Old National Bancorp Reports Second Quarter 2025 Results and Names New President and COO

Timothy M. Burke, Jr.

EVANSVILLE, Ind., July 22, 2025 (GLOBE NEWSWIRE) —

CEO COMMENTARY:

SECOND QUARTER HIGHLIGHTS²:

¹ Non-GAAP financial measure that management believes is useful in evaluating the financial results of the Company – refer to the Non-GAAP reconciliations contained in this release ² Comparisons are on a linked-quarter basis, unless otherwise noted ³ Includes loans held-for-sale ⁴ Includes the provision for unfunded commitments ⁵ Refers to the initial increase in allowance for credit losses required on acquired non-PCD loans, including unfunded loan commitments, through the provision for credit losses ⁶ Includes a gain associated with freezing benefits of the Bremer pension plan

TIM BURKE TO JOIN OLD NATIONAL AS PRESIDENT AND COO
Timothy M. Burke, Jr. will join Old National Bancorp (“Old National”) on July 22, 2025 as President and Chief Operating Officer, assuming the role previously held by Mark Sander who announced his retirement earlier this year. Mr. Burke most recently served as Executive Vice President of the Central Region and Field Enablement for the Commercial Bank for a large Midwestern super-regional bank, where he was responsible for the full range of commercial banking in 12 Midwestern markets including those in Illinois, Indiana and Michigan.

Mr. Burke’s nearly 30-year banking career has centered on serving clients and communities in the Midwest. His prior leadership experience includes roles as Northeast Ohio Market President for the same regional institution, where he was responsible for driving collaboration across all business lines including Retail, Business Banking, Commercial, Private Banking and Mortgage.

“I’m truly thrilled to join a team that’s so deeply committed to relationship banking and making a real impact on our communities,” said Burke. “Old National’s core values and mission strongly align with my personal values, positioning me well to jump into the role, take care of clients and deliver standout products and services consistently across all of our markets.”

As President and COO, Burke will be responsible for guiding the success of Old National’s Commercial, Community and Wealth segments, and Credit and Marketing teams. He and his family will reside in Evansville, Ind., and he will maintain offices in Evansville and Chicago.

RESULTS OF OPERATIONS²
Old National Bancorp reported second quarter 2025 net income applicable to common shares of $121.4 million, or $0.34 per diluted common share.

Included in second quarter results were $75.6 million of pre-tax CECL Day 1 non-PCD provision expense related to the allowance for credit losses established on acquired non-PCD loans (including unfunded loan commitments), pre-tax charges of $41.2 million for merger-related expenses, and a $21.0 million pre-tax gain associated with freezing benefits of the Bremer pension plan. Excluding these items and realized debt securities losses from the current quarter, adjusted net income¹ was $190.9 million, or $0.53 per diluted common share.

DEPOSITS AND FUNDING
Growth in core deposits driven by Bremer including public fund and business checking increases partly offset by normal seasonal outflows of retail deposits.

• Period-end total deposits were $54.4 billion, up $13.3 billion; core deposits up $11.6 billion; includes $11.5 billion of period-end core deposits assumed in the Bremer transaction.
  • Period-end core deposits up 0.8% annualized excluding Bremer.
• On average, total deposits for the second quarter were $49.8 billion, up $9.3 billion.
• Granular low-cost deposit franchise; total deposit costs of 193 bps, up 2 bps.
• A loan to deposit ratio of 88%, combined with existing funding sources, provides strong liquidity.

LOANS
Loan growth driven by Bremer and strong commercial loan production; pipeline increasing.

• Period-end total loans³ were $48.0 billion, up $11.5 billion; includes $11.2 billion of period end loans acquired in the Bremer transaction.
  • Excluding loans³ acquired in the Bremer transaction, period-end total loans were up 3.7% annualized.
• Commercial loans, excluding Bremer, grew 4.6% annualized
  • Total commercial loan production in the second quarter was $2.3 billion; period-end commercial pipeline totaled $4.8 billion, up approximately 40%.
• Average total loans in the second quarter were $44.1 billion, an increase of $7.8 billion.

