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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

ý			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

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)

Pennsylvania									25-1428528
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)
601 Philadelphia Street
Indiana			PA						15701
(Address of principal executive offices)									(Zip Code)

724-349-7220

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $1.00 par value			FCF			New York Stock Exchange

Indicate by a 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 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, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  x    Accelerated filer  ¨    Smaller reporting company ☐ Emerging growth company  ☐

Non-accelerated filer  ¨ (Do not check if a smaller reporting 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No x

The number of shares outstanding of issuer’s common stock, $1.00 par value, as of August 7, 2024, was 102,363,222.

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Table of Contents

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

FORM 10-Q

INDEX

 

						PAGE
PART I.			Financial Information
ITEM 1.			Financial Statements and Supplementary Data
			Included in Part I of this report:
			First Commonwealth Financial Corporation and Subsidiaries
			Consolidated Statements of Financial Condition (Unaudited)			3
			Consolidated Statements of Income (Unaudited)			4
			Consolidated Statements of Comprehensive Income (Unaudited)			6
			Consolidated Statements of Changes in Shareholders’ Equity (Unaudited)			7
			Consolidated Statements of Cash Flows (Unaudited)			9
			Notes to the Unaudited Consolidated Financial Statements			10
ITEM 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			61
ITEM 3.			Quantitative and Qualitative Disclosures About Market Risk			86
ITEM 4.			Controls and Procedures			86
PART II.			Other Information
ITEM 1.			Legal Proceedings			87
ITEM 1A.			Risk Factors			87
ITEM 2.			Unregistered Sales of Equity Securities and Use of Proceeds			87
ITEM 3.			Defaults Upon Senior Securities			87
ITEM 4.			Mine Safety Disclosures			87
ITEM 5.			Other Information			87
ITEM 6.			Exhibits			88
			Signatures			89

2

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited)

			June 30, 2024						December 31, 2023
			(dollars in thousands, except share data)
Assets
Cash and due from banks			$	109,907					$	125,436
Interest-bearing bank deposits			78,386						21,557
Securities available for sale, at fair value			1,071,161						1,020,986
Equity securities, at fair value			5,558						—
Securities held to maturity, at amortized cost (Fair value of $381,965 and $350,595 at June 30, 2024 and December 31, 2023, respectively)			453,820						419,009
Other investments			24,435						50,871
Loans held for sale			50,769						29,820
Loans and leases:
Portfolio loans and leases			8,994,890						8,968,761
Allowance for credit losses			(123,654)						(117,718)
Net loans and leases			8,871,236						8,851,043
Premises and equipment, net			119,008						121,015
Other real estate owned			484						422
Goodwill			363,715						363,715
Amortizing intangibles, net			21,139						22,820
Bank owned life insurance			227,654						228,479
Other assets			229,601						204,315
Total assets			$	11,626,873					$	11,459,488
Liabilities
Deposits (all domestic):
Noninterest-bearing			$	2,304,830					$	2,388,533
Interest-bearing			7,104,091						6,803,776
Total deposits			9,408,921						9,192,309
Short-term borrowings			537,613						597,835
Subordinated debentures			128,226						177,741
Other long-term debt			3,742						4,122
Capital lease obligation			4,613						4,894
Total long-term debt			136,581						186,757
Other liabilities			181,253						168,313
Total liabilities			10,264,368						10,145,214
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 shares issued at both June 30, 2024 and December 31, 2023, respectively, and 102,297,847 and 102,114,664 shares outstanding at June 30, 2024 and December 31, 2023, respectively			123,603						123,603
Additional paid-in capital			630,910						630,154
Retained earnings			929,686						881,112
Accumulated other comprehensive loss, net			(113,416)						(111,756)
Treasury stock (21,305,533 and 21,488,716 shares at June 30, 2024 and December 31, 2023, respectively)			(208,278)						(208,839)
Total shareholders’ equity			1,362,505						1,314,274
Total liabilities and shareholders’ equity			$	11,626,873					$	11,459,488

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

			For the Three Months Ended												For the Six Months Ended
			June 30,												June 30,
			2024						2023						2024						2023
			(dollars in thousands, except share data)
Interest Income
Interest and fees on loans and leases			$	135,674					$	120,694					$	268,434					$	228,362
Interest and dividends on investments:
Taxable interest			11,558						5,634						21,975						11,423
Interest exempt from federal income taxes			107						114						215						231
Dividends			450						782						1,054						1,287
Interest on bank deposits			2,893						4,043						4,466						4,553
Total interest income			150,682						131,267						296,144						245,856
Interest Expense
Interest on deposits			47,004						25,901						90,724						41,419
Interest on short-term borrowings			6,339						5,193						13,104						7,594
Interest on subordinated debentures			2,264						2,254						4,851						4,468
Interest on other long-term debt			36						44						74						89
Interest on lease obligations			47						51						95						104
Total interest expense			55,690						33,443						108,848						53,674
Net Interest Income			94,992						97,824						187,296						192,182
Provision for credit losses			7,827						2,790						12,065						140
Provision for credit losses - acquisition day 1 non-PCD			—						—						—						10,653
Net Interest Income after Provision for Credit Losses			87,165						95,034						175,231						181,389
Noninterest Income
Net securities losses			(5,535)						—						(5,535)						—
Gain on VISA exchange			5,558						—						5,558						—
Trust income			2,821						2,532						5,548						5,018
Service charges on deposit accounts			5,546						5,324						10,929						10,242
Insurance and retail brokerage commissions			2,709						2,314						4,955						4,866
Income from bank owned life insurance			1,371						1,195						2,665						2,422
Gain on sale of mortgage loans			1,671						1,253						2,999						1,905
Gain on sale of other loans and assets			1,408						1,891						3,459						3,977
Card-related interchange income			7,137						7,372						13,827						14,201
Derivatives mark to market			—						81						12						(8)
Swap fee income			—						332						—						577
Other income			2,524						2,229						4,781						4,286
Total noninterest income			25,210						24,523						49,198						47,486
Noninterest Expense
Salaries and employee benefits			37,320						36,735						72,644						70,999
Net occupancy			4,822						4,784						10,156						9,802
Furniture and equipment			4,278						4,284						8,758						8,522
Data processing			3,840						3,763						7,664						7,167
Advertising and promotion			898						1,327						2,217						2,990
Pennsylvania shares tax			1,126						1,173						2,328						2,425
Intangible amortization			1,169						1,282						2,433						2,429
Other professional fees and services			1,286						1,182						2,528						2,773
FDIC insurance			1,286						1,277						2,899						2,694
Loss on sale or write-down of assets			77						6						220						47
Litigation and operational losses			494						894						1,491						1,637
Loss on early redemption of subordinated debt			369						—						369						—
Merger and acquisition related			—						(60)						114						8,481
Other operating			8,833						9,296						17,550						17,358
Total noninterest expense			65,798						65,943						131,371						137,324

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

			For the Three Months Ended												For the Six Months Ended
			June 30,												June 30,
			2024						2023						2024						2023
			(dollars in thousands, except share data)
Income Before Income Taxes			46,577						53,614						93,058						91,551
Income tax provision			9,489						10,833						18,421						18,546
Net Income			$	37,088					$	42,781					$	74,637					$	73,005
Average Shares Outstanding			102,047,224						102,530,052						102,014,236						101,056,432
Average Shares Outstanding Assuming Dilution			102,287,598						102,760,266						102,238,489						101,281,899
Per Share Data: Basic Earnings per Share			$	0.36					$	0.42					$	0.73					$	0.72
Diluted Earnings per Share			$	0.36					$	0.42					$	0.73					$	0.72
Cash Dividends Declared per Common Share			$	0.130					$	0.125					$	0.255					$	0.245

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

 

			For the Three Months Ended												For the Six Months Ended
			June 30,												June 30,
			2024						2023						2024						2023
			(dollars in thousands)
Net Income			$	37,088					$	42,781					$	74,637					$	73,005
Other comprehensive loss, before tax benefit:
Unrealized holding losses on securities arising during the period			(1,919)						(14,116)						(11,794)						(3,761)
Reclassification adjustment for losses on securities included in net income			5,535						—						5,535						—
Unrealized holding (losses) gains on derivatives arising during the period			3,575						(3,581)						4,158						2,225
Total other comprehensive income (loss), before tax (expense) benefit			7,191						(17,697)						(2,101)						(1,536)
Income tax (expense) benefit related to items of other comprehensive income (loss)			(1,510)						3,716						441						677
Total other comprehensive income (loss)			5,681						(13,981)						(1,660)						(859)
Comprehensive Income			$	42,769					$	28,800					$	72,977					$	72,146

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

			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 share and per share data)
Balance at December 31, 2023			102,114,664						$	123,603					$	630,154					$	881,112					$	(111,756)					$	(208,839)											$	1,314,274
Net income																					74,637																								74,637
Other comprehensive loss																											(1,660)																		(1,660)
Cash dividends declared ($0.255 per share)																					(26,063)																								(26,063)
Treasury stock acquired			(155,940)																														(2,072)												(2,072)
Treasury stock reissued			230,051												313						—												2,216												2,529
Restricted stock			109,072						—						443						—												417												860
Balance at June 30, 2024			102,297,847						$	123,603					$	630,910					$	929,686					$	(113,416)					$	(208,278)											$	1,362,505

			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 share and per share data)
Balance at December 31, 2022			93,376,314						$	113,915					$	497,431					$	774,863					$	(137,692)					$	(196,443)											$	1,052,074
Net income																					73,005																								73,005
Other comprehensive loss																											(859)																		(859)
Cash dividends declared ($0.245 per share)																					(25,249)																								(25,249)
Treasury stock acquired			(877,212)																														(10,889)												(10,889)
Treasury stock reissued			163,950												660						—												1,551												2,211
Restricted stock			93,385						—						488						—												283												771
Common stock issuance			9,688,478						9,688						131,667																														141,355
Balance at June 30, 2023			102,444,915						$	123,603					$	630,246					$	822,619					$	(138,551)					$	(205,498)											$	1,232,419

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

			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 share and per share data)
Balance at March 31, 2024			102,303,974						$	123,603					$	630,837					$	905,897					$	(119,097)					$	(208,520)											$	1,332,720
Net income																					37,088																								37,088
Other comprehensive income																											5,681																		5,681
Cash dividends declared ($0.130 per share)																					(13,299)																								(13,299)
Treasury stock acquired			(25,078)																														(315)												(315)
Treasury stock reissued			14,951												59						—												145												204
Restricted stock			4,000						—						14						—												412												426
Balance at June 30, 2024			102,297,847						$	123,603					$	630,910					$	929,686					$	(113,416)					$	(208,278)											$	1,362,505

