of the redemption. Deferred issuance costs of $0.5 million are being amortized on a straight-line basis over the term of the securities.
In order to reduce its exposure to variability in expected future cash flows related to interest payments on First Commonwealth Capital Trust II and III, the Company entered into two interest rate swap contracts that are designated as cash flow hedges. These contracts fix the index based portion of the interest rate on Capital Trust II at 1.515% until August 15, 2024 and on
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Capital Trust III at 1.525% until August 15, 2026. Additional information related to these cash flow hedges can be found in Note 7- "Derivatives".
Note 16—Other Long-term Debt
Other long-term debt at December 31 follows:
20232022
AmountWeighted
Average
Contractual
Rate
AmountWeighted
Average
Contractual
Rate
(dollars in thousands)
Borrowings from FHLB due:
2023$740 3.86 %
2024$769 3.86 %769 3.86 
2025799 3.86 799 3.86 
2026830 3.87 830 3.87 
2027863 3.87 863 3.87 
2028620 3.64 
Thereafter241 3.13 861 3.49 
Total$4,122 $4,862 
The weighted average contractual rate reflects the rate due to creditors. The weighted average effective rate of long-term debt is equal to the weighted average contractual rate.
All of First Commonwealth’s Federal Home Loan Bank stock, along with an interest in mortgage loans and residential mortgage backed securities, has been pledged as collateral with the Federal Home Loan Bank of Pittsburgh.
Capital securities included in total long-term debt on the Consolidated Statements of Financial Condition are excluded from the above, but are described in Note 15, “Subordinated Debentures.”
Note 17—Fair Values of Assets and Liabilities
FASB ASC Topic 820 requires disclosures for non-financial assets and non-financial liabilities, except for items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). All non-financial assets are included either as a separate line item on the Consolidated Statements of Financial Condition or in the “Other assets” category of the Consolidated Statements of Financial Condition. Currently, First Commonwealth does not have any non-financial liabilities to disclose.
FASB ASC Topic 825, “Financial Instruments" ("Topic 825"), permits entities to irrevocably elect to measure select financial instruments and certain other items at fair value. The unrealized gains and losses are required to be included in earnings each reporting period for the items that fair value measurement is elected. First Commonwealth has elected not to measure any existing financial instruments at fair value under Topic 825; however, in the future we may elect to adopt this guidance for select financial instruments.
In accordance with Topic 820, First Commonwealth groups financial assets and financial liabilities measured at fair value in three levels, based on the principal markets in which the assets and liabilities are transacted and the observability of the data points used to determine fair value. These levels are defined in Note 1, "Statement of Accounting Policies."
Level 2 investment securities are valued by a recognized third party pricing service using observable inputs. The model used by the pricing service varies by asset class and incorporates available market, trade and bid information as well as cash flow information when applicable. Because many fixed-income investment securities do not trade on a daily basis, the model uses available information such as benchmark yield curves, benchmarking of like investment securities, sector groupings and matrix pricing. The model will also use processes such as an option-adjusted spread to assess the impact of interest rates and to develop prepayment estimates. Market inputs normally used in the pricing model include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications.
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Management validates the market values provided by the third party service by having another source price 100% of the securities on a monthly basis, monthly monitoring of variances from prior period pricing and, on a monthly basis, evaluating pricing changes compared to expectations based on changes in the financial markets.
Other Investments include FHLB stock whose estimated fair value is based on its par value. Additional information on FHLB stock is provided in Note 8, “Investment Securities.”
Loans held for sale include residential mortgage loans originated for sale in the secondary mortgage market. The estimated fair value for these loans was determined on the basis of rates obtained in the respective secondary market. Loans held for sale could also include the Small Business Administration guaranteed portion of small business loans. The estimated fair value of these loans is based on the contract with the third party investor. When loans held for sale include other commercial loans, fair value is determined using an executed trade and market bid obtained from potential buyers.
Interest rate derivatives are reported at an estimated fair value utilizing Level 2 inputs and are included in "Other assets" and "Other liabilities" in the Consolidated Statements of Financial Condition. These consist of interest rate swaps where there is no significant deterioration in the counterparties' (loan customers') credit risk since origination of the interest rate swap as well as interest rate caps, interest rate collars and risk participation agreements. First Commonwealth values its interest rate swap and cap positions using a yield curve by taking market prices/rates for an appropriate set of instruments. The set of instruments used to determine the U.S. Dollar yield curve includes SOFR rates from overnight to one year, Eurodollar futures contracts and SOFR swap rates from one year to thirty years. These yield curves determine the valuations of interest rate swaps. Interest rate derivatives are further described in Note 7, “Derivatives.”
For purposes of potential valuation adjustments to our derivative positions, First Commonwealth evaluates the credit risk of its counterparties as well as our own credit risk. Accordingly, we have considered factors such as the likelihood of default, expected loss given default, net exposures and remaining contractual life, among other things, in determining if any estimated fair value adjustments related to credit risk are required. We review our counterparty exposure quarterly, and when necessary, appropriate adjustments are made to reflect the exposure.
We also utilize this approach to estimate our own credit risk on derivative liability positions. In 2023 and 2022, we have not realized any losses due to a counterparty's inability to pay any net uncollateralized position.
Interest rate derivatives also include interest rate forwards entered into to hedge residential mortgage loans held for sale and the related interest-rate lock commitments. This includes forward commitments to sell mortgage loans. The fair value of these derivative financial instruments are based on derivative market data inputs as of the valuation date and the underlying value of mortgage loans for rate lock commitments.
In addition, at times the Company hedges foreign currency risk through the use of foreign exchange forward contracts. The fair value of foreign exchange forward contracts is based on the differential between the contract price and the market-based forward rate.
The estimated fair value for other real estate owned included in Level 2 is determined by either an independent market based appraisal less estimated costs to sell or an executed sales agreement.
The estimated fair value of the other investments included in Level 3 is based on carrying value as these securities do not have a readily determinable fair value.
The estimated fair value of limited partnership investments included in Level 3 is based on par value.
For interest rate derivatives included in Level 3, the fair value incorporates credit risk by considering such factors as likelihood of default and expected loss given default based on credit quality of the underlying counterparties (loan customers).
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In accordance with ASU 2011-4, the following table provides information related to quantitative inputs and assumptions used in Level 3 fair value measurements.
Fair Value
(dollars in
thousands)
Valuation TechniqueUnobservable InputsRange /  (weighted
average)
December 31, 2023
Other Investments$6,182 Carrying ValueN/AN/A
Limited Partnership Investments27,137 Par ValueN/AN/A
December 31, 2022
Other Investments1,170 Carrying ValueN/AN/A
Nonperforming Loans363 (a)Gas Reserve studyDiscount rate10.00%
Gas per MMBTU
$3.00 - $3.00 (b)
Oil per BBL/d
$80.00 - $80.00 (b)
Limited Partnership Investments17,691 Par ValueN/AN/A
(a)the remainder of nonperforming loans valued using Level 3 inputs are not included in this disclosure as the values of those loans are based on bankruptcy agreement documentation.
(b)unobservable inputs are defined as follows: MMBTU—one million British thermal units; BBL/d—barrels per day.
The discount rate is the significant unobservable input used in the fair value measurement of nonperforming loans. Significant increases in this rate would result in a decrease in the estimated fair value of the loans, while a decrease in this rate would result in a higher fair value measurement. Other unobservable inputs in the fair value measurement of nonperforming loans relate to gas, oil and natural gas prices. Increases in these prices would result in an increase in the estimated fair value of the loans, while a decrease in these prices would result in a lower fair value measurement.
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The tables below present the balances of assets and liabilities measured at fair value on a recurring basis at December 31:
 2023
 Level 1Level 2Level 3Total
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$ $3,465 $ $3,465 
Mortgage-Backed Securities—Commercial 465,393  465,393 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential 494,599  494,599 
Other Government-Sponsored Enterprises 915  915 
Obligations of States and Political Subdivisions 8,202  8,202 
Corporate Securities 48,412  48,412 
Total Securities Available for Sale 1,020,986  1,020,986 
Other Investments 44,689 6,182 50,871 
Loans Held for Sale 29,820  29,820 
Other Assets (a) 32,668 27,137 59,805 
Total Assets$ $1,128,163 $33,319 $1,161,482 
Other Liabilities (a)$ $58,167 $ $58,167 
Total Liabilities$ $58,167 $ $58,167 
(a)Hedging and non-hedging interest rate derivatives and limited partnership investments
 2022
 Level 1Level 2Level 3Total
 (dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities—Residential$ $3,983 $ $3,983 
Mortgage-Backed Securities—Commercial 271,416  271,416 
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities—Residential 448,989  448,989 
Other Government-Sponsored Enterprises 882  882 
Obligations of States and Political Subdivisions 8,187  8,187 
Corporate Securities 29,204  29,204 
Total Securities Available for Sale 762,661  762,661 
Other Investments 25,244 1,170 26,414 
Loans Held for Sale 11,869  11,869 
Other Assets (a) 50,738 17,691 68,429 
Total Assets$ $850,512 $18,861 $869,373 
Other Liabilities (a)$ $89,298 $ $89,298 
Total Liabilities$ $89,298 $ $89,298 
(a)Hedging and non-hedging interest rate derivatives and limited partnership investments