CREDIT QUALITY
Resilient credit quality continues to be a hallmark of Old National.

• Provision⁴ expense was $106.8 million; $31.2 million excluding $75.6 million of CECL Day 1 non-PCD provision expense⁵ related to the allowance for credit losses established on acquired non-PCD loans (including unfunded loan commitments) in the Bremer transaction, consistent with the prior quarter.
• Net charge-offs were $26.5 million, or 24 bps of average loans, consistent with the prior quarter.
  • Excluding PCD loans that had an allowance for credit losses established at acquisition, net charge-offs to average loans were 21 bps.
• 30+ day delinquencies as a percentage of loans were 0.30% compared to 0.22%.
• Nonaccrual loans as a percentage of total loans were 1.24% compared to 1.29%.
• The allowance for credit losses, including the allowance for credit losses on unfunded loan commitments, stood at $594.7 million, or 1.24% of total loans, compared to $424.0 million, or 1.16% of total loans, reflecting $75.6 million of CECL Day 1 non-PCD provision expense⁵ related to acquired non-PCD loans (including unfunded loan commitments) and $90.4 million of allowance related to acquired PCD loans.

NET INTEREST INCOME AND MARGIN
Higher reflective of larger balance sheet and higher asset yields.

• Net interest income on a fully taxable equivalent basis¹ increased to $521.9 million compared to $393.0 million, driven by Bremer, loan growth, higher asset yields and more days in the quarter, partly offset by higher funding costs.
• Net interest margin on a fully taxable equivalent basis¹ increased 26 bps to 3.53%.
• Cost of total deposits was 1.93%, increasing 2 bps and the cost of total interest-bearing deposits increased 6 bps to 2.52%.

NONINTEREST INCOME
Increase driven by Bremer and organic growth of fee-based businesses.

• Total noninterest income was $132.5 million, $111.6 million excluding a $21.0 million pre-tax gain associated with the freezing of benefits of the Bremer pension plan, compared to $93.8 million.
• Excluding the pension plan gain and realized debt securities losses, noninterest income was up 18.8% driven by Bremer revenue as well as higher wealth fees, mortgage fees, and capital markets revenue.

NONINTEREST EXPENSE
Higher reflective of Bremer, disciplined expense management drives efficiency ratio lower.

• Noninterest expense was $384.8 million and included $41.2 million of merger-related charges.
• Excluding merger-related charges, adjusted noninterest expense¹ was $343.6 million, compared to $262.6 million, driven primarily by elevated operating costs and additional intangibles amortization, both related to the Bremer transaction.
• The efficiency ratio¹ was 55.8%, while the adjusted efficiency ratio¹ was 50.2% compared to 53.7% and 51.8%, respectively.

INCOME TAXES

• Income tax expense was $30.3 million, resulting in an effective tax rate of 19.5% compared to 20.3%. On an adjusted fully taxable equivalent (“FTE”) basis, the effective tax rate was 24.6% compared to 22.5%.
  • The effective tax rate for the second quarter of 2025 was impacted by the Bremer transaction and the first quarter of 2025 was impacted by a $1.2 million benefit for the vesting of employee stock compensation.
• Income tax expense included $5.8 million of tax credit benefit compared to $5.3 million.

CAPITAL
Capital ratios remain strong.

• Preliminary total risk-based capital down 109 bps to 12.59% and preliminary regulatory Tier 1 capital down 103 bps to 11.20%, as strong retained earnings were more than offset by the Bremer transaction and loan growth.
• Tangible common equity to tangible assets was 7.26%, down 6.4%.