			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 share and per share data)
Balance at March 31, 2023			103,193,127						$	123,603					$	630,196					$	792,720					$	(124,570)					$	(196,935)											$	1,225,014
Net income																					42,781																								42,781
Other comprehensive loss																											(13,981)																		(13,981)
Cash dividends declared ($0.125 per share)																					(12,882)																								(12,882)
Treasury stock acquired			(768,100)																														(9,157)												(9,157)
Treasury stock reissued			20,538												50						—												195												245
Restricted stock			(650)						—						—						—												399												399
Balance at June 30, 2023			102,444,915						$	123,603					$	630,246					$	822,619					$	(138,551)					$	(205,498)											$	1,232,419

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Table of Contents

ITEM 1. Financial Statements and Supplementary Data (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

			For the Six Months Ended
			June 30,
			2024						2023
Operating Activities			(dollars in thousands)
Net income			$	74,637					$	73,005
Adjustment to reconcile net income to net cash provided by operating activities:
Provision for credit losses			12,065						10,793
Deferred tax expense			3,180						3,535
Depreciation and amortization			2,229						1,895
Net gains on securities and other assets			(6,201)						(5,521)
Net amortization of premiums and discounts on securities			439						725
Loss on early redemption of subordinated debentures			369						—
Income from increase in cash surrender value of bank owned life insurance			(2,583)						(2,386)
Increase in interest receivable			(64)						(91)
Mortgage loans originated for sale			(113,778)						(83,788)
Proceeds from sale of mortgage loans			89,278						80,749
Increase in interest payable			10,396						2,063
Decrease in income taxes payable			(53)						(2,206)
Other-net			(7,576)						7,568
Net cash provided by operating activities			62,338						86,341
Investing Activities
Transactions with securities held to maturity:
Proceeds from maturities and redemptions			20,195						21,154
Purchases			(55,276)						(200)
Transactions with securities available for sale:
Proceeds from sales			69,598						30,686
Proceeds from maturities and redemptions			79,606						48,521
Purchases			(211,341)						(24,555)
Purchases of FHLB stock			(18,707)						(45,719)
Proceeds from the redemption of FHLB stock			45,143						38,397
Proceeds from bank owned life insurance			1,617						2,246
Proceeds from sale of loans			43,046						63,839
Proceeds from sale of other assets			2,905						1,472
Net cash received from business acquisition			—						14,492
Net increase in loans and leases			(67,251)						(274,082)
Purchases of premises and equipment and other assets			(8,395)						(13,219)
Net cash used in investing activities			(98,860)						(136,968)
Financing Activities
Net decrease in other short-term borrowings			(60,222)						(2,590)
Net increase in deposits			216,636						384,365
Repayments of other long-term debt			(380)						(367)
Repayments of capital lease obligation			(281)						(263)
Repayments of subordinated debentures			(50,000)						—
Dividends paid			(26,063)						(25,249)
Proceeds from reissuance of treasury stock			204						245
Purchase of treasury stock			(2,072)						(10,889)
Net cash provided by financing activities			77,822						345,252
Net increase in cash and cash equivalents			41,300						294,625
Cash and cash equivalents at January 1			146,993						154,244
Cash and cash equivalents at June 30			$	188,293					$	448,869

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 Basis of Presentation

The accounting and reporting policies of First Commonwealth Financial Corporation and subsidiaries (“First Commonwealth” or the “Company”) conform with generally accepted accounting principles in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. Actual realized amounts could differ from those estimates. In the opinion of management, the unaudited interim consolidated financial statements include all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of First Commonwealth’s financial position, results of operations, comprehensive income, cash flows and changes in shareholders’ equity as of and for the periods presented. Certain information and Note disclosures normally included in Consolidated Financial Statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC.

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.

The results of operations for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the full year of 2024. These interim financial statements should be read in conjunction with First Commonwealth’s 2023 Annual Report on Form 10-K.

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").

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 banks			14,492
Investment securities			34,302
FHLB stock			7,658
Loans			923,555
Premises and equipment			17,186
Core deposit intangible			16,671
Bank owned life insurance			4,502
Other assets			17,391
Total assets acquired						1,035,757
Fair value of liabilities assumed
Deposits			757,003
Borrowings			179,301
Other liabilities			18,484
Total liabilities assumed						954,788
Total fair value of identifiable net assets						80,969
Goodwill						$	60,387

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 was based on a discounted cash flow methodology applied on a pooled basis for non- purchased credit-deteriorated ("non-PCD") loans and on an individual basis for purchased credit-deteriorated ("PCD") loans. The valuation considered underlying characteristics including loan type, term, rate, payment schedule and credit rating. Other factors included assumptions related to prepayments, the 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 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.

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table provides details related to the fair value of acquired PCD loans as of January 31, 2023.

			Unpaid Principal Balance						PCD Allowance for Credit Loss at Acquisition						(Discount) Premium on Acquired Loans						Fair Value of PCD Loans at Acquisition
			(dollars in thousands)
Commercial, financial, agricultural and other			$	84,095					$	(19,417)					$	117					$	64,795
Time and demand			84,095						(19,417)						117						64,795
Real estate construction			29,947						(287)						(479)						29,181
Construction other			16,978						(227)						(179)						16,572
Construction residential			12,969						(60)						(300)						12,609
Residential real estate			16,564						(527)						(496)						15,541
Residential first lien			13,740						(197)						(264)						13,279
Residential junior lien/home equity			2,824						(330)						(232)						2,262
Commercial real estate			174,002						(6,971)						(6,073)						160,958
Multifamily			13,169						(234)						(1,413)						11,522
Non-owner occupied			97,324						(2,739)						(1,902)						92,683
Owner occupied			63,509						(3,998)						(2,758)						56,753
Loans to individuals			62						(3)						(3)						56
Automobile and recreational vehicles			62						(3)						(3)						56
Total loans and leases			$	304,670					$	(27,205)					$	(6,934)					$	270,531

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 loans						Fair Value of Non-PCD Loans at Acquisition						Day 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 demand			165,878						(5,342)						160,536						3,436
Equipment finance			4						—						4						—
Time and demand other			1,724						(109)						1,615						46
Real estate construction			52,773						(1,126)						51,647						1,638
Construction other			34,801						(971)						33,830						1,146
Construction residential			17,972						(155)						17,817						492
Residential real estate			75,041						(2,593)						72,448						614
Residential first lien			53,612						(1,981)						51,631						437
Residential junior lien/home equity			21,429						(612)						20,817						177
Commercial real estate			378,777						(12,607)						366,170						4,911
Multifamily			45,475						(1,203)						44,272						514
Non-owner occupied			182,793						(5,660)						177,133						2,111
Owner occupied			150,509						(5,744)						144,765						2,286
Loans to individuals			640						(36)						604						8
Automobile and recreational vehicles			449						(25)						424						4
Consumer other			191						(11)						180						4
Total loans and leases			$	674,837					$	(21,813)					$	653,024					$	10,653

Costs related to the acquisition totaled $9.1 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.

13

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 3 Supplemental Comprehensive Income Disclosures

The following table identifies the related tax effects allocated to each component of other comprehensive income (“OCI”) in the unaudited Consolidated Statements of Comprehensive Income. Reclassification adjustments related to securities available for sale are included in the "Net securities gains" line in the unaudited Consolidated Statements of Income.

			For the Six Months Ended June 30,
			2024																		2023
			Pretax Amount						Tax (Expense) Benefit						Net of Tax Amount						Pretax Amount						Tax (Expense) Benefit						Net of Tax Amount
			(dollars in thousands)
Unrealized losses on securities:
Unrealized holding losses on securities arising during the period			$	(11,794)					$	2,476					$	(9,318)					$	(3,761)					$	1,144					$	(2,617)
Reclassification adjustment for losses on securities included in net income			5,535						(1,162)						4,373						—						—						—
Total unrealized losses on securities			(6,259)						1,314						(4,945)						(3,761)						1,144						(2,617)
Unrealized gains on derivatives:
Unrealized holding gains on derivatives arising during the period			4,158						(873)						3,285						2,225						(467)						1,758
Total unrealized gains on derivatives			4,158						(873)						3,285						2,225						(467)						1,758
Total other comprehensive loss			$	(2,101)					$	441					$	(1,660)					$	(1,536)					$	677					$	(859)

			For the Three Months Ended June 30,
			2024																		2023
			Pretax Amount						Tax (Expense) Benefit						Net of Tax Amount						Pretax Amount						Tax (Expense) Benefit						Net of Tax Amount
			(dollars in thousands)
Unrealized gains (losses) on securities:
Unrealized holding losses on securities arising during the period			$	(1,919)					$	402					$	(1,517)					$	(14,116)					$	2,964					$	(11,152)
Reclassification adjustment for losses on securities included in net income			5,535						(1,162)						4,373						—						—						—
Total unrealized gains (losses) on securities			3,616						(760)						2,856						(14,116)						2,964						(11,152)
Unrealized gains (losses) on derivatives:
Unrealized holding gains (losses) on derivatives arising during the period			3,575						(750)						2,825						(3,581)						752						(2,829)
Total unrealized gains (losses) on derivatives			3,575						(750)						2,825						(3,581)						752						(2,829)
Total other comprehensive income (loss)			$	7,191					$	(1,510)					$	5,681					$	(17,697)					$	3,716					$	(13,981)

14

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table details the change in components of OCI for the six months ended June 30:

			2024															2023
			Securities Available for Sale			Post-Retirement Obligation			Derivatives			Accumulated Other Comprehensive Income (Loss)						Securities Available for Sale			Post-Retirement Obligation			Derivatives			Accumulated Other Comprehensive Income (Loss)
			(dollars in thousands)
Balance at December 31			$	(92,340)		$	344		$	(19,760)		$	(111,756)					$	(107,471)		$	268		$	(30,489)		$	(137,692)
Other comprehensive loss before reclassification adjustment			(9,318)			—			3,285			(6,033)						(2,617)			—			1,758			(859)
Amounts reclassified from accumulated other comprehensive (loss) income			4,373			—			—			4,373						—			—			—			—
Net other comprehensive loss during the period			(4,945)			—			3,285			(1,660)						(2,617)			—			1,758			(859)
Balance at June 30			$	(97,285)		$	344		$	(16,475)		$	(113,416)					$	(110,088)		$	268		$	(28,731)		$	(138,551)

The following table details the change in components of OCI for the three months ended June 30:

			2024															2023
			Securities Available for Sale			Post-Retirement Obligation			Derivatives			Accumulated Other Comprehensive Income (Loss)						Securities Available for Sale			Post-Retirement Obligation			Derivatives			Accumulated Other Comprehensive Income (Loss)
			(dollars in thousands)
Balance at March 31			$	(100,141)		$	344		$	(19,300)		$	(119,097)					$	(98,936)		$	268		$	(25,902)		$	(124,570)
Other comprehensive loss before reclassification adjustment			(1,517)			—			2,825			1,308						(11,152)			—			(2,829)			(13,981)
Amounts reclassified from accumulated other comprehensive (loss) income			4,373			—			—			4,373						—			—			—			—
Net other comprehensive income (loss) during the period			2,856			—			2,825			5,681						(11,152)			—			(2,829)			(13,981)
Balance at June 30			$	(97,285)		$	344		$	(16,475)		$	(113,416)					$	(110,088)		$	268		$	(28,731)		$	(138,551)

Note 4 Supplemental Cash Flow Disclosures

The following table presents information related to cash paid during the period for interest and income taxes, as well as detail on non-cash investing and financing activities for the six months ended June 30:

			2024						2023
			(dollars in thousands)
Cash paid during the period for:
Interest			$	98,341					$	52,038
Income taxes			14,946						16,924
Non-cash investing and financing activities:
Loans transferred to other real estate owned and repossessed assets			2,784						1,443
Loans transferred from held to maturity to held for sale			38,207						60,611
Loans transferred from held for sale to held to maturity			(1,296)						(519)
Gross decrease in market value adjustment to securities available for sale			(6,259)						(3,761)
Gross increase in market value adjustment to derivatives			4,158						2,225
Increase in limited partnership investment unfunded commitment			—						3,350
Noncash treasury stock reissuance			2,325						1,966
Net assets acquired through acquisition			—						66,477
Proceeds from death benefit on bank owned life insurance not received			1,790						—

15

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 computations:

			For the Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
Weighted average common shares issued			123,603,380						123,603,380						123,603,380						121,944,027
Average treasury stock shares			(21,304,610)						(20,824,677)						(21,365,195)						(20,659,899)
Average deferred compensation shares			(57,308)						(55,859)						(57,137)						(55,840)
Average unearned non-vested shares			(194,238)						(192,792)						(166,812)						(171,856)
Weighted average common shares and common stock equivalents used to calculate basic earnings per share			102,047,224						102,530,052						102,014,236						101,056,432
Additional common stock equivalents (non-vested stock) used to calculate diluted earnings per share			182,749						173,818						166,628						169,071
Additional common stock equivalents (deferred compensation) used to calculate diluted earnings per share			57,625						56,396						57,625						56,396
Weighted average common shares and common stock equivalents used to calculate diluted earnings per share			102,287,598						102,760,266						102,238,489						101,281,899
Per Share Data:
Basic Earnings per Share			$	0.36					$	0.42					$	0.73					$	0.72
Diluted Earnings per Share			$	0.36					$	0.42					$	0.73					$	0.72

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 six months ended June 30, because to do so would have been antidilutive.

			2024																		2023
									Price Range																		Price Range
			Shares						From						To						Shares						From						To
Restricted Stock			143,589						$	12.39					$	16.43					139,684						$	12.77					$	16.43
Restricted Stock Units			106,488						$	15.05					$	17.09					28,769						$	17.53					$	17.53

Note 6 Commitments and Contingent Liabilities

Commitments and Letters of Credit

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 of 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 the date shown below:

			June 30, 2024						December 31, 2023
			(dollars in thousands)
Financial instruments whose contract amounts represent credit risk:
Commitments to extend credit			$	2,321,372					$	2,517,905
Financial standby letters of credit			14,297						14,300
Performance standby letters of credit			17,407						17,194
Commercial letters of credit			554						555

 

16

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The notional amounts outstanding as of June 30, 2024 include amounts issued in 2024 of $1.9 million in performance standby letters of credit and $0.2 million in financial standby letters of credit. There were no commercial letters of credit issued in 2024. A liability of $0.2 million and $0.1 million has been recorded as of June 30, 2024 and December 31, 2023, respectively, 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 related to these commitments resulted in the recording of a liability of $4.7 million and $7.3 million as of June 30, 2024 and December 31, 2023, respectively. This liability is reflected in "Other liabilities" in the unaudited 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 as well as estimated utilization for each loan category.

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 June 30, 2024, 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.

17

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 7 Investment Securities

Securities Available for Sale

Below is an analysis of the amortized cost and estimated fair values of securities available for sale at:

			June 30, 2024																								December 31, 2023
			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			$	3,322					$	18					$	(201)					$	3,139					$	3,565					$	47					$	(147)					$	3,465
Mortgage-Backed Securities – Commercial			665,954						1,329						(54,947)						612,336						512,979						4,935						(52,521)						465,393
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential			448,484						596						(65,456)						383,624						559,769						3,052						(68,222)						494,599
Other Government-Sponsored Enterprises			1,000						—						(78)						922						1,000						—						(85)						915
Obligations of States and Political Subdivisions			8,965						—						(1,116)						7,849						9,226						3						(1,027)						8,202
Corporate Securities			67,133						476						(4,318)						63,291						51,886						145						(3,619)						48,412
Total Debt Securities Available for Sale			$	1,194,858					$	2,419					$	(126,116)					$	1,071,161					$	1,138,425					$	8,182					$	(125,621)					$	1,020,986

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 39 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.

18

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The amortized cost and estimated fair value of debt securities available for sale at June 30, 2024, by contractual maturity, are shown below.

			Amortized Cost						Estimated Fair Value
			(dollars in thousands)
Due within 1 year			$	490					$	487
Due after 1 but within 5 years			17,568						17,480
Due after 5 but within 10 years			59,040						54,095
Due after 10 years			—						—
			77,098						72,062
Mortgage-Backed Securities (a)			1,117,760						999,099
Total Debt Securities			$	1,194,858					$	1,071,161

(a)  Mortgage-backed and collateralized mortgage securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds. Mortgage-Backed Securities include an amortized cost of $669.3 million and a fair value of $615.5 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $448.5 million and a fair value of $383.6 million for Obligations of U.S. Government-sponsored enterprises issued by Fannie Mae and Freddie Mac.

 

Proceeds from sales, gross gains (losses) realized on sales and maturities related to securities held to maturity and securities available for sale were as follows for the six months ended June 30:

			2024						2023
			(dollars in thousands)
Proceeds from sales			$	69,598					$	30,686
Gross gains (losses) realized:
Sales transactions:
Gross gains			$	—					$	—
Gross losses			(5,535)						—
			(5,535)						—
Maturities
Gross gains			—						—
Gross losses			—						—
			—						—
Net losses			$	(5,535)					$	—

For the six months ended June 30, 2024, proceeds from sales included in above table are a result of management selling $75.1 million in available for sale investment securities yielding 2.17% and reinvesting the proceeds into securities yielding 5.49%.

For the six months ended June 30, 2023, proceeds from sales included in the 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.

Securities available for sale with an estimated fair value of $850.9 million and $386.5 million were pledged as of June 30, 2024 and December 31, 2023, respectively, to secure public deposits and for other purposes required or permitted by law.

Equity Securities

During the second quarter of 2024, Visa commenced an exchange offer for any and all outstanding shares of its Class B-1 common stock for a combination of Visa's Class B-2 common stock, Class C common stock and, where applicable cash in lieu of fractional shares. As part of this exchange, each share of Class B-1 common stock would be exchanged for one half share of the newly issued Class B-2 common stock and Class C common stock would be issued in an amount equivalent to one half of a share of Class B-1 common stock. The Company opted to participate in this exchange offer prior to its expiration and received 13,340 Class B-2 shares and 5,294 Class C shares. The newly issued Class C shares are expected to be sold at market prices by

19

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Visa during the third quarter of 2024. As of June 30, 2024, the Class C shares are held at fair value and resulted in a gain of $5.6 million. The Class B-2 shares will continue to be carried by the company with a zero basis.

The unrealized gains and losses recognized related to equity securities still held at each reporting date is as follows:

			For the Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
			(dollars in thousands)
Net gains and losses recognized during the period on equity securities			$	5,558					$	—					$	5,558					$	—
Less: Net gains and losses recognized during the period on equity securities sold during the period			—						—						—						—
Unrealized gains and losses recognized during the reporting period on equity securities still held at the reporting date			$	5,558					$	—					$	5,558					$	—

Securities Held to Maturity

Below is an analysis of the amortized cost and fair values of debt securities held to maturity at:

			June 30, 2024																								December 31, 2023
			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			$	1,622					$	—					$	(216)					$	1,406					$	1,781					$	—					$	(175)					$	1,606
Mortgage-Backed Securities- Commercial			120,525						—						(15,269)						105,256						69,502						—						(14,435)						55,067
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential			281,562						—						(49,420)						232,142						296,432						—						(47,148)						249,284
Mortgage-Backed Securities – Commercial			861						—						(6)						855						2,190						—						(30)						2,160
Other Government-Sponsored Enterprises			22,704						—						(4,340)						18,364						22,543						—						(4,178)						18,365
Obligations of States and Political Subdivisions			25,546						—						(2,573)						22,973						25,561						—						(2,412)						23,149
Debt Securities Issued by Foreign Governments			1,000						—						(31)						969						1,000						—						(36)						964
Total Securities Held to Maturity			$	453,820					$	—					$	(71,855)					$	381,965					$	419,009					$	—					$	(68,414)					$	350,595

20

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The amortized cost and estimated fair value of debt securities held to maturity at June 30, 2024, 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					$	652
Due after 1 but within 5 years			13,371						12,594
Due after 5 but within 10 years			34,656						28,616
Due after 10 years			563						444
			49,250						42,306
Mortgage-Backed Securities (a)			404,570						339,659
Total Debt Securities			$	453,820					$	381,965

(a)Mortgage-backed and collateralized mortgage securities, which have prepayment provisions, are not assigned to maturity categories due to fluctuations in their prepayment speeds. Mortgage-Backed Securities include an amortized cost of $122.1 million and a fair value of $106.7 million for Obligations of U.S. Government agencies issued by Ginnie Mae and an amortized cost of $282.4 million and a fair value of $233.0 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 $374.6 million and $98.1 million were pledged as of June 30, 2024 and December 31, 2023, respectively, to secure public deposits and for other purposes required or permitted by law.

Other Investments

As a member of the Federal Home Loan Bank ("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 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 June 30, 2024 and December 31, 2023, our FHLB stock totaled $18.3 million and $44.7 million, respectively, and is included in “Other investments” on the unaudited 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 during the three and six months ended June 30, 2024.

As of both June 30, 2024 and December 31, 2023, "Other investments" also includes $6.2 million in equity securities. These securities do not have a readily determinable fair value and are carried at cost. During the six-months ended June 30, 2024 and 2023, there were no gains or losses recognized through earnings on equity securities. On a quarterly basis, management evaluates equity securities by reviewing the severity and duration of decline in estimated fair value, research reports, analysts’ recommendations, credit rating changes, news stories, annual reports, regulatory filings, impact of interest rate changes and other relevant information.