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The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows for the year ended December 31, 2023: 
Other InvestmentsOther AssetsTotal
 (dollars in thousands)
Balance, beginning of year$1,170 $17,691 $18,861 
Total gains or losses
Included in earnings   
Included in other comprehensive income 3 3 
Purchases, issuances, sales, and settlements
Purchases5,000 10,055 15,055 
Issuances   
Sales   
Settlements (669)(669)
Transfers from Level 3   
Transfers into Level 312 57 69 
Balance, end of year$6,182 $27,137 $33,319 
There are no gains or losses included in earnings for the period that are attributable to the change in realized gains (losses) relating to assets held at December 31, 2023.
During the year ended December 31, 2023, there were no transfers between fair value Levels 1, 2 or 3.
The changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows for the year ended December 31, 2022:
Other InvestmentsOther AssetsTotal
 (dollars in thousands)
Balance, beginning of year$1,170 $14,981 $16,151 
Total gains or losses
Included in earnings   
Included in other comprehensive income   
Purchases, issuances, sales, and settlements
Purchases 2,991 2,991 
Issuances   
Sales (281)(281)
Settlements   
Transfers from Level 3   
Transfers into Level 3   
Balance, end of year$1,170 $17,691 $18,861 
There are no gains or losses included in earnings for the period that are attributable to the change in realized gains (losses) relating to assets held at December 31, 2022.
During the year ended December 31, 2022, there were no transfers between fair value Levels 1, 2 or 3.
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The tables below present the balances of assets measured at fair value on a nonrecurring basis at December 31 and total gains and losses realized on these assets during the year ended December 31:
 2023
Level 1Level 2Level 3TotalTotal
Gains
(Losses)
 (dollars in thousands)
Nonperforming loans$ $25,215 $9,708 $34,923 $(6,606)
Other real estate owned 609  609 (6)
Total Assets$ $25,824 $9,708 $35,532 $(6,612)
 2022
 Level 1Level 2Level 3TotalTotal
Gains
(Losses)
 (dollars in thousands)
Nonperforming loans$ $23,140 $11,636 $34,776 $(2,127)
Other real estate owned 553  553  
Total Assets$ $23,693 $11,636 $35,329 $(2,127)
Nonperforming loans over $250 thousand are individually reviewed to determine the amount of each loan considered to be at risk of noncollection. The fair value for nonperforming loans that are collateral based is determined by reviewing real property appraisals, equipment valuations, accounts receivable listings and other financial information. A discounted cash flow analysis is performed to determine fair value for nonperforming loans when an observable market price or a current appraisal is not available. For real estate secured loans, First Commonwealth’s loan policy requires updated appraisals be obtained at least every twelve months on all nonperforming loans with balances of $250 thousand and over. For real estate secured loans with balances under $250 thousand, we rely on broker price opinions. For non-real estate secured assets, the Company normally relies on third party valuations specific to the collateral type.
The fair value of other real estate owned, determined by either an independent market based appraisal less estimated costs to sell or an executed sales agreement, is classified as Level 2. The fair value for other real estate owned determined using an internal valuation is classified as Level 3. Other real estate owned had a current carrying value of $0.4 million as of December 31, 2023 and consisted primarily of residential properties in Pennsylvania and Ohio. We review whether events and circumstances subsequent to a transfer to other real estate owned have occurred that indicate the balance of those assets may not be recoverable. If events and circumstances indicate further impairment, we will record a charge to the extent that the carrying value of the assets exceed their fair values, less estimated costs to sell, as determined by valuation techniques appropriate in the circumstances.
Certain other assets and liabilities, including goodwill, core deposit intangibles and customer list intangibles are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. Additional information related to this measurement is provided in Note 12 “Goodwill and Other Amortizing Intangible Assets.” There were no other assets or liabilities measured at fair value on a nonrecurring basis during 2023.
FASB ASC Topic 825-10, “Transition Related to FSP FAS 107-1” and APB 28-1, “Interim Disclosures about Fair Value of Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are as discussed above. The methodologies for other financial assets and financial liabilities are provided below.
Cash and due from banks and interest bearing bank deposits: The carrying amounts for cash and due from banks and interest-bearing bank deposits approximate the estimated fair values of such assets.
Securities: Fair values for available for sale and held to maturity securities are based on quoted market prices, if available. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments. The carrying value of other investments, which includes FHLB stock, is considered a reasonable estimate of fair value.
Loans held for sale: The estimated fair value of loans held for sale is based on market bids obtained from potential buyers.
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Loans: The fair values of all loans are estimated by discounting the estimated future cash flows using interest rates currently offered for loans with similar terms to borrowers of similar credit quality adjusted for past due and nonperforming loans.
Off-balance sheet instruments: Many of First Commonwealth’s off-balance sheet instruments, primarily loan commitments and standby letters of credit, are expected to expire without being drawn upon; therefore, the commitment amounts do not necessarily represent future cash requirements. FASB ASC Topic 460, “Guarantees,” clarified that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The carrying amount and estimated fair value for standby letters of credit was $0.1 million at both December 31, 2023 and 2022. See Note 10, “Commitments and Letters of Credit,” for additional information.
Deposit liabilities: The estimated fair value of demand deposits, savings accounts and money market deposits is the amount payable on demand at the reporting date because of the customers' ability to withdraw funds immediately. The fair value of fixed rate time deposits are estimated by discounting the future cash flows using interest rates currently being offered and a schedule of aggregated expected maturities.
Short-term borrowings: The fair values of borrowings from the FHLB were estimated based on the estimated incremental borrowing rate for similar types of borrowings. The carrying amounts of other short-term borrowings, such as federal funds purchased and securities sold under agreement to repurchase, were used to approximate fair value due to the short-term nature of the borrowings.
Subordinated debt and long-term debt: The fair value is estimated by discounting the future cash flows using First Commonwealth’s estimate of the current market rate for similar types of borrowing arrangements.
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The following table presents carrying amounts and estimated fair values of First Commonwealth’s financial instruments at December 31:
 2023
  Fair Value Measurements Using:
 Carrying
Amount
TotalLevel 1Level 2Level 3
 (dollars in thousands)
Financial assets
Cash and due from banks$125,436 $125,436 $125,436 $ $ 
Interest-bearing deposits21,557 21,557 21,557   
Securities available for sale1,020,986 1,020,986  1,020,986  
Securities held to maturity419,009 350,595  350,595  
Other investments50,871 50,871  44,689 6,182 
Loans held for sale29,820 29,820  29,820  
Loans and leases8,968,761 8,860,736  25,215 8,835,521 
Financial liabilities
Deposits9,192,309 9,187,655  9,187,655  
Short-term borrowings597,835 594,670  594,670  
Long-term debt4,122 4,041  4,041  
Subordinated debt177,741 151,525   151,525 
Capital lease obligation4,894 4,894  4,894  
 2022
  Fair Value Measurements Using:
 Carrying
Amount
TotalLevel 1Level 2Level 3
 (dollars in thousands)
Financial assets
Cash and due from banks$124,254 $124,254 $124,254 $ $ 
Interest-bearing deposits29,990 29,990 29,990   
Securities available for sale762,661 762,661  762,661  
Securities held to maturity461,162 386,205  386,205  
Other investments26,414 26,414  25,244 1,170 
Loans held for sale11,869 11,869  11,869  
Loans and leases7,642,143 7,639,721  23,140 7,616,581 
Financial liabilities
Deposits8,005,469 7,992,012  7,992,012  
Short-term borrowings372,694 363,135  363,135  
Long-term debt4,862 4,781  4,781  
Subordinated debt170,937 156,621   156,621 
Capital lease obligation5,425 5,425  5,425  