CONFERENCE CALL AND WEBCAST
Old National will host a conference call and live webcast at 9:00 a.m. Central Time on Tuesday, July 22, 2025, to review second quarter financial results. The live audio webcast link and corresponding presentation slides will be available on the Company’s Investor Relations website at oldnational.com and will be archived there for 12 months. To listen to the live conference call, dial U.S. (800) 715-9871 or International (646) 307-1963, access code 9394540. A replay of the call will also be available from approximately noon Central Time on July 22, 2025 through August 5, 2025. To access the replay, dial U.S. (800) 770-2030 or International (647) 362-9199; Access code 9394540.

ABOUT OLD NATIONAL
Old National Bancorp (NASDAQ: ONB) is the holding company of Old National Bank. As the fifth largest commercial bank headquartered in the Midwest, Old National proudly serves clients primarily in the Midwest and Southeast. With approximately $71 billion of assets and $38 billion of assets under management, Old National ranks among the top 25 banking companies headquartered in the United States. Tracing our roots to 1834, Old National focuses on building long-term, highly valued partnerships with clients while also strengthening and supporting the communities we serve. In addition to providing extensive services in consumer and commercial banking, Old National offers comprehensive wealth management and capital markets services. For more information and financial data, please visit Investor Relations at oldnational.com. In 2025, Points of Light named Old National one of “The Civic 50” – an honor reserved for the 50 most community-minded companies in the United States.

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

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

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

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

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

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

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

FORWARD-LOOKING STATEMENTS
This earnings release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), Section 27A of the Securities Act of 1933 and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934 and Rule 3b-6 promulgated thereunder, notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the Securities and Exchange Commission (“SEC”), in press releases, and in oral and written statements made by us that are not statements of historical fact and constitute forward‐looking statements within the meaning of the Act. These statements include, but are not limited to, descriptions of Old National’s financial condition, results of operations, asset and credit quality trends, profitability and business plans or opportunities. Forward-looking statements can be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “guidance,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “should,” “would,” and “will,” and other words of similar meaning. These forward-looking statements express management’s current expectations or forecasts of future events and, by their nature, are subject to risks and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those in such statements, including, but not limited to: competition; government legislation, regulations and policies, including trade and tariff policies; the ability of Old National to execute its business plan; unanticipated changes in our liquidity position, including but not limited to changes in our access to sources of liquidity and capital to address our liquidity needs; changes in economic conditions and economic and business uncertainty which could materially impact credit quality trends and the ability to generate loans and gather deposits; inflation and governmental responses to inflation, including increasing interest rates; market, economic, operational, liquidity, credit, and interest rate risks associated with our business; our ability to successfully manage our credit risk and the sufficiency of our allowance for credit losses; the expected cost savings, synergies and other financial benefits from the merger (the “Merger”) between Old National and Bremer not being realized within the expected time frames and costs or difficulties relating to integration matters being greater than expected; potential adverse reactions or changes to business or employee relationships, including those resulting from the completion of the Merger; the impact of purchase accounting with respect to the Merger, or any change in the assumptions used regarding the assets acquired and liabilities assumed to determine their fair value and credit marks; the potential impact of future business combinations on our performance and financial condition, including our ability to successfully integrate the businesses, the success of revenue-generating and cost reduction initiatives and the diversion of management’s attention from ongoing business operations and opportunities; failure or circumvention of our internal controls; operational risks or risk management failures by us or critical third parties, including without limitation with respect to data processing, information systems, cybersecurity, technological changes, vendor issues, business interruption, and fraud risks; significant changes in accounting, tax or regulatory practices or requirements; new legal obligations or liabilities; disruptive technologies in payment systems and other services traditionally provided by banks; failure or disruption of our information systems; computer hacking and other cybersecurity threats; the effects of climate change on Old National and its customers, borrowers, or service providers; the impacts of pandemics, epidemics and other infectious disease outbreaks; other matters discussed in this earnings release; and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2024 and other filings with the SEC. These forward-looking statements are based on assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect. Old National does not undertake an obligation to update these forward-looking statements to reflect events or conditions after the date of this earnings release. You are advised to consult further disclosures we may make on related subjects in our filings with the SEC.