21

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 June 30, 2024 for both available for sale and held to maturity securities by investment category and time frame for which securities have been in a continuous unrealized loss position:

 

			Less Than 12 Months															12 Months or More															Total
			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			$	—					$	—								$	3,098					$	(417)								$	3,098					$	(417)
Mortgage-Backed Securities – Commercial			230,812						(474)									284,577						(69,742)									515,389						(70,216)
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities – Residential			5,166						(57)									527,185						(114,819)									532,351						(114,876)
Mortgage-Backed Securities – Commercial			—						—									855						(6)									855						(6)
Other Government-Sponsored Enterprises			—						—									19,286						(4,418)									19,286						(4,418)
Obligations of States and Political Subdivisions			1,447						(28)									29,029						(3,661)									30,476						(3,689)
Debt Securities Issued by Foreign Governments			199						(1)									770						(30)									969						(31)
Corporate Securities			19,482						(1,170)									16,102						(3,148)									35,584						(4,318)
Total Securities			$	257,106					$	(1,730)								$	880,902					$	(196,241)								$	1,138,008					$	(197,971)

    

At June 30, 2024, fixed income securities issued by the U.S. Government and U.S. Government-sponsored enterprises comprised 96% of total unrealized losses. All unrealized losses are the result of changes in market interest rates. At June 30, 2024, there are 187 debt securities in an unrealized loss position.

22

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table presents the gross unrealized losses and estimated fair values at December 31, 2023 by investment category and the time frame for which securities have been in a continuous unrealized loss position:

			Less Than 12 Months															12 Months or More															Total
			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 – Residential			1,124						(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)
Obligation of States and Political Subdivisions			2,641						(62)									26,887						(3,377)									29,528						(3,439)
Debt Securities Issued by Foreign Governments			199						(1)									765						(35)									964						(36)
Corporate Securities			11,416						(45)									21,426						(3,574)									32,842						(3,619)
Total Securities			$	15,380					$	(111)								$	1,018,290					$	(193,924)								$	1,033,670					$	(194,035)

As of June 30, 2024, our corporate securities had an amortized cost and an estimated fair value of $67.1 million and $63.3 million, respectively. 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. Corporate securities are comprised of debt issued by large regional banks. There were ten and eight corporate securities, respectively, in an unrealized loss position as of June 30, 2024 and December 31, 2023. When unrealized losses exist, management reviews each of the issuer’s asset quality, earnings trends 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 six months ended June 30, 2024 and 2023.

23

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 8 Loans and Leases and Allowance for Credit Losses

Loans and leases are presented in the Consolidated Statements of Financial Condition net of deferred fees and costs, and discounts related to purchased loans. Net deferred fees were $11.6 million and $8.2 million as of June 30, 2024 and December 31, 2023, respectively, and discounts on purchased loans from acquisitions were $22.0 million and $25.7 million as of June 30, 2024 and December 31, 2023, respectively. The following table provides outstanding balances related to each of our loan types:

 

															June 30, 2024																		December 31, 2023
															(dollars in thousands)
Commercial, financial, agricultural and other															$	1,629,516																	$	1,543,349
Time and demand															1,189,361																		1,187,300
Commercial credit cards															13,225																		12,906
Equipment finance															316,700																		232,944
Time and demand other															110,230																		110,199
Real estate construction															548,055																		597,735
Construction other															523,595																		541,633
Construction residential															24,460																		56,102
Residential real estate															2,394,306																		2,416,876
Residential first lien															1,718,734																		1,739,107
Residential junior lien/home equity															675,572																		677,769
Commercial real estate															3,077,013																		3,053,152
Multifamily															590,471																		551,142
Non-owner occupied															1,766,550																		1,772,785
Owner occupied															719,992																		729,225
Loans to individuals															1,346,000																		1,357,649
Automobile and recreational vehicles															1,270,044																		1,277,969
Consumer credit cards															9,753																		10,291
Consumer other															66,203																		69,389
Total loans and leases															$	8,994,890																	$	8,968,761

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.

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.

24

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 non-owner occupied commercial real estate 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 owner occupied commercial real estate 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 3.99% and during the one-year forecast period it was projected to average 4.71%, with a peak of 4.92%.

25

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 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 Company’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.
Substandard						Well-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.
Doubtful						Loans 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:

			June 30, 2024
									Non-Pass
			Pass						OAEM						Substandard						Doubtful						Loss						Total Non-Pass						Total
			(dollars in thousands)
Commercial, financial, agricultural and other			$	1,525,447					$	68,769					$	35,300					$	—					$	—					$	104,069					$	1,629,516
Time and demand			1,087,859						67,387						34,115						—						—						101,502						1,189,361
Commercial credit cards			13,225						—						—						—						—						—						13,225
Equipment finance			314,138						1,377						1,185						—						—						2,562						316,700
Time and demand other			110,225						5						—						—						—						5						110,230
Real estate construction			534,646						154						13,255						—						—						13,409						548,055
Construction other			510,186						154						13,255						—						—						13,409						523,595
Construction residential			24,460						—						—						—						—						—						24,460
Residential real estate			2,382,983						1,479						9,844						—						—						11,323						2,394,306
Residential first lien			1,712,284						1,139						5,311						—						—						6,450						1,718,734
Residential junior lien/home equity			670,699						340						4,533						—						—						4,873						675,572
Commercial real estate			2,964,331						68,098						44,584						—						—						112,682						3,077,013
Multifamily			572,395						18,007						69						—						—						18,076						590,471
Non-owner occupied			1,715,053						27,137						24,360						—						—						51,497						1,766,550
Owner occupied			676,883						22,954						20,155						—						—						43,109						719,992
Loans to individuals			1,345,872						—						128						—						—						128						1,346,000
Automobile and recreational vehicles			1,269,918						—						126						—						—						126						1,270,044
Consumer credit cards			9,753						—						—						—						—						—						9,753
Consumer other			66,201						—						2						—						—						2						66,203
Total loans and leases			$	8,753,279					$	138,500					$	103,111					$	—					$	—					$	241,611					$	8,994,890

26

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

 

			December 31, 2023
									Non-Pass
			Pass						OAEM						Substandard						Doubtful						Loss						Total Non-Pass						Total
			(dollars in thousands)
Commercial, financial, agricultural and other			$	1,453,970					$	58,325					$	31,054					$	—					$	—					$	89,379					$	1,543,349
Time and demand			1,098,763						58,325						30,212						—						—						88,537						1,187,300
Commercial credit cards			12,906						—						—						—						—						—						12,906
Equipment finance			232,102						—						842						—						—						842						232,944
Time and demand other			110,199						—						—						—						—						—						110,199
Real estate construction			585,543						—						12,192						—						—						12,192						597,735
Construction other			529,441						—						12,192						—						—						12,192						541,633
Construction residential			56,102						—						—						—						—						—						56,102
Residential real estate			2,405,240						2,768						8,868						—						—						11,636						2,416,876
Residential first lien			1,732,006						2,415						4,686						—						—						7,101						1,739,107
Residential junior lien/home equity			673,234						353						4,182						—						—						4,535						677,769
Commercial real estate			2,956,338						62,038						34,776						—						—						96,814						3,053,152
Multifamily			538,939						12,117						86						—						—						12,203						551,142
Non-owner occupied			1,722,315						31,652						18,818						—						—						50,470						1,772,785
Owner occupied			695,084						18,269						15,872						—						—						34,141						729,225
Loans to individuals			1,357,483						—						166						—						—						166						1,357,649
Automobile and recreational vehicles			1,277,805						—						164						—						—						164						1,277,969
Consumer credit cards			10,291						—						—						—						—						—						10,291
Consumer other			69,387						—						2						—						—						2						69,389
Total loans and leases			$	8,758,574					$	123,131					$	87,056					$	—					$	—					$	210,187					$	8,968,761

The following table summarizes the loan risk rating category by loan type including term loans on an amortized cost basis by origination year:

			June 30, 2024
			Term Loans																																				Revolving Loans
			2024						2023						2022						2021						2020						Prior												Total
			(dollars in thousands)
Time and demand			$	67,286					$	165,293					$	136,171					$	92,799					$	58,954					$	83,412					$	585,446					$	1,189,361
Pass			66,090						161,409						131,748						72,433						55,186						67,031						533,962						1,087,859
OAEM			1,196						2,007						3,642						12,448						2,960						7,005						38,129						67,387
Substandard			—						1,877						781						7,918						808						9,376						13,355						34,115
Gross charge-offs			—						(11)						(26)						(34)						(497)						(1,426)						(1,383)						(3,377)
Gross recoveries			—						—						1						—						181						188						24						394
Commercial credit cards			—						—						—						—						—						—						13,225						13,225
Pass			—						—						—						—						—						—						13,225						13,225
Gross charge-offs			—						—						—						—						—						—						(102)						(102)
Gross recoveries			—						—						—						—						—						—						—						—

27

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			June 30, 2024
			Term Loans																																				Revolving Loans
			2024						2023						2022						2021						2020						Prior												Total
			(dollars in thousands)
Equipment finance			112,321						151,881						52,498						—						—						—						—						316,700
Pass			112,321						150,160						51,657						—						—						—						—						314,138
OAEM			—						815						562						—						—						—						—						1,377
Substandard			—						906						279						—						—						—						—						1,185
Gross charge-offs			—						(345)						(369)						—						—						—						—						(714)
Gross recoveries			—						11						25						—						—						—						—						36
Time and demand other			2,620						10,064						5,624						16,835						19,329						45,558						10,200						110,230
Pass			2,620						10,064						5,624						16,835						19,329						45,558						10,195						110,225
OAEM			—						—						—						—						—						—						5						5
Gross charge-offs			—						—						—						—						—						—						(1,057)						(1,057)
Gross recoveries			—						—						—						—						—						1						92						93
Construction other			8,072						156,011						237,638						83,601						5,729						31,564						980						523,595
Pass			8,072						156,011						233,280						82,090						5,729						24,178						826						510,186
OAEM			—						—						—						—						—						—						154						154
Substandard			—						—						4,358						1,511						—						7,386						—						13,255
Gross charge-offs			—						—						—						(35)						—						—						—						(35)
Gross recoveries			—						—						—						—						—						6						—						6
Construction residential			154						20,456						1,895						1,448						—						29						478						24,460
Pass			154						20,456						1,895						1,448						—						29						478						24,460
Gross charge-offs			—						—						—						—						—						—						—						—
Gross recoveries			—						—						—						—						—						—						—						—
Residential first lien			24,836						129,912						389,106						504,624						310,153						358,357						1,746						1,718,734
Pass			24,836						129,141						388,434						503,615						309,810						354,778						1,670						1,712,284
OAEM			—						—						—						179						—						884						76						1,139
Substandard			—						771						672						830						343						2,695						—						5,311
Gross charge-offs			—						(77)						(1)						(21)						—						(10)						—						(109)
Gross recoveries			—						—						—						—						—						113						—						113
Residential junior lien/home equity			9,964						58,566						66,845						40,871						2,500						6,365						490,461						675,572
Pass			9,964						58,555						66,693						40,871						2,500						6,159						485,957						670,699
OAEM			—						—						—						—						—						194						146						340
Substandard			—						11						152						—						—						12						4,358						4,533
Gross charge-offs			—						—						(1)						—						—						—						(145)						(146)
Gross recoveries			—						—						—						—						—						32						25						57
Multifamily			9,642						7,097						173,918						161,264						116,090						121,888						572						590,471
Pass			9,642						7,097						161,507						156,121						116,090						121,366						572						572,395
OAEM			—						—						12,411						5,143						—						453						—						18,007
Substandard			—						—						—						—						—						69						—						69
Gross charge-offs			—						—						—						—						—						—						—						—
Gross recoveries			—						—						—						—						—						—						—						—
Non-owner occupied			13,727						192,964						416,073						190,018						164,420						775,897						13,451						1,766,550
Pass			13,727						189,954						408,117						189,774						159,792						740,303						13,386						1,715,053
OAEM			—						—						7,785						244						1,686						17,422						—						27,137
Substandard			—						3,010						171						—						2,942						18,172						65						24,360
Gross charge-offs			—						—						(50)						—						—						(420)						—						(470)
Gross recoveries			—						—						—						—						—						48						—						48