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Note 18—Income Taxes
The income tax provision for the years ended December 31 is as follows:
202320222021
 (dollars in thousands)
Current tax provision:
Federal$32,167 $33,545 $32,586 
State936 471 397 
Total current tax provision33,103 34,016 32,983 
Deferred tax provision (benefit):
Federal7,488 (1,967)1,501 
State(99)(45)76 
Total deferred tax provision7,389 (2,012)1,577 
Total tax provision$40,492 $32,004 $34,560 
The statutory to effective tax rate reconciliation for the years ended December 31 is as follows:
 202320222021
 Amount% of
Pretax
Income
Amount% of
Pretax
Income
Amount% of
Pretax
Income
 (dollars in thousands)
Tax at statutory rate$41,487 21 %$33,639 21 %$36,292 21 %
Increase (decrease) resulting from:
State income tax, net of federal benefit725  361  326  
Income from bank owned life insurance(1,024)(1)(1,146)(1)(1,351)(1)
Tax-exempt interest income, net(812) (809)(1)(846) 
Tax credits(804) (341) (127) 
Other920  300 1 266  
Total tax provision$40,492 20 %$32,004 20 %$34,560 20 %
The total tax provision for financial reporting differs from the amount computed by applying the statutory federal income tax rate to income before taxes. First Commonwealth ordinarily generates an annual effective tax rate that is less than the statutory rate of 21% due to benefits resulting from tax-exempt interest, income from bank owned life insurance, and tax benefits associated with low-income housing tax credits. The consistent level of tax benefits that reduce First Commonwealth’s tax rate below the statutory rate produced an annual effective tax rate of 20% for each of the years ended December 31, 2023, 2022 and 2021.
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The tax effects of temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities that represent significant portions of the deferred tax assets and liabilities at December 31 are presented below:
20232022
 (dollars in thousands)
Deferred tax assets:
Lease liability$10,542 $9,581 
Allowance for credit losses25,158 21,837 
Postretirement benefits other than pensions214 223 
Unrealized loss on securities available for sale30,469 36,673 
Net operating loss carryforward51 37 
Deferred compensation2,647 1,960 
Accrued interest on nonaccrual loans882 935 
Accrued incentives3,299 3,185 
Unfunded loan commitments & other reserves1,561 2,126 
Purchase accounting adjustments5,490 566 
Other738 953 
Total deferred tax assets81,051 78,076 
Deferred tax liabilities:
Loan origination fees and costs(1,252)(1,320)
Right of use asset(9,618)(8,646)
Depreciation of assets(1,484)(2,139)
Section 197 intangibles(2,418)(1,717)
Purchase accounting adjustments(3,321)(314)
Other(228)(197)
Total deferred tax liabilities(18,321)(14,333)
Net deferred tax asset$62,730 $63,743 
The Company has approximately $1.3 million of Pennsylvania net operating losses, which begin to expire in 2034. The Company expects to fully utilize the losses prior to expiration.
Management assesses all available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. Based on our evaluation, as of December 31, 2023, management has determined that no valuation allowance is necessary for the deferred tax assets because it is more likely than not that these assets will be realized through future reversals of existing temporary differences and future taxable income.
In accordance with FASB ASC Topic 740-10, “Accounting for Uncertainty in Income Taxes,” the Company has no material unrecognized tax benefits or accrued interest and penalties as of December 31, 2023. We do not expect the total amount of unrecognized tax benefits to significantly increase in the next twelve months. The Company records interest and penalties on unrecognized tax benefits as a component of noninterest expense.
First Commonwealth is subject to routine audits of our tax returns by the Internal Revenue Service (“IRS”) as well as all states in which we conduct business. Generally, tax years prior to the year ended December 31, 2020 are no longer open to examination by federal and state taxing authorities.
Note 19—Retirement Plans
First Commonwealth has a savings plan pursuant to the provisions of section 401(k) of the Internal Revenue code. Effective January 1, 2020, a participating employee can receive a maximum matching contribution of 4% of their eligible compensation. In addition, each participating employee may contribute up to 80% of their eligible compensation to the plan. The 401(k) plan expense was $3.1 million in 2023, $2.9 million in 2022, and $3.0 million in 2021.
First Commonwealth maintains a Non-Qualified Deferred Compensation Plan (NQDC Plan) to provide deferred compensation for those employees who are in the top 10% of full-time employees, as determined on the basis of eligible
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compensation. The NQDC Plan provides participants whose maximum retirement contribution is limited by IRS rules to defer additional compensation.
Participants in the NQDC Plan are eligible to defer (on a pre-tax basis) from 1% to 25% of their eligible Plan compensation. Participants are also eligible to defer all or a portion of the Annual Incentive Plan (on a pre-tax basis) from 10% to 100% of their annual cash incentive earned. Effective January 1, 2020, an employer elective contribution is available to participants who reach the IRS Compensation limits in the 401(k) Plan. The ‘makeup match’ contribution is made to eligible participants on an annual basis. Effective January 1, 2021, an employer non-elective contribution is available to certain participants determined by the Company. The ‘discretionary’ contribution may be approved from year-to-year and allocated on an annual basis. There was $0.3 million and $0.2 million in NQDC Plan expense recognized in 2023 and 2022, respectively, and no NQDC Plan expense recognized in 2021.
Select employees from former acquisitions were covered by postretirement benefit plans which provide medical and life insurance coverage. The measurement date for these plans was December 31.
Postretirement Benefits Other than Pensions from Prior Acquisitions
Net periodic benefit cost of these plans for the years ended December 31, was as follows:
202320222021
 (dollars in thousands)
Service cost$ $ $ 
Interest cost on projected benefit obligation25 35 23 
Amortization of transition obligation   
Amortization of prior service cost76 75 76 
Gain amortization(108)(96)(27)
Net periodic benefit cost$(7)$14 $72 
The following table sets forth the change in the benefit obligation and plan assets as of December 31:
20232022
 (dollars in thousands)
Change in Benefit Obligation
Benefit obligation at beginning of year$708 $986 
Service cost  
Interest cost35 22 
Amendments  
Actuarial gain(119)(212)
Net benefits paid(63)(88)
Benefit obligation at end of year561 708 
Change in Plan Assets
Fair value of plan assets at beginning of year  
Actual return on plan assets  
Employer contributions63 88 
Net benefits paid(63)(88)
Fair value of plan assets at end of year  
Funded Status at End of Year561 708 
Unrecognized prior service cost(310)(386)
Unrecognized net gain750 728 
Amounts recognized in retained earnings$1,001 $1,050 
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As of December 31, the funded status of the plan is:
20232022
 (dollars in thousands)
Amounts Recognized in the Statement of Financial Condition as Other liabilities$561 $708 
The following table sets forth the amounts recognized in accumulated other comprehensive income that have not yet been recognized as components of net periodic benefit costs as of December 31:
202320222021
 (dollars in thousands)
Amounts recognized in accumulated other comprehensive income, net of tax:
Net (gain) loss$(590)$(575)$(461)
Prior service cost244 305 364 
Total$(346)$(270)$(97)
Weighted-average assumptions used to determine the benefit obligation as of December 31 are as follows:
202320222021
Weighted-Average Assumptions
Discount rate4.90 %5.31 %2.38 %
Health care cost trend: Initial6.95 %6.50 %5.90 %
Health care cost trend: Ultimate4.75 %4.75 %4.75 %
Year ultimate reached202920282027
Weighted-average assumptions used to determine the net benefit costs as of December 31 are as follows: 
202320222021
Weighted-Average Assumptions for Net Periodic Cost
Discount rate5.31 %2.38 %1.83 %
Health care cost trend: Initial6.50 %5.90 %5.95 %
Health care cost trend: Ultimate4.75 %4.75 %4.75 %
Year ultimate reached202820272026
Corridor10.00 %10.00 %10.00 %
Recognition period for gains and losses9.39.910.4
The Medicare Prescription Drug, Improvement and Modernization Act of 2003 introduced a prescription drug benefit under Medicare Part D and a federal subsidy to sponsors of retiree health care benefit plans that provide a prescription drug benefit that is at least actuarially equivalent to Medicare Part D. The postretirement plans of First Commonwealth are provided through insurance coverage; therefore, First Commonwealth will not receive a direct federal subsidy. The preceding measures of the accumulated postretirement benefit cost assume that First Commonwealth will not receive the subsidy due to the relatively small number of retirees.
As of December 31, 2023, the projected benefit payments for the next ten years are as follows:
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Projected Benefit
        Payments         
 (dollars in thousands)
2024$83,837 
202578,462 
202673,542 
202767,517 
202861,396 
2029 - 2033219,643 
The projected payments were calculated using the same assumptions as those used to calculate the benefit obligations included in this note.
The estimated costs that will be amortized from accumulated other comprehensive income into net periodic cost for 2024 are as follows:
 Postretirement
Benefits
 (dollars in thousands)
Net gain$(108)
Prior service cost76 
Total$(32)
Note 20—Incentive Compensation Plan
On January 20, 2009, the Board of Directors of the Company adopted, with shareholder approval, the First Commonwealth Financial Corporation Incentive Compensation Plan. This plan allows for shares of common stock to be issued to employees, directors, and consultants of the Company and its subsidiaries as an incentive to aid in the financial success of the Company. The shares can be issued as options, stock appreciation rights, performance share or unit awards, dividend or dividend equivalent rights, stock awards, restricted stock awards, or other annual incentive awards. Up to 5,000,000 shares of stock can be awarded under this plan, of which 1,835,683 shares were still eligible for awards as of December 31, 2023.
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Restricted Stock
The following provides detail on the restricted stock awards which were issued and outstanding in 2023, 2022 and 2021 in order to retain and attract key employees. The grant date fair value of the restricted stock awards is equal to the price of First Commonwealth’s common stock on grant date.
Grant DateShares issuedGrant PriceVesting DateNumber of Equal Vesting Periods
September 11, 20238,000 $12.39 September 11, 20261
August 16, 20231,000 13.24 August 16, 20261
March 27, 202325,000 12.70 March 27, 20261
March 6, 20234,300 15.16 March 6, 20261
March 6, 202337,750 15.16 March 6, 20261
March 6, 202326,200 15.16 March 6, 20261
December 16, 20221,000 13.46 December 16, 20251
December 6, 20222,000 14.36 December 6, 20251
December 6, 20221,500 14.36 December 6, 20251
March 28, 202250,000 15.46 March 28, 20251
February 17, 202257,000 16.43 February 17, 20251
January 3, 20221,000 16.25 January 3, 20251
December 13, 20212,000 14.83 December 13, 20241
December 9, 20211,000 15.07 December 9, 20241
November 22, 20211,565 15.96 November 22, 20241
November 19, 202124,000 15.81 November 19, 20241
September 27, 20216,000 13.78 September 27, 20241
June 14, 202115,000 14.58 June 1, 20243
February 18, 202184,950 12.77 February 18, 20241
February 20, 202095,300 13.72 February 20, 20231
February 21, 201963,000 14.22 February 22, 20221
February 21, 201915,000 14.22 February 22, 20221
November 26, 20182,000 13.82 November 26, 20211
May 29, 20183,000 15.44 May 29, 20211
March 26, 20182,000 14.08 March 26, 20211
February 26, 201877,500 14.49 February 26, 20211
Compensation expense related to restricted stock was $3.8 million, $3.7 million and $3.1 million in 2023, 2022 and 2021, respectively. As of December 31, 2023, there was $4.2 million of unrecognized compensation cost related to unvested restricted stock awards granted.
A summary of the status of First Commonwealth’s unvested service-based restricted stock awards as of December 31 and changes for the years ended on those dates is presented below:
 202320222021
 SharesWeighted
Average
Grant Date
Fair Value
SharesWeighted
Average
Grant Date
Fair Value
SharesWeighted
Average
Grant Date
Fair Value
Outstanding, beginning of the year311,265 $14.48 286,015 $13.82 250,800 $14.13 
Granted106,750 14.32 108,000 15.98 134,515 13.64 
Vested(90,810)13.76 (75,500)14.24 (88,389)14.46 
Forfeited(10,140)14.86 (7,250)13.11 (10,911)13.66 
Outstanding, end of the year317,065 14.62 311,265 14.48 286,015 13.82 
The following provides detail on restricted stock awards estimated to be granted on a performance award basis during 2023, 2022 and 2021. These plans were previously approved by the Board of Directors.
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Grant DateTarget Share AwardPerformance Period (years)Award if threshold metAward if targets are metAward if superior met Award if threshold not achievedVesting After Performance Period (years)Final vesting
February 21, 2019121,900 340 %100 %200 %— %0December 31, 2021
February 20, 2020125,800 340 %100 %200 %— %0December 31, 2022
February 18, 2021143,400 340 %100 %200 %— %0December 31, 2023
February 17, 2022121,200 340 %100 %200 %— %0December 31, 2024
January 23, 2023159,000 340 %100 %200 %— %0December 31, 2025
The following table summarizes the estimated unvested target share awards for the Plans as of December 31:
 202320222021
Outstanding, beginning of the year434,352 391,100 434,180 
Granted162,774 200,503 143,400 
Issued(143,412)(157,251)(158,531)
Forfeited  (27,949)
Outstanding, end of the year453,714 434,352 391,100 
Based on a Monte Carlo simulation, the above grants have the following fair market values per share:
Proportional Fair Value
50%25%25%
February 21, 201914.22 16.62 13.07 
February 20, 202013.72 15.37 12.43 
February 18, 202112.77 16.41 11.45 
February 17, 202216.56 21.08 15.20 
January 23, 202314.06 17.53 12.70 
Note 21—Contingent Liabilities
Legal proceedings
First Commonwealth and its subsidiaries are subject in the normal course of business to various pending and threatened legal proceedings in which claims for monetary damages are asserted. As of December 31, 2023, management, after consultation with legal counsel, does not anticipate that the aggregate ultimate liability arising out of litigation pending or threatened against First Commonwealth or its subsidiaries will be material to First Commonwealth’s consolidated financial position. On at least a quarterly basis, First Commonwealth assesses its liabilities and contingencies in connection with such legal proceedings. For those matters where it is probable that First Commonwealth will incur losses and the amounts of the losses can be reasonably estimated, First Commonwealth records an expense and corresponding liability in its consolidated financial statements. To the extent the pending or threatened litigation could result in exposure in excess of that liability, the amount of such excess is not currently estimable. Although not considered probable, the range of reasonably possible losses for such matters in the aggregate, beyond the existing recorded liability (if any), is between $0 and $1 million. Although First Commonwealth does not believe that the outcome of pending litigation will be material to First Commonwealth’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations and cash flows for a particular reporting period in the future.
Note 22—Revenue Recognition
Substantially all of the Company’s revenue is generated from contracts with customers. Revenue associated with financial instruments, including revenue from loans and securities, certain noninterest income streams such as fees associated with derivatives are not in scope of FASB ASU Topic 606 - "Revenue from Contracts with Customers". Topic 606 is applicable to noninterest revenue streams such as trust income, service charges on deposits, insurance and retail brokerage commissions, card-related interchange income and gain(loss) on sale of OREO. For contracts within the scope of Topic 606, the Company immediately expenses contract acquisition costs when the asset that would have resulted from capitalizing these costs would have been amortized in one year or less.
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Noninterest revenue streams in-scope of Topic 606 are discussed below:
Trust Income
Trust income is primarily comprised of fees earned from the management and administration of trusts and other customer assets. The Company’s performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon a tiered scale of market value of the assets under management at month-end. Payment is generally received a few days after month end through a direct charge to customers’ accounts. The Company does not earn performance-based incentives. Optional services such as financial planning or tax return preparation services are also available to trust customers. The Company’s performance obligation for these transactional-based services is generally satisfied and related revenue recognized, at a point in time. Payment is received shortly after services are rendered.
Service Charges on Deposit Accounts
Service charges on deposit accounts consist of fees earned from its deposit customers for transaction-based, account maintenance, overdraft services and account analysis fees. Transaction-based fees, which include services such as ATM use fees, stop payment fees, statement rendering and ACH fees, are recognized at the time the transaction is executed which is the point in time the Company fulfills the customer’s request. Monthly account maintenance fees are earned over the course of the month, representing the period over which the Company satisfies the performance obligation. Overdraft fees are recognized at the point in time that the overdraft occurs. The Company’s performance obligation for account analysis fees is generally satisfied, and the related revenue recognized, during the month the service is provided. Payment for service charges on deposit accounts is primarily received immediately or in the following month through a direct charge to customers’ accounts.
Insurance and Retail Brokerage Commissions
Insurance income primarily consists of commissions received from execution of personal, business and health insurance policies when acting as an agent on behalf of insurance carriers. The Company’s performance obligation is generally satisfied upon the issuance of the insurance policy. Because the Company’s contracts with the insurance carriers are generally cancellable by either party, with minimal notice, insurance commissions are recognized during the policy period as received. Also, the majority of insurance commissions are received on a monthly basis during the policy period, however some carriers pay the full annual commission to First Commonwealth at the time of policy issuance or renewal. In these cases, First Commonwealth would be required to refund any commissions it would not be entitled to as a result of cancelled or terminated policies. The Company has established a refund liability for the remaining term of the policies expected to be cancelled. The Company also receives incentive-based contingency fees from the insurance carriers. Contingency fee revenue, which totals approximately $0.5 million per year, is recognized as received due to the immaterial amount.
Retail brokerage income primarily consists of commissions received on annuity and investment product sales through a third-party service provider. The Company’s performance obligation is generally satisfied upon the issuance of the annuity policy or the execution of an investment transaction. The Company does not earn a significant amount of trailer fees on annuity sales. However, after considering the factors impacting these trailer fees, such as the uncertainty of investor behavior and changes in the market value of assets, First Commonwealth determined that it would recognize trailing fees as received because it could not reasonably estimate an amount of future trailing commissions for which collection is probable. Commissions from the third-party service provider are received on a monthly basis based upon customer activity for the month. The fees are recognized monthly with a receivable until commissions are received from the third-party service provider the following month. Because the Company acts as an agent in arranging the relationship between the customer and the third-party service provider and does not control the services rendered to the customers, retail brokerage fees are presented net of related costs, including $4.2 million and $4.0 million, respectively, in commission expense as of December 31, 2023 and 2022.
Card-Related Interchange Income
Card-related interchange income is primarily comprised of debit and credit card income, ATM fees and merchant services income. Debit and credit card income is primarily comprised of interchange fees earned whenever the Company’s debit and credit cards are processed through card payment networks such as MasterCard. ATM fees are primarily generated when a Company cardholder uses a non-Company ATM or a non-Company cardholder uses a Company ATM. Merchant services income mainly represents fees charged to merchants to process their debit and credit card transactions, in addition to account management fees. Card-related interchange income is recognized at the point in time as the customer transactions are settled.
Other Income
Other income includes service revenue from processing wire transfers, bill pay service, cashier’s checks, and other services. The Company’s performance obligation for these services are largely satisfied, and related revenue recognized, when the services are rendered or upon completion. Payment is typically received immediately or in the following month.
119