28

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			June 30, 2024
			Term Loans																																				Revolving Loans
			2024						2023						2022						2021						2020						Prior												Total
			(dollars in thousands)
Owner occupied			33,806						105,265						153,006						152,083						68,245						195,475						12,112						719,992
Pass			32,756						104,533						146,115						146,580						62,878						173,778						10,243						676,883
OAEM			1,050						113						5,232						5,233						341						9,222						1,763						22,954
Substandard			—						619						1,659						270						5,026						12,475						106						20,155
Gross charge-offs			—						—						(141)						—						—						(13)						—						(154)
Gross recoveries			—						—						—						—						—						35						41						76
Automobile and recreational vehicles			201,312						372,475						388,619						190,931						91,692						25,015						—						1,270,044
Pass			201,312						372,475						388,618						190,875						91,685						24,953						—						1,269,918
Substandard			—						—						1						56						7						62						—						126
Gross charge-offs			—						(892)						(1,693)						(555)						(283)						(302)						—						(3,725)
Gross recoveries			—						151						406						300						184						220						—						1,261
Consumer credit cards			—						—						—						—						—						—						9,753						9,753
Pass			—						—						—						—						—						—						9,753						9,753
Gross charge-offs			—						—						—						—						—						—						(228)						(228)
Gross recoveries			—						—						—						—						—						—						45						45
Consumer other			4,581						5,588						3,321						11,794						988						2,756						37,175						66,203
Pass			4,581						5,588						3,321						11,794						988						2,756						37,173						66,201
Substandard			—						—						—						—						—						—						2						2
Gross charge-offs			—						(57)						(56)						(46)						(12)						(27)						(717)						(915)
Gross recoveries			—						—						14						19						3						67						96						199
Total loans and leases			$	488,321					$	1,375,572					$	2,024,714					$	1,446,268					$	838,100					$	1,646,316					$	1,175,599					$	8,994,890
Total charge-offs			$	—					$	(1,382)					$	(2,337)					$	(691)					$	(792)					$	(2,198)					$	(3,632)					$	(11,032)
Total recoveries			$	—					$	162					$	446					$	319					$	368					$	710					$	323					$	2,328

			December 31, 2023
			Term Loans																																				Revolving Loans
			2023						2022						2021						2020						2019						Prior												Total
			(dollars in thousands)
Time and demand			$	170,285					$	178,568					$	111,288					$	73,487					$	42,502					$	65,419					$	545,751					$	1,187,300
Pass			166,716						174,699						100,779						71,125						29,812						57,660						497,972						1,098,763
OAEM			1,707						3,129						2,948						1,530						10,873						2,553						35,585						58,325
Substandard			1,862						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 finance			170,630						62,314						—						—						—						—						—						232,944
Pass			170,302						61,800						—						—						—						—						—						232,102
Substandard			328						514						—						—						—						—						—						842
Gross charge-offs			(104)						(433)						—						—						—						—						—						(537)
Gross recoveries			—						—						—						—						—						—						—						—

29

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			December 31, 2023
			Term Loans																																				Revolving Loans
			2023						2022						2021						2020						2019						Prior												Total
			(dollars in thousands)
Time and demand other			9,965						6,022						17,860						19,352						3,025						46,466						7,509						110,199
Pass			9,965						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 other			94,150						217,565						154,873						44,428						5,379						24,541						697						541,633
Pass			94,150						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 residential			27,487						19,322						2,284						3,194						3,337						—						478						56,102
Pass			27,487						19,322						2,284						3,194						3,337						—						478						56,102
Gross charge-offs			—						—						—						—						—						—						—						—
Gross recoveries			—						—						—						—						—						—						—						—
Residential first lien			120,053						385,917						527,057						320,107						97,529						286,503						1,941						1,739,107
Pass			119,903						385,269						524,841						319,762						96,702						283,665						1,864						1,732,006
OAEM			—						80						1,527						—						—						731						77						2,415
Substandard			150						568						689						345						827						2,107						—						4,686
Gross charge-offs			—						(98)						—						(31)						(1)						(116)						—						(246)
Gross recoveries			—						—						—						—						—						177						—						177
Residential junior lien/home equity			62,098						70,171						44,359						2,487						2,305						4,949						491,400						677,769
Pass			62,098						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
Multifamily			6,839						156,393						155,067						94,284						44,121						92,585						1,853						551,142
Pass			6,839						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 occupied			184,562						423,543						159,593						148,716						221,551						621,678						13,142						1,772,785
Pass			181,578						415,577						159,593						148,716						211,019						592,755						13,077						1,722,315
OAEM			—						7,546						—						—						7,313						16,793						—						31,652
Substandard			2,984						420						—						—						3,219						12,130						65						18,818
Gross charge-offs			—						(232)						—						—						—						(4,473)						—						(4,705)
Gross recoveries			—						—						—						—						—						127						—						127
Owner occupied			106,831						163,830						153,996						80,522						59,357						152,728						11,961						729,225
Pass			106,583						161,071						149,788						75,267						42,745						147,809						11,821						695,084
OAEM			112						785						3,950						4,000						5,363						4,026						33						18,269
Substandard			136						1,974						258						1,255						11,249						893						107						15,872
Gross charge-offs			—						—						(32)						—						—						(1,540)						—						(1,572)
Gross recoveries			—						—						—						—						—						24						—						24
Automobile and recreational vehicles			427,112						459,836						234,144						115,364						35,402						6,111						—						1,277,969
Pass			427,112						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 recoveries			71						479						419						367						347						149						—						1,832

30

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			December 31, 2023
			Term Loans																																				Revolving Loans
			2023						2022						2021						2020						2019						Prior												Total
			(dollars in thousands)
Consumer credit cards			—						—						—						—						—						—						10,291						10,291
Pass			—						—						—						—						—						—						10,291						10,291
Gross charge-offs			—						—						—						—						—						—						(290)						(290)
Gross recoveries			—						—						—						—						—						—						87						87
Consumer other			6,893						4,224						13,277						1,411						1,090						3,440						39,054						69,389
Pass			6,893						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 loans and leases			$	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

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 Risk Committee of the First Commonwealth Board of Directors.

Total net charge-offs for the six months ended June 30, 2024 and 2023 were $8.7 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 June 30, 2024 and December 31, 2023. 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.

Subsequent to June 30, 2024, a commercial real estate borrower with an outstanding balance of $10.1 million included in the table below as 30-59 days delinquent was paid off in full by the borrower.

31

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			June 30, 2024
			30 - 59 days past due						60 - 89 days past due						90 days or greater and still accruing						Nonaccrual						Total past due and nonaccrual						Current						Total
			(dollars in thousands)
Commercial, financial, agricultural and other			$	910					$	663					$	16					$	13,767					$	15,356					$	1,614,160					$	1,629,516
Time and demand			193						81						16						12,780						13,070						1,176,291						1,189,361
Commercial credit cards			65						20						—						—						85						13,140						13,225
Equipment finance			652						562						—						987						2,201						314,499						316,700
Time and demand other			—						—						—						—						—						110,230						110,230
Real estate construction			377						—						—						5,869						6,246						541,809						548,055
Construction other			377						—						—						5,869						6,246						517,349						523,595
Construction residential			—						—						—						—						—						24,460						24,460
Residential real estate			7,419						1,766						1,341						9,576						20,102						2,374,204						2,394,306
Residential first lien			5,680						1,095						946						5,043						12,764						1,705,970						1,718,734
Residential junior lien/home equity			1,739						671						395						4,533						7,338						668,234						675,572
Commercial real estate			19,816						—						—						27,779						47,595						3,029,418						3,077,013
Multifamily			21						—						—						47						68						590,403						590,471
Non-owner occupied			10,918						—						—						23,226						34,144						1,732,406						1,766,550
Owner occupied			8,877						—						—						4,506						13,383						706,609						719,992
Loans to individuals			4,619						919						396						128						6,062						1,339,938						1,346,000
Automobile and recreational vehicles			4,374						695						87						126						5,282						1,264,762						1,270,044
Consumer credit cards			58						47						7						—						112						9,641						9,753
Consumer other			187						177						302						2						668						65,535						66,203
Total loans and leases			$	33,141					$	3,348					$	1,753					$	57,119					$	95,361					$	8,899,529					$	8,994,890

32

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

 

			December 31, 2023
			30 - 59 days past due						60 - 89 days past due						90 days or greater and still accruing						Nonaccrual						Total past due and nonaccrual						Current						Total
			(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 demand			565						691						4,187						9,218						14,661						1,172,639						1,187,300
Commercial credit cards			7						54						—						—						61						12,845						12,906
Equipment finance			600						—						—						842						1,442						231,502						232,944
Time and demand other			34						—						—						—						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 estate			6,982						1,535						1,062						8,573						18,152						2,398,724						2,416,876
Residential first lien			4,130						940						171						4,443						9,684						1,729,423						1,739,107
Residential junior lien/home equity			2,852						595						891						4,130						8,468						669,301						677,769
Commercial real estate			4,157						—						3,509						17,385						25,051						3,028,101						3,053,152
Multifamily			—						—						—						55						55						551,087						551,142
Non-owner occupied			2,303						—						3,509						14,282						20,094						1,752,691						1,772,785
Owner occupied			1,854						—						—						3,048						4,902						724,323						729,225
Loans to individuals			4,613						878						678						166						6,335						1,351,314						1,357,649
Automobile and recreational vehicles			4,115						612						151						164						5,042						1,272,927						1,277,969
Consumer credit cards			39						71						—						—						110						10,181						10,291
Consumer other			459						195						527						2						1,183						68,206						69,389
Total loans and leases			$	16,958					$	3,158					$	9,436					$	39,472					$	69,024					$	8,899,737					$	8,968,761

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 most consumer loans, which are placed on nonaccrual status at 150 days past due. Consumer loans related to automobile and recreational vehicles are either charged off or repossessed at no later than 90 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 becomes 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 for repayment of 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 that 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.

33

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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.

At June 30, 2024 and December 31, 2023, there were no nonperforming loans held for sale. During both the six months ended June 30, 2024 and 2023, there were no gains recognized on the sale of nonperforming loans.

The following tables include the recorded investment and unpaid principal balance for nonperforming loans with the associated allowance amount, if applicable, as of June 30, 2024 and December 31, 2023. 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 using month-end balances of the loans for the period reported and are included in the table below based on their period-end allowance position.

34

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			June 30, 2024																		December 31, 2023
			Recorded investment						Unpaid principal balance						Related specific allowance						Recorded investment						Unpaid principal balance						Related specific allowance
			(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other			$	3,634					$	16,474											$	4,369					$	18,014
Time and demand			2,907						15,747												3,527						17,172
Equipment finance			727						727												842						842
Time and demand other			—						—												—						—
Real estate construction			5,869						5,869												3,288						3,288
Construction other			5,869						5,869												3,288						3,288
Construction residential			—						—												—						—
Residential real estate			8,327						9,974												7,042						8,763
Residential first lien			5,043						5,952												4,161						5,151
Residential junior lien/home equity			3,284						4,022												2,881						3,612
Commercial real estate			6,682						6,565												12,402						18,219
Multifamily			47						52												55						58
Non-owner occupied			3,923						3,687												10,971						17,092
Owner occupied			2,712						2,826												1,376						1,069
Loans to individuals			128						220												166						259
Automobile and recreational vehicles			126						218												164						257
Consumer other			2						2												2						2
Subtotal			24,640						39,102												27,267						48,543
With a specific allowance recorded:
Commercial, financial, agricultural and other			10,133						11,036						$	6,199					5,691						6,787						$	4,044
Time and demand			9,873						10,776						6,114						5,691						6,787						4,044
Equipment finance			260						260						85						—						—						—
Time and demand other			—						—						—						—						—						—
Real estate construction			—						—						—						—						—						—
Construction other			—						—						—						—						—						—
Construction residential			—						—						—						—						—						—
Residential real estate			1,249						1,418						140						1,531						1,697						118
Residential first lien			—						—						—						282						279						39
Residential junior lien/home equity			1,249						1,418						140						1,249						1,418						79
Commercial real estate			21,097						22,648						4,572						4,983						5,294						387
Multifamily			—						—						—						—						—						—
Non-owner occupied			19,303						20,729						3,624						3,311						3,550						174
Owner occupied			1,794						1,919						948						1,672						1,744						213
Loans to individuals			—						—						—						—						—						—
Automobile and recreational vehicles			—						—						—						—						—						—
Consumer other			—						—						—						—						—						—
Subtotal			32,479						35,102						10,911						12,205						13,778						4,549
Total			$	57,119					$	74,204					$	10,911					$	39,472					$	62,321					$	4,549

35

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

															For the Six Months Ended June 30,
															2024																								2023
															Average recorded investment						Interest income recognized																		Average recorded investment						Interest income recognized
															(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other															$	5,153					$	—																	$	4,444					$	(10)
Time and demand															4,366						—																		4,283						(10)
Equipment finance															787						—																		161						—
Time and demand other															—						—																		—						—
Real estate construction															3,718						—																		—						—
Construction other															3,718						—																		—						—
Construction residential															—						—																		—						—
Residential real estate															7,943						113																		6,190						40
Residential first lien															4,708						110																		3,510						40
Residential junior lien/home equity															3,235						3																		2,680						—
Commercial real estate															5,426						46																		22,769						(43)
Multifamily															50						—																		11						—
Non-owner occupied															2,513						3																		20,565						4
Owner occupied															2,863						43																		2,193						(47)
Loans to individuals															143						3																		443						1
Automobile and recreational vehicles															141						3																		355						1
Consumer other															2						—																		88						—
Subtotal															22,383						162																		33,846						(12)
With a specific allowance recorded:
Commercial, financial, agricultural and other															4,585						8																		8,056						—
Time and demand															4,542						8																		8,056						—
Equipment finance															43						—																		—						—
Time and demand other															—						—																		—						—
Real estate construction															—						—																		—						—
Construction other															—						—																		—						—
Construction residential															—						—																		—						—
Residential real estate															1,249						—																		1,030						—
Residential first lien															—						—																		—						—
Residential junior lien/home equity															1,249						—																		1,030						—
Commercial real estate															13,193						—																		100						—
Multifamily															—						—																		—						—
Non-owner occupied															12,223						—																		—						—
Owner occupied															970						—																		100						—
Loans to individuals															—						—																		—						—
Automobile and recreational vehicles															—						—																		—						—
Consumer other															—						—																		—						—
Subtotal															19,027						8																		9,186						—
Total															$	41,410					$	170																	$	43,032					$	(12)

36

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

															For the Three Months Ended June 30,
															2024																					2023
															Average recorded investment						Interest income recognized																		Average recorded investment						Interest Income Recognized
															(dollars in thousands)
With no related specific allowance recorded:
Commercial, financial, agricultural and other															$	4,764					$	—																	$	4,416					$	(10)
Time and demand															3,959						—																		4,332						(10)
Equipment finance															805						—																		84						—
Time and demand other															—						—																		—						—
Real estate construction															4,148						—																		—						—
Construction other															4,148						—																		—						—
Construction residential															—						—																		—						—
Residential real estate															8,169						105																		6,312						19
Residential first lien															4,855						102																		3,584						19
Residential junior lien/home equity															3,314						3																		2,728						—
Commercial real estate															4,102						11																		22,853						(43)
Multifamily															48						—																		23						—
Non-owner occupied															1,890						1																		20,527						4
Owner occupied															2,164						10																		2,303						(47)
Loans to individuals															134						2																		454						1
Automobile and recreational vehicles															132						2																		353						1
Consumer other															2						—																		101						—
Subtotal															21,317						118																		34,035						(33)
With a specific allowance recorded:
Commercial, financial, agricultural and other															6,014						8																		11,445						—
Time and demand															5,927						8																		11,445						—
Equipment finance															87						—																		—						—
Time and demand other															—						—																		—						—
Real estate construction															—						—																		—						—
Construction other															—						—																		—						—
Construction residential															—						—																		—						—
Residential real estate															1,249						—																		1,237						—
Residential first lien															—						—																		—						—
Residential junior lien/home equity															1,249						—																		1,237						—
Commercial real estate															17,354						—																		200						—
Multifamily															—						—																		—						—
Non-owner occupied															15,785						—																		—						—
Owner occupied															1,569						—																		200						—
Loans to individuals															—						—																		—						—
Automobile and recreational vehicles															—						—																		—						—
Consumer other															—						—																		—						—
Subtotal															24,617						8																		12,882						—
Total															$	45,934					$	126																	$	46,917					$	(33)

Unfunded commitments related to nonperforming loans were $0.4 million and $0.1 million at June 30, 2024 and December 31, 2023, 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 June 30, 2024 and December 31, 2023.

37

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Loan Modifications Made to Borrowers Experiencing Financial Difficulty

In accordance with ASU 2022-02, Financial Instruments Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures ("ASU 2022-02"), modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal forgiveness, other-than-insignificant payment delay, term extensions or any combination thereof. When calculating the allowance for credit losses, these modifications are included in their respective loan segment and an allowance is determined by a loss given default and probability of default methodology.

The following tables present the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty:

			For the Six Months Ended June 30, 2024
			Rate Reduction						Term Extension						Payment Deferral						Term Extension and Payment Deferral						Rate Reduction, Term Extension and Payment Deferral						Rate Reduction and Payment Deferral						Total						Percentage of Total Loans and Leases
			(dollars in thousands)
Commercial, financial, agricultural and other			$	189					$	1,114					$	—					$	66					$	—					$	102					$	1,471					0.09		%
Time and demand			189						1,114						—						—						—						—						1,303						0.11
Equipment finance			—						—						—						66						—						102						168						0.05
Residential real estate			—						89						—						389						—						—						478						0.02
Residential first lien			—						89						—						360						—						—						449						0.03
Residential junior lien/home equity			—						—						—						29						—						—						29						—
Commercial real estate			—						—						9,675						152						—						—						9,827						0.32
Owner occupied			—						—						9,675						152						—						—						9,827						1.36
Loans to individuals			—						12						—						9						13						—						34						—
Automobile and recreational vehicles			—						12						—						9						13						—						34						—
Total			$	189					$	1,215					$	9,675					$	616					$	13					$	102					$	11,810					0.13		%

			For the Six Months Ended June 30, 2023
			Rate Reduction						Term Extension						Principal Forgiveness						Term Extension and Payment Deferral						Total						Percentage of Total Loans and Leases
			(dollars in thousands)
Residential real estate			$	24					$	161					$	—					$	244					$	429					0.02		%
Residential first lien			24						161						—						244						429						0.03
Total			$	24					$	161					$	—					$	244					$	429					—		%

38

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			For the Three Months Ended June 30, 2024
			Rate Reduction						Term Extension						Payment Deferral						Term Extension and Payment Deferral						Total						Percentage of Total Loans and Leases
			(dollars in thousands)
Commercial, financial, agricultural and other			$	—					$	245					$	—					$	—					$	245					0.02		%
Time and demand			—						245						—						—						245						0.02
Residential real estate			—						—						—						193						193						0.01
Residential first lien			—						—						—						193						193						0.01
Commercial real estate			—						—						9,675						—						9,675						0.31
Owner occupied			—						—						9,675						—						9,675						1.34
Total			$	—					$	245					$	9,675					$	193					$	10,113					0.11		%

			For the Three Months Ended June 30, 2023
			Rate Reduction						Term Extension						Principal Forgiveness						Term Extension and Payment Deferral						Total						Percentage of Total Loans and Leases
			(dollars in thousands)
Residential real estate			$	—					$	161					$	—					$	244					$	405					0.02		%
Residential first lien			—						161						—						244						405						0.02
Total loans and leases			$	—					$	161					$	—					$	244					$	405					—		%