Gains(losses) on sales of OREO
First Commonwealth records a gain or loss from the sale of OREO when control of the property transfers to the buyer, which generally occurs at the time of an executed deed. When First Commonwealth finances the sale of OREO to the buyer, an assessment of whether the buyer is committed to perform their obligations under the contract is completed along with an evaluation of whether collectability of the transaction price is probable. Once these criteria are met, the OREO asset is derecognized and the gain or loss on sale is recorded upon transfer of control of the property to the buyer. In determining the gain or loss on the sale, First Commonwealth adjusts the transaction price and related gain(loss) on sale if a significant financing component is present.
The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of Topic 606 for the year ended December 31:
 202320222021
 (dollars in thousands)
Noninterest Income
In-scope of Topic 606:
Trust income$10,516 $10,518 $11,111 
Service charges on deposit accounts21,437 19,641 17,984 
Insurance and retail brokerage commissions9,628 8,857 8,502 
Card-related interchange income28,640 27,603 27,954 
Gain on sale of other loans and assets331 455 753 
Other income4,323 4,036 4,184 
Noninterest Income (in-scope of Topic 606)74,875 71,110 70,488 
Noninterest Income (out-of-scope of Topic 606)21,734 27,598 36,269 
Total Noninterest Income$96,609 $98,708 $106,757 
Note 23—Related Party Transactions
Some of First Commonwealth’s directors, executive officers, principal shareholders and their related interests had transactions with the subsidiary bank in the ordinary course of business. All deposit and loan transactions were made on substantially the same terms, such as collateral and interest rates, as those prevailing at the time for comparable transactions. In the opinion of management, these transactions do not involve more than the normal risk of collectability nor do they present other unfavorable features. It is anticipated that similar transactions will be entered into in the future.
The following is an analysis of loans to related parties (dollars in thousands):
December 31, 2022$19,308 
Advances10,826 
Repayments(1,249)
Other17 
December 31, 2023$28,902 
Note 24—Regulatory Restrictions and Capital Adequacy
The amount of funds available to the parent from its subsidiary bank is limited by restrictions imposed on all depository institutions by banking regulation that restricts and limits the payment of dividends and the ability of depository institutions to engage in transactions, including lending transactions and asset purchases, with affiliates.
First Commonwealth and First Commonwealth Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators which, if undertaken, could have a direct material effect on First Commonwealth’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, First Commonwealth and First Commonwealth Bank must meet specific capital guidelines that involve quantitative measures of First Commonwealth’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. First Commonwealth’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weighting and other factors.
120