The following tables describe the financial effect of the modifications made to borrowers experiencing financial difficulty:

			For the Six Months Ended June 30, 2024
			Rate Reduction						Term Extension (Years)						Principal Forgiveness						Payment Deferral (Years)
			(dollars in thousands)
Commercial, financial, agricultural and other			1.78		%				2.1						$	—					0.4
Time and demand			1.50						2.1						—						0.0
Equipment finance			2.30						0.5						—						0.4
Residential real estate			—						4.2						—						0.6
Residential first lien			—						3.8						—						0.7
Residential junior lien/home equity			—						10.3						—						0.3
Commercial real estate			—						0.5						—						0.9
Owner occupied			—						0.5						—						0.9
Loans to individuals			2.39						2.6						—						0.4
Automobile and recreational vehicles			2.39						2.6						—						0.4
Total			1.81		%				2.5						$	—					0.9

			For the Six Months Ended June 30, 2023
			Rate Reduction						Term Extension (Years)						Principal Forgiveness						Payment Deferral (Years)
			(dollars in thousands)
Residential real estate			2.25		%				3.1						$	—					0.5
Residential first lien			2.25						3.1						—						0.5
Total			2.25		%				3.1						$	—					0.5

39

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			For the Three Months Ended June 30, 2024
			Rate Reduction						Term Extension (Years)						Principal Forgiveness						Payment Deferral (Years)
			(dollars in thousands)
Commercial, financial, agricultural and other			—		%				5.0						$	—					0.0
Time and demand			—						5.0						—						0.0
Residential real estate			—						1.4						—						0.5
Residential first lien			—						1.4						—						0.5
Commercial real estate			—						0.0						—						0.9
Owner occupied			—						0.0						—						0.9
Total			—		%				3.4						$	—					0.9

			For the Three Months Ended June 30, 2023
			Rate Reduction						Term Extension (Years)						Principal Forgiveness						Payment Deferral (Years)
			(dollars in thousands)
Residential real estate			—		%				3.1						—						0.5
Residential first lien			—						3.1						—						0.5
Total			—		%				3.1						$	—					0.5

40

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

A modification is considered to be in default when the loan is 90 days or more past due. For the six months ended June 30, 2024, there were no modified loans that were considered to be in default. The following table shows the payment status of loans that have been modified in the last twelve months prior to the date presented:

			June 30, 2024
			Current						30 - 59 days past due						60 - 89 days past due						90 days or greater and still accruing						Total
			(dollars in thousands)
Commercial, financial, agricultural and other			$	1,273					$	245					$	—					$	—					$	1,518
Time and demand			1,105						245						—						—						1,350
Equipment finance			168						—						—						—						168
Residential real estate			570						238						—						—						808
Residential first lien			541						238						—						—						779
Residential junior lien/home equity			29						—						—						—						29
Commercial real estate			9,675						152						—						—						9,827
Owner occupied			9,675						152						—						—						9,827
Loans to individuals			34						—						—						—						34
Automobile and recreational vehicles			34						—						—						—						34
Total loans and leases			$	11,552					$	635					$	—					$	—					$	12,187

			December 31, 2023
			Current						30 - 59 days past due						60 - 89 days past due						90 days or greater and still accruing						Total
			(dollars in thousands)
Commercial, financial, agricultural and other			$	50					$	—					$	—					$	—					$	50
Time and demand			50						—						—						—						50
Residential real estate			758						—						—						—						758
Residential first lien			758						—						—						—						758
Commercial real estate			9,663						—						—						—						9,663
Owner occupied			9,663						—						—						—						9,663
Total loans and leases			$	10,471					$	—					$	—					$	—					$	10,471

41

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following tables provide detail related to the allowance for credit losses:

			For the Six Months Ended June 30, 2024
			Beginning balance																		Charge-offs						Recoveries						Provision (credit)a						Ending balance
			(dollars in thousands)
Commercial, financial, agricultural and other			$	27,996																	$	(5,250)					$	523					$	7,339					$	30,608
Time and demand			22,819																		(3,377)						394						3,753						23,589
Commercial credit cards			278																		(102)						—						68						244
Equipment finance			3,399																		(714)						36						2,571						5,292
Time and demand other			1,500																		(1,057)						93						947						1,483
Real estate construction			7,418																		(35)						6						(1,000)						6,389
Construction other			6,448																		(35)						6						(402)						6,017
Construction residential			970																		—						—						(598)						372
Residential real estate			23,901																		(255)						170						(1,643)						22,173
Residential first lien			16,975																		(109)						113						(1,234)						15,745
Residential junior lien/home equity			6,926																		(146)						57						(409)						6,428
Commercial real estate			37,071																		(624)						124						5,973						42,544
Multifamily			5,233																		—						—						(27)						5,206
Non-owner occupied			19,995																		(470)						48						5,463						25,036
Owner occupied			11,843																		(154)						76						537						12,302
Loans to individuals			21,332																		(4,868)						1,505						3,971						21,940
Automobile and recreational vehicles			19,142																		(3,725)						1,261						2,998						19,676
Consumer credit cards			372																		(228)						45						157						346
Consumer other			1,818																		(915)						199						816						1,918
Total loans and leases			$	117,718																	$	(11,032)					$	2,328					$	14,640					$	123,654

a) The provision expense (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

42

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			For the Six Months Ended June 30, 2023
			Beginning balance						Allowance for credit loss on PCD acquired loans						Charge-offs						Recoveries						Provision (credit)a						Ending balance
			(dollars in thousands)
Commercial, financial, agricultural and other			$	22,650					$	19,417					$	(7,340)					$	254					$	6,733					$	41,714
Time and demand			20,040						19,417						(6,470)						168						4,718						37,873
Commercial credit cards			335						—						(35)						7						13						320
Equipment finance			1,086						—						(45)						—						1,033						2,074
Time and demand other			1,189						—						(790)						79						969						1,447
Real estate construction			8,822						287						—						—						(1,381)						7,728
Construction other			6,360						227						—						—						(442)						6,145
Construction residential			2,462						60						—						—						(939)						1,583
Residential real estate			21,412						527						(80)						71						1,810						23,740
Residential first lien			14,822						197						(17)						43						1,518						16,563
Residential junior lien/home equity			6,590						330						(63)						28						292						7,177
Commercial real estate			28,804						6,971						(1,517)						136						4,533						38,927
Multifamily			4,726						234						—						—						815						5,775
Non-owner occupied			16,426						2,739						—						124						2,421						21,710
Owner occupied			7,652						3,998						(1,517)						12						1,297						11,442
Loans to individuals			21,218						3						(2,289)						927						1,578						21,437
Automobile and recreational vehicles			18,819						3						(1,586)						702						1,320						19,258
Consumer credit cards			412						—						(146)						47						62						375
Consumer other			1,987						—						(557)						178						196						1,804
Total loans and leases			$	102,906					$	27,205					$	(11,226)					$	1,388					$	13,273					$	133,546

a) The provision expense (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.

43

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			For the Three Months Ended June 30, 2024
			Beginning balance												Charge-offs						Recoveries						Provision (credit)a						Ending balance
			(dollars in thousands)
Commercial, financial, agricultural and other			$	27,046											$	(2,588)					$	103					$	6,047					$	30,608
Time and demand			20,836												(1,612)						47						4,318						23,589
Commercial credit cards			305												(58)						—						(3)						244
Equipment finance			4,326												(363)						21						1,308						5,292
Time and demand other			1,579												(555)						35						424						1,483
Real estate construction			6,549												(35)						—						(125)						6,389
Construction other			5,801												(35)						—						251						6,017
Construction residential			748												—						—						(376)						372
Residential real estate			23,893												(175)						111						(1,656)						22,173
Residential first lien			16,883												(81)						70						(1,127)						15,745
Residential junior lien/home equity			7,010												(94)						41						(529)						6,428
Commercial real estate			39,103												(341)						10						3,772						42,544
Multifamily			5,225												—						—						(19)						5,206
Non-owner occupied			22,064												(187)						4						3,155						25,036
Owner occupied			11,814												(154)						6						636						12,302
Loans to individuals			22,507												(2,330)						843						920						21,940
Automobile and recreational vehicles			20,243												(1,783)						708						508						19,676
Consumer credit cards			347												(78)						27						50						346
Consumer other			1,917												(469)						108						362						1,918
Total loans and leases			$	119,098											$	(5,469)					$	1,067					$	8,958					$	123,654

a) The provision expense (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

44

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

			For the Three Months Ended June 30, 2023
			Beginning balance						Allowance for credit loss on PCD acquired loans						Charge-offs						Recoveries						Provision (credit)a						Ending balance
			(dollars in thousands)
Commercial, financial, agricultural and other			$	42,568					$	3,468					$	(6,677)					$	95					$	2,260					$	41,714
Time and demand			39,465						3,468						(6,215)						52						1,103						37,873
Commercial credit cards			331						—						(9)						5						(7)						320
Equipment finance			1,461						—						—						—						613						2,074
Time and demand other			1,311						—						(453)						38						551						1,447
Real estate construction			7,949						—						—						—						(221)						7,728
Construction other			5,891						—						—						—						254						6,145
Construction residential			2,058						—						—						—						(475)						1,583
Residential real estate			22,773						—						(1)						33						935						23,740
Residential first lien			15,824						—						(1)						17						723						16,563
Residential junior lien/home equity			6,949						—						—						16						212						7,177
Commercial real estate			39,377						1,658						(1,517)						94						(685)						38,927
Multifamily			5,541						—						—						—						234						5,775
Non-owner occupied			21,552						—						—						86						72						21,710
Owner occupied			12,284						1,658						(1,517)						8						(991)						11,442
Loans to individuals			21,218						—						(1,148)						456						911						21,437
Automobile and recreational vehicles			19,013						—						(784)						312						717						19,258
Consumer credit cards			368						—						(80)						30						57						375
Consumer other			1,837						—						(284)						114						137						1,804
Total loans and leases			$	133,885					$	5,126					$	(9,343)					$	678					$	3,200					$	133,546

a) The provision expense (credit) shown here excludes the provision for off-balance sheet credit exposure included in the income statement.

Note 9 Leases

First Commonwealth has elected to apply certain practical expedients provided 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; and (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, including 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.

45

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table represents the unaudited Consolidated Statements of Condition classification of the Company’s right of use ("ROU") assets and lease liabilities, lease costs and other lease information.

															June 30, 2024			December 31, 2023
Balance sheet:
Operating lease asset classified as premises and equipment															$	42,537		$	45,005
Operating lease liability classified as other liabilities															47,043			49,327
						For the Three Months Ended									For the Six Months Ended
						June 30, 2024			June 30, 2023						June 30, 2024			June 30, 2023
Income statement:
Operating lease cost classified as occupancy and equipment expense						$	1,455		$	1,550					$	2,927		$	3,044
Weighted average lease term, in years															13.15			13.52
Weighted average discount rate															3.65		%	3.50		%
Operating cash flows															$	1,532		$	1,573

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 Federal Home Loan Bank ("FHLB") of Pittsburgh. This rate is consistent with a collateralized borrowing rate and is available for terms similar to the lease payment schedules.