Effective January 1, 2015, First Commonwealth became subject to regulatory risk-based capital rules adopted by the federal banking agencies implementing Basel III. The capital rules require First Commonwealth to maintain the following minimum capital levels:
a minimum Tier I capital to risk-weighted assets of at least 6.0%, plus a capital conservation buffer of 2.5%, resulting in a required minimum ratio of 8.5%
a minimum Common Equity Tier 1 to risk weighted assets of at least 4.5%, plus the capital conservation buffer of 2.5%, resulting in a required minimum ratio of 7%.
a minimum Total Capital to risk weighted assets of at least 8.0%, plus the 2.5% capital conservation buffer, resulting in a required minimum of 10.5%
a minimum Leverage ratio, which is Tier 1 capital to adjusted average assets, of 4.0%
The capital conservation buffer may only include capital that qualifies as Common Equity Tier 1.
The Basel III Rules also permit banking organizations with less than $15.0 billion in assets to retain, through a one-time election, the exclusion of accumulated other comprehensive income from regulatory capital. The Company elected to retain this treatment, which reduces the volatility of regulatory capital levels.
In 2018, First Commonwealth Bank, the Company's banking subsidiary, issued $100 million in subordinated debt, which under regulatory rules qualifies as Tier II capital. As of December 31, 2023, this subordinated debt issuance increased the total risk-based capital ratio by 94 basis points.
In March 2020, regulators issued interim financial rule (“IFR”) “Regulatory Capital Rule: Revised Transition of the Current Expected Losses Methodology for Allowances” in response to the disrupted economic activity from the pandemic. The IFR provides financial institutions that adopt CECL during 2020 with the option to delay for two years the estimated impact of CECL on regulatory capital, followed by a three-year transition period to phase out the aggregate amount of the capital benefit provided by the initial two-year delay (“five-year transition”). The Company adopted CECL effective January 1, 2020 and elected to implement the five-year transition. Regulatory capital levels without the capital benefit at December 31, 2023 for both First Commonwealth and First Commonwealth Bank would have continued to be greater than the amounts needed to be considered “well capitalized”, as the transition provided a capital benefit of approximately 11 to 12 basis points.
As of December 31, 2023 and 2022, First Commonwealth and First Commonwealth Bank met all capital adequacy requirements to which they are subject and were considered well-capitalized under the regulatory rules. To be considered well capitalized, the Company must maintain minimum Total risk-based capital, Tier I risk-based capital, Tier I leverage ratio and Common equity tier I risk-based capital as set for in the tables below:
 ActualMinimum Capital Required Required to be Considered Well
Capitalized
 Capital
Amount
RatioCapital
Amount
RatioCapital
Amount
Ratio
 (dollars in thousands)
As of December 31, 2023
Total Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,314,021 13.93 %$990,508 10.50 %$943,341 10.00 %
First Commonwealth Bank1,222,182 13.01 986,558 10.50 939,579 10.00 
Tier I Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,122,814 11.90 %$801,840 8.50 %$754,673 8.00 %
First Commonwealth Bank1,030,975 10.97 798,642 8.50 751,663 8.00 
Tier I Capital to Average Assets
First Commonwealth Financial Corporation$1,122,814 10.04 %$447,542 4.00 %$559,427 5.00 %
First Commonwealth Bank1,030,975 9.24 446,530 4.00 558,163 5.00 
Common Equity Tier I to Risk Weighted Assets
First Commonwealth Financial Corporation$1,052,814 11.16 %$660,339 7.00 %$613,172 6.50 %
First Commonwealth Bank1,030,975 10.97 657,705 7.00 610,727 6.50 
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 ActualMinimum Capital RequiredRequired to be Considered Well
Capitalized
 Capital
Amount
RatioCapital
Amount
RatioCapital
Amount
Ratio
 (dollars in thousands)
As of December 31, 2022
Total Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$1,160,053 14.36 %$848,288 10.50 %$807,893 10.00 %
First Commonwealth Bank1,100,529 13.65 846,593 10.50 806,279 10.00 
Tier I Capital to Risk Weighted Assets
First Commonwealth Financial Corporation$966,072 11.96 %$686,709 8.50 %$646,314 8.00 %
First Commonwealth Bank906,548 11.24 685,337 8.50 645,023 8.00 
Tier I Capital to Average Assets
First Commonwealth Financial Corporation$966,072 10.18 %$379,527 4.00 %$474,408 5.00 %
First Commonwealth Bank906,548 9.58 378,578 4.00 473,223 5.00 
Common Equity Tier I to Risk Weighted Assets
First Commonwealth Financial Corporation$896,072 11.09 %$565,525 7.00 %$525,131 6.50 %
First Commonwealth Bank906,548 11.24 564,395 7.00 524,081 6.50 
Note 25—Capital
At December 31, 2023, shareholders’ equity was $1.3 billion, an increase of $262.2 million from December 31, 2022. The increase was due to $141.4 million in common stock issued in connection with the Centric acquisition, $157.1 million in net income and a $25.9 million increase in the fair value of available for sale securities. This was partially offset by $50.8 million of dividends paid to shareholders and $15.1 million of common stock repurchases. Cash dividends declared per common share were $0.495, $0.475 and $0.455 for the years ended December 31, 2023, 2022 and 2021, respectively.
In October 2021, the Board of Directors authorized a $25.0 million share repurchase program of the Company's common stock. On April 24, 2023, the Board of Directors authorized a $25.0 million increase in the share repurchase program. As of December 31, 2023, 2,491,577 shares at an average price of $13.08 have been repurchased. First Commonwealth may suspend or discontinue the program at any time.
122

Note 26—Condensed Financial Information of First Commonwealth Financial Corporation (parent company only)
Statements of Financial ConditionDecember 31,
 20232022
 (dollars in thousands)
Assets
Cash$60,123 $37,695 
Loans5 8 
Investment in subsidiaries1,292,666 1,061,285 
Investment in unconsolidated subsidiary trusts2,207 2,200 
Investment in jointly-owned company483 394 
Premises and equipment, net2,837 3,098 
Receivable from subsidiaries1  
Dividends receivable from subsidiaries8,769 5,428 
Other assets35,005 21,345 
Total assets$1,402,096 $1,131,453 
Liabilities and Shareholders’ Equity
Accrued expenses and other liabilities$9,014 $7,212 
Subordinated debentures payable78,808 72,167 
Shareholders’ equity1,314,274 1,052,074 
Total liabilities and shareholders’ equity$1,402,096 $1,131,453 
Statements of IncomeFor the years ended December 31,
202320222021
 (dollars in thousands)
Interest and dividends$234 $78 $4 
Dividends from subsidiaries107,683 92,082 72,202 
Interest expense(3,656)(3,245)(3,205)
Other income 112  
Operating expense(6,631)(4,747)(4,721)
Income before taxes and equity in undistributed earnings of subsidiaries97,630 84,280 64,280 
Applicable income tax benefits2,087 1,625 1,646 
Income before equity in undistributed earnings of subsidiaries99,717 85,905 65,926 
Equity in undistributed earnings of subsidiaries57,346 42,276 72,331 
Net income$157,063 $128,181 $138,257 
123

For the years ended December 31,
Statements of Cash Flow202320222021
 (dollars in thousands)
Operating Activities
Net income$157,063 $128,181 $138,257 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization320 335 369 
Net gains (losses) on sales of assets (113)228 
Decrease (increase) in prepaid income taxes(20,307) 317 
Undistributed equity in subsidiaries(57,346)(42,276)(72,330)
Other net7,151  (14,830)
Net cash provided by operating activities86,881 86,127 52,011 
Investing Activities
Net change in loans2 2 2 
Purchases of premises and equipment(23)(152)(101)
Investment in subsidiaries1,120   
Investment in jointly-owned companies(18)  
Net cash provided by (used in) investing activities1,081 (150)(99)
Financing Activities
Dividends paid(50,814)(44,578)(43,611)
Proceeds from reissuance of treasury stock245 245 222 
Purchase of treasury stock(14,965)(15,598)(31,301)
Net cash used in financing activities(65,534)(59,931)(74,690)
Net increase (decrease) in cash22,428 26,046 (22,778)
Cash at beginning of year37,695 11,649 34,427 
Cash at end of year$60,123 $37,695 $11,649 
Cash dividends declared per common share were $0.495 for 2023, $0.475 in 2022 and $0.455 in 2021.
First Commonwealth Financial Corporation has an unsecured $20.0 million line of credit with another financial institution. As of December 31, 2023, there are no amounts outstanding on this line and we are in compliance with all debt covenants related to the line of credit.

124

Report of Independent Registered Public Accounting Firm


To the Shareholders and the Board of Directors of First Commonwealth Financial Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial condition of First Commonwealth Financial Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, changes in shareholders' equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 28, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Allowance for Credit Losses (ACL)
Description of the Matter
First Commonwealth’s loan and lease portfolio totaled $9.0 billion as of December 31, 2023 and the associated Allowance for Credit Losses (ACL) was $117.7 million. As discussed in Notes 1 and 9 of the financial statements, the ACL represents management’s current estimate of lifetime credit losses inherent in the loan portfolio at the balance sheet date. The ACL is calculated by pooling loans of similar risk characteristics and applying a discounted cash flow methodology after incorporating probability of default and loss given default estimates. Inputs impacting the expected losses include a forecast of macroeconomic factors, using a weighted forecast from a nationally recognized firm. The ACL also includes qualitative factors related to loan portfolio risks not reflected in the calculated model, including lending practices, ability and experience of the credit staff, the overall lending environment and external factors such as the regulatory environment and competition.

Auditing management’s ACL estimate and related provision for credit losses was complex due to the discounted cash flow model and related inputs used to compute the reserve and involves a high degree of subjectivity due to the judgment required in evaluating management’s determination of the qualitative factors described above.

125

How We Addressed the Matter in Our Audit
We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over the ACL process, including controls over the appropriateness of the ACL methodology, the expected loss models, the reliability and accuracy of data used in developing the ACL estimate, and management’s review and approval process over the forecast, qualitative adjustments and overall ACL results.

We tested management’s expected loss models including evaluating the conceptual soundness of model methodology, assessing model performance and governance, testing key model assumptions, including the reasonable and supportable forecast, and independently recalculating model output with the assistance of EY specialists. We also verified the underlying economic forecast data used to estimate the quantitative reserve was complete and accurate.

To test the qualitative factor adjustments, among other procedures, we assessed management’s methodology and considered whether relevant risks were reflected in the models and whether adjustments to the model output were appropriate. We tested the completeness, accuracy, and relevance of the underlying data used to estimate the qualitative adjustments. We evaluated whether qualitative adjustments were reasonable based on changes in economic conditions and the loan portfolio. We also assessed whether qualitative adjustments were consistent with publicly available information (e.g. macroeconomic data). Further, we performed an independent search for the existence of new or contrary information relating to risks impacting the qualitative factor adjustments to validate that management’s considerations are appropriate. Additionally, we evaluated whether the overall ACL, inclusive of qualitative factor adjustments, appropriately reflects losses expected in the loan and lease portfolio by comparing to historical losses and peer bank data.

Accounting for Acquisitions
Description of the Matter
During 2023, the Company completed the acquisition of Centric Financial Corporation (Centric) for net consideration of $141.4 million, as disclosed in Note 2 to the Consolidated Financial Statements. The transaction was accounted for using the acquisition method of accounting.

Auditing the Company’s accounting for the acquisition of Centric was complex due to the significant estimation required by management to determine the fair value of the loans acquired of $976.6 million. The Company determined the fair value of the acquired loans by estimating the principal and interest cash flows expected to be collected on the loans and discounting those cash flows at a market rate of interest. The significant estimation was primarily due to the judgement involved in determining the discount rate used to discount the expected cash flows for acquired loans to establish the acquisition date fair value of the loans.

How We Addressed the Matter in Our Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s accounting for the acquisition. Our tests included testing controls over the completeness and accuracy of the data and the estimation process supporting the fair value of loans acquired. We also tested management’s review of factors used in the valuation models.

To test the estimated fair value of the loans acquired, we performed audit procedures that included, among others, evaluating the Company’s valuation methodology, evaluating the factors used by the Company’s valuation specialist, and evaluating the completeness and accuracy of the underlying data supporting the factors and estimates. For example, when evaluating the discount rate, we compared the factors to current industry, market, and economic information in addition to factors used in historical acquisitions. We involved our valuation specialists to assist with the evaluation of the methodology used by the Company and factors included in the fair value estimates




/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2019.    
Pittsburgh, Pennsylvania
February 28, 2024 
126

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of First Commonwealth Financial Corporation
Opinion on Internal Control over Financial Reporting
We have audited First Commonwealth Financial Corporation and subsidiaries internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, First Commonwealth Financial Corporation and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial condition of the Company as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and our report dated February 28, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Assessment of Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP
Pittsburgh, Pennsylvania
February 28, 2024
127

ITEM 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
 
ITEM 9A.    Controls and Procedures
Disclosure Controls and Procedures
We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to provide reasonable assurance that the information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in applicable rules and forms of the Securities and Exchange Commission.
In addition, our management, including our Chief Executive Officer and Chief Financial Officer, also conducted an evaluation of our internal controls over financial reporting to determine whether any changes occurred during the fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. No such changes were identified in connection with this evaluation.
Ernst & Young LLP, Pittsburgh, Pennsylvania, (U.S. PCAOB Auditor Firm I.D.: 42), the independent registered public accounting firm that audited our consolidated financial statements included in this Annual Report on Form 10-K, has issued an audit report on the effectiveness of our internal control over financial reporting as of December 31, 2023. The report, which expresses an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2023, is included at the end of Item 8 under the heading Report of "Independent Registered Public Accounting Firm.”


128

MANAGEMENT’S ASSESSMENT OF INTERNAL CONTROL OVER FINANCIAL REPORTING
First Commonwealth is responsible for the preparation, the integrity, and the fair presentation of the Consolidated Financial Statements included in this annual report. The Consolidated Financial Statements and notes to the financial statements have been prepared in conformity with generally accepted accounting principles and include some amounts based upon management’s best estimates and judgments.
First Commonwealth’s management is responsible for establishing and maintaining effective internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f), that is designed to produce reliable financial statements in conformity with generally accepted accounting principles and includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements. Under the supervision and with the participation of management, including First Commonwealth’s principal executive officer and principal financial officer, First Commonwealth conducted an evaluation of the effectiveness of internal control over financial reporting based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
All internal control systems, no matter how well designed, have inherent limitations, including the possibility that a control can be circumvented and that misstatements due to error or fraud may occur without detection. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Based on First Commonwealth’s evaluation based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), management concluded that internal control over financial reporting was effective as of December 31, 2023. The effectiveness of First Commonwealth’s internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young, LLP, an independent registered public accounting firm, as stated in their audit report which is included herein.

First Commonwealth Financial Corporation
Indiana, Pennsylvania
February 28, 2024
 
/S/    T. Michael Price         /S/    James R. Reske       
T. Michael PriceJames R. Reske
President and Chief Executive OfficerExecutive Vice President, Chief Financial Officer and Treasurer

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ITEM 9B.    Other Information
None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during quarter ended December 31, 2023, as such terms are defined under Item 408(a) of Regulation S-K. Additionally, we did not adopt or terminate a Rule 10b5-1 trading arrangement during the quarter ended December 31, 2023.
ITEM 9C.    Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III

ITEM 10.    Directors, Executive Officers and Corporate Governance
Information called for by this item concerning the identification, business experience and qualifications of First Commonwealth’s directors will be included in First Commonwealth’s definitive Proxy Statement to be filed with the Securities and Exchange Commission in connection with the annual meeting of shareholders to be held April 23, 2024 (the “Proxy Statement”), under the heading “Proposal 1—Election of Directors,” and is incorporated herein by reference.
Information called for by this item concerning First Commonwealth’s compliance with section 16(a) of the Exchange Act will be included in the Proxy Statement under the heading “Section 16(a) Beneficial Ownership Reporting Compliance,” and is incorporated herein by reference.
First Commonwealth has adopted a code of conduct and ethics that applies to all employees of the Company, including executive officers. In addition, First Commonwealth has adopted a code of ethics for the Chief Executive Officer and all senior financial officers of the Company. Both of these codes are filed as exhibits to this Annual Report on Form 10-K and are posted on First Commonwealth’s website at http://www.fcbanking.com. Refer to Item 15 of this Annual Report on Form 10-K for a list of exhibits.
Information called for by this item concerning First Commonwealth’s Audit Committee and the identification of “Audit Committee financial experts” will be included in the Proxy Statement under the heading “Corporate Governance,” and is incorporated herein by reference.
Certain information regarding executive officers is included under the caption “Executive Officers of First Commonwealth Financial Corporation” after Part I, Item 4, of this Report.
 
ITEM 11.    Executive Compensation
Information called for by this item concerning compensation of First Commonwealth’s executive officers and the report of the Compensation and Human Resources Committee will be included in the Proxy Statement under the heading “Executive Compensation,” and is incorporated herein by reference.
Information called for by this item concerning compensation of First Commonwealth’s directors will be included in the Proxy Statement under the heading “Compensation of Directors,” and is incorporated herein by reference.
 
ITEM 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information called for by this item concerning security ownership of certain beneficial owners and security ownership of management will be included in the Proxy Statement under the headings “Stock Ownership of Certain Beneficial Owners” and “Stock Ownership of Directors and Management,” and is incorporated herein by reference. 
The following table provides information related to our existing equity compensation plans as of December 31, 2023:
Plan CategoryNumber of
securities to  be
issued upon
exercise of
outstanding
options, warrants
and rights
Weighted average
exercise price of
outstanding
options, warrants
and rights
Number of
securities
remaining
available for
future issuance
under equity
compensation
plans
Equity compensation plans approved by security holders453,714 N/A1,835,683 
Equity compensation plans not approved by security holdersN/AN/AN/A
Total453,714 N/A1,835,683 
The number of securities to be issued upon exercise of outstanding option, warrants and rights represent the maximum number of shares that may be issued pursuant to outstanding performance units.
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ITEM 13.    Certain Relationships and Related Transactions, and Director Independence
Information called for by this item concerning transactions with related persons and review, approval or ratification of transactions with related persons will be included in the Proxy Statement under the heading “Related Party Transactions,” and is incorporated herein by reference.
Information called for by this item concerning director independence will be included in the Proxy Statement under the heading “Corporate Governance,” and is incorporated herein by reference.

ITEM 14.    Principal Accountant Fees and Services
Information called for by this item concerning fees paid to First Commonwealth’s principal accountant and First Commonwealth’s pre-approval policies and procedures will be included in the Proxy Statement under the heading “Audit Information,” and is incorporated herein by reference.

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PART IV
ITEM 15.    Exhibits, Financial Statements and Schedules

(A)Documents Filed as Part of this Report
(1)     Financial Statements
All financial statements of the registrant as set forth under Item 8 of the Report on Form 10-K.
(2)    Financial Statement Schedules
Schedule
Number
  DescriptionPage
I  Indebtedness to Related PartiesN/A
II  Guarantees of Securities of Other IssuersN/A
(3)Exhibits
Exhibit
Number
  Description  Incorporated by Reference to
3.1  Amended and Restated Articles of Incorporation of First Commonwealth Financial Corporation  Exhibit 3.1 to the quarterly report on Form 10-Q for the quarter ended June 30, 2010
3.2  Amended and Restated By-Laws of First Commonwealth Financial Corporation  Exhibit 3.1 to the current report as Form 8-K filed February 1, 2016
10.1  Amended and Restated Non-Qualified Deferred Compensation Plan (formerly known as the Supplemental Executive Retirement Plan)  Exhibit 10.1 to the current report on Form 8-K filed December 21, 2017
10.2
Amendment No. One to Amended and Restated Non-Qualified Deferred Compensation Plan
Exhibit 10.1 to the quarterly report on Form 10-Q for the quarter ended September 30, 2021
10.3Amendment No. Two to Amended and Restated Non-Qualified Deferred Compensation PlanExhibit 10.2 to the quarterly report on Form 10-Q for the quarter ended September 30, 2021
10.4Amendment No. Three to Amended and Restated Non-Qualified Deferred Compensation PlanExhibit 10.3 to the quarterly report on Form 10-Q for the quarter ended September 30, 2021
10.5  Amended and Restated Employment Agreement dated January 1, 2012 entered into among First Commonwealth Financial Corporation, First Commonwealth Bank and T. Michael Price  Exhibit 10.1 to the current report on Form 8-K filed January 5, 2012
10.6  Change of Control Agreement dated December 30, 2011 entered into between FCFC and T. Michael Price  Exhibit 10.3 to the current report on Form 8-K filed January 5, 2012
10.7  First Commonwealth Financial Corporation Incentive Compensation Plan  Annex I to Proxy Statement filed March 19, 2015 relating to the 2015 Annual Meeting of Shareholders
10.8  2023 Annual Incentive Plan  Exhibit 10.1 to the quarterly report on Form 10-Q for the quarter ended March 31, 2023
10.92021-2023 Long-Term Incentive PlanExhibit 10.2 to the quarterly report on Form 10-Q for the quarter ended March 31, 2021
10.102022-2024 Long-Term Incentive PlanExhibit 10.2 to the quarterly report on Form 10-Q for the quarter ended March 31, 2022
10.112023-2025 Long-Term Incentive PlanExhibit 10.2 to the quarterly report on Form 10-Q for the quarter ended March 31, 2023
10.12  Form of Restricted Stock Agreement for service-based restricted stock  Exhibit 10.3 to the quarterly report on Form 10-Q filed May 8, 2012
10.13 Change of Control Agreement dated December 30, 2011 entered into between FCFC and Leonard V. Lombardi Exhibit 10.13 to the annual report on Form 10-K filed March 5, 2012
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Exhibit
Number
  Description  Incorporated by Reference to
10.14 Change of Control Agreement dated December 30, 2011 entered into between FCFC and Matthew C. Tomb Exhibit 10.14 to the annual report on Form 10-K filed March 5, 2012
10.15Employment Agreement dated April 10, 2014 between First Commonwealth Financial Corporation and James R. ReskeExhibit 10.1 to the current report on Form
8-K filed April 10, 2014
10.16Change of Control Agreement dated April 10, 2014 between First Commonwealth Financial Corporation and James R. ReskeExhibit 10.3 to the current report on Form
8-K filed April 10, 2014
10.17Change of Control Agreement dated November 14, 2019 entered into between FCFC and Norman J. MontgomeryExhibit 10.1 to current report on Form 8-K filed November 19, 2019
10.18Change of Control Agreement dated March 1, 2013 entered into between FCFC and Carrie L. RiggleExhibit 10.4 to the quarterly report on Form 10-Q filed May 8, 2013
10.19Change of Control Agreement dated May 31, 2013 entered into between FCFC and Jane GrebencExhibit 10.2 to the quarterly report on Form 10-Q filed August 7, 2013
10.20Employment Agreement dated May 31, 2013 entered into between FCFC and Jane GrebencExhibit 10.1 to the quarterly report on Form 10-Q filed August 7, 2013
10.21Employment Agreement dated September 19, 2016 entered into between FCFC and Brian KarripExhibit 10.1 to the quarterly report on Form 10-Q filed November 9, 2016
10.22Change of Control Agreement dated September 19, 2016 entered into between FCFC and Brian KarripExhibit 10.2 to the quarterly report on Form 10-Q filed November 9, 2016
Filed herewith
  Filed herewith
  Filed herewith
  Filed herewith
  Filed herewith
  Filed herewith
  Filed herewith
Filed herewith
101.00 
The following materials from First Commonwealth Financial Corporation’s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets at December 31, 2023 and December 31, 2022, (ii) the Consolidated Statements of Income for the years ended December 31, 2023, 2022 and 2021, (iii) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021, (iv) the Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2023, 2022 and 2021, (v) the Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021, and (vi) the Notes to Consolidated Financial Statements.
 Filed herewith
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ITEM 16.    Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Indiana, Pennsylvania.
FIRST COMMONWEALTH FINANCIAL CORPORATION (Registrant)
By: /S/    T. Michael Price        
 T. Michael Price
President and Chief Executive Officer
 Dated: February 28, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been executed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Signature  Capacity Date
/S/    Julie A. Caponi       DirectorFebruary 27, 2024
Julie A. Caponi
/S/    Ray T. Charley          Director February 27, 2024
Ray T. Charley
/S/    Gary R. Claus          Director February 27, 2024
Gary R. Claus
/S/    David S. Dahlmann     Director February 27, 2024
David S. Dahlmann
/S/    Johnston A. Glass          Director February 27, 2024
Johnston A. Glass
/S/    Jon L. Gorney          Director, Chairman February 27, 2024
Jon L. Gorney
/S/ Jane GrebencDirector, Executive Vice President and Chief Revenue OfficerFebruary 27, 2024
Jane Grebenc
/S/    David W. Greenfield  Director February 27, 2024
David W. Greenfield
/S/ Patrica A. HusicDirectorFebruary 27, 2024
Patricia A. Husic
/S/ Bart E. Johnson  Director February 27, 2024
Bart E. Johnson
/S/    Luke A. Latimer    Director February 27, 2024
Luke A. Latimer
/S/ Aradhna M. OliphantDirectorFebruary 27, 2024
Aradhna M. Oliphant
/S/    T. Michael Price          Director, President and Chief Executive Officer (Principal Executive Officer) February 28, 2024
T. Michael Price
/S/    James R. Reske         Executive Vice President, Chief Financial Officer, and Treasurer February 28, 2024
James R. Reske
/S/    Robert J. Ventura  Director February 27, 2024
Robert J. Ventura
/S/ Stephen A. Wolfe  Director February 27, 2024
Stephen A. Wolfe
136