Future minimum payments for operating leases with initial or remaining terms of one year or more as of June 30, 2024 were as follows (dollars in thousands):

For the twelve months ended:
June 30, 2025						$	5,862
June 30, 2026						5,379
June 30, 2027						4,864
June 30, 2028						4,422
June 30, 2029						4,456
Thereafter						35,349
Total future minimum lease payments						60,332
Less remaining imputed interest						13,289
Operating lease liability						$	47,043

Note 10 Income Taxes

In accordance with FASB ASC Topic 740-10, “Accounting for Uncertainty in Income Taxes,” at June 30, 2024 and December 31, 2023, First Commonwealth had no material unrecognized tax benefits or accrued interest and penalties. If applicable, First Commonwealth will record interest and penalties 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.

46

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 11 Fair Values of Assets and Liabilities

FASB ASC Topic 820, “Fair Value Measurements and Disclosures” ("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 unaudited Consolidated Statements of Financial Condition or in the “Other assets” category of the unaudited 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:

•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.

•Level 2 – Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained for observable inputs for identical or comparable assets or liabilities from alternative pricing sources with reasonable levels of price transparency. Level 2 includes Obligations of U.S. Government securities issued by Agencies and Sponsored Enterprises, Obligations of States and Political Subdivisions, corporate securities, FHLB stock, loans held for sale, premise held for sale, interest rate derivatives (including interest rate caps, interest rate collars, interest rate swaps and risk participation agreements), certain other real estate owned and certain nonperforming loans.

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.

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 recorded in the unaudited Consolidated Statements of Financial Condition are primarily comprised of FHLB stock whose estimated fair value is based on its par value. Additional information on FHLB stock is provided in Note 7, “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 or 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, and consist of interest rate swaps where there is no significant deterioration in the counterparties' and/or 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 Secured Overnight Financing Rate ("SOFR") rates from overnight to one year, Eurodollar futures contracts and SOFR

47

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 12, “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.

Interest rate derivatives also include interest rate forwards entered 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.

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.

•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 valuation 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 non-marketable equity investments, certain interest rate derivatives and certain nonperforming loans.

The estimated fair value of 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 the credit quality of the underlying counterparties (loan customers).

In accordance with ASU No. 2011-04, the following table provides information related to quantitative inputs and assumptions used in Level 3 fair value measurements.

Fair Value (dollars in thousands)

Valuation Technique

Unobservable Inputs

Range / (weighted average)

June 30, 2024

Other Investments

$

6,182

Carrying Value

N/A

N/A

Limited Partnership Investments

28,825

Par Value

N/A

N/A

December 31, 2023

Other Investments

$

6,182

Carrying Value

N/A

N/A

Limited Partnership Investments

27,137

Par Value

N/A

N/A

48

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The tables below present the balances of assets and liabilities measured at fair value on a recurring basis:

			June 30, 2024
			Level 1						Level 2						Level 3						Total
			(dollars in thousands)
Obligations of U.S. Government Agencies:
Mortgage-Backed Securities - Residential			$	—					$	3,139					$	—					$	3,139
Mortgage-Backed Securities - Commercial			—						612,336						—						612,336
Obligations of U.S. Government-Sponsored Enterprises:
Mortgage-Backed Securities - Residential			—						383,624						—						383,624
Other Government-Sponsored Enterprises			—						922						—						922
Obligations of States and Political Subdivisions			—						7,849						—						7,849
Corporate Securities			—						63,291						—						63,291
Total Debt Securities			—						1,071,161						—						1,071,161
Equity Securities			5,558						—						—						5,558
Total Securities Available for Sale			5,558						1,071,161						—						1,076,719
Other Investments			—						18,253						6,182						24,435
Loans Held for Sale			—						50,769						—						50,769
Other Assets(a)			—						49,147						28,825						77,972
Total Assets			$	5,558					$	1,189,330					$	35,007					$	1,229,895
Other Liabilities(a)			$	—					$	70,067					$	—					$	70,067
Total Liabilities			$	—					$	70,067					$	—					$	70,067

(a)Hedging and non-hedging interest rate derivatives and limited partnership investments

			December 31, 2023
			Level 1						Level 2						Level 3						Total
			(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

49

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

For the six months ended June 30, changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows:

									2024
									Other Investments												Other Assets						Total
									(dollars in thousands)
Balance, beginning of period									$	6,182											$	27,137					$	33,319
Total gains or losses
Included in earnings									—												(11)						(11)
Included in other comprehensive income									—												—						—
Purchases, issuances, sales and settlements
Purchases									—												2,236						2,236
Issuances									—												—						—
Sales									—												—						—
Settlements									—												(537)						(537)
Transfers from Level 3									—												—						—
Transfers into Level 3									—												—						—
Balance, end of period									$	6,182											$	28,825					$	35,007

 

									2023
									Other Investments												Other Assets						Total
									(dollars in thousands)
Balance, beginning of period									$	1,170											$	17,691					$	18,861
Total gains or losses
Included in earnings									—												—						—
Included in other comprehensive income									—												—						—
Purchases, issuances, sales and settlements
Purchases									5,000												7,617						12,617
Issuances									—												—						—
Sales									—												—						—
Settlements									—												(354)						(354)
Transfers from Level 3									—												—						—
Transfers into Level 3									12												57						69
Balance, end of period									$	6,182											$	25,011					$	31,193

During the six months ended June 30, 2024 and 2023, there were no transfers between fair value Levels 1, 2 or 3. There were no gains or losses included in earnings for the periods presented that are attributable to the change in realized gains (losses) relating to assets held at June 30, 2024 and 2023.

50

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

For the three months ended June 30, changes in Level 3 assets and liabilities measured at fair value on a recurring basis are summarized as follows:

									2024
									Other Investments												Other Assets						Total
									(dollars in thousands)
Balance, beginning of period									$	6,182											$	28,445					$	34,627
Total gains or losses
Included in earnings									—												(5)						(5)
Included in other comprehensive income									—												—						—
Purchases, issuances, sales and settlements
Purchases									—												727						727
Issuances									—												—						—
Sales									—												—						—
Settlements									—												(342)						(342)
Transfers from Level 3									—												—						—
Transfers into Level 3									—												—						—
Balance, end of period									$	6,182											$	28,825					$	35,007

 

									2023
									Other Investments												Other Assets						Total
									(dollars in thousands)
Balance, beginning of period									$	6,182											$	24,486					$	30,668
Total gains or losses
Included in earnings									—												—						—
Included in other comprehensive income									—												—						—
Purchases, issuances, sales and settlements
Purchases									—												728						728
Issuances									—												—						—
Sales									—												—						—
Settlements									—												(203)						(203)
Transfers from Level 3									—												—						—
Transfers into Level 3									—												—						—
Balance, end of period									$	6,182											$	25,011					$	31,193

During the three months ended June 30, 2024 and 2023, there were no transfers between fair value Levels 1, 2 or 3. There were no gains or losses included in earnings for the periods presented that are attributable to the change in realized gains (losses) relating to assets held at June 30, 2024 and 2023.

51

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The tables below present the balances of assets measured at fair value on a nonrecurring basis at the dates shown below:

			June 30, 2024
			Level 1						Level 2						Level 3						Total
			(dollars in thousands)
Nonperforming loans			$	—					$	35,702					$	10,506					$	46,208
Other real estate owned			—						701						—						701
Total Assets			$	—					$	36,403					$	10,506					$	46,909

			December 31, 2023
			Level 1						Level 2						Level 3						Total
			(dollars in thousands)
Nonperforming loans			$	—					$	25,215					$	9,708					$	34,923
Other real estate owned			—						609						—						609
Total Assets			$	—					$	25,824					$	9,708					$	35,532

The following (losses) gains were realized on the assets measured on a nonrecurring basis:

			For the Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
			(dollars in thousands)
Nonperforming loans			$	(6,750)					$	(848)					$	(8,554)					$	(500)
Other real estate owned			(4)						—						(38)						—
Total losses			$	(6,754)					$	(848)					$	(8,592)					$	(500)

Nonperforming loans over $250 thousand are individually reviewed to determine the amount of each loan considered to be at risk of non-collection. 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 for other real estate owned that is 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 that is determined using an internal valuation, is classified as Level 3. Other real estate owned has a current carrying value of $0.5 million as of June 30, 2024 and primarily consists of residential real estate 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 cost 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 goodwill is provided in Note 13, “Goodwill.” There were no other assets or liabilities measured at fair value on a nonrecurring basis during the six months ended June 30, 2024.

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

52

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

recurring or nonrecurring basis are as discussed above. The methodologies for other financial assets and financial liabilities are discussed 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 securities available for sale and held to maturity 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 and other equity investments, is considered a reasonable estimate of fair value.

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.

Loans held for sale: The estimated fair value of loans held for sale is based on market bids obtained from potential buyers.

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 $0.2 million and $0.1 million at June 30, 2024 and December 31, 2023. See Note 6, “Commitments and Contingent Liabilities,” 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 is 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 type 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.

53

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table presents carrying amounts and fair values of First Commonwealth’s financial instruments:

			June 30, 2024
									Fair Value Measurements Using:
			Carrying Amount						Total						Level 1						Level 2						Level 3
			(dollars in thousands)
Financial assets
Cash and due from banks			$	109,907					$	109,907					$	109,907					$	—					$	—
Interest-bearing deposits			78,386						78,386						78,386						—						—
Securities available for sale			1,071,161						1,071,161						—						1,071,161						—
Equity securities			5,558						5,558						5,558						—						—
Securities held to maturity			453,820						381,965						—						381,965						—
Other investments			24,435						24,435						—						18,253						6,182
Loans held for sale			50,769						50,769						—						50,769						—
Loans and leases			8,994,890						8,781,146						—						35,702						8,745,444
Financial liabilities
Deposits			9,408,921						9,402,057						—						9,402,057						—
Short-term borrowings			537,613						533,349						—						533,349						—
Subordinated debt			128,226						108,686						—						—						108,686
Long-term debt			3,742						3,643						—						3,643						—
Capital lease obligation			4,613						4,613						—						4,613						—

			December 31, 2023
									Fair Value Measurements Using:
			Carrying Amount						Total						Level 1						Level 2						Level 3
			(dollars in thousands)
Financial assets
Cash and due from banks			$	125,436					$	125,436					$	125,436					$	—					$	—
Interest-bearing deposits			21,557						21,557						21,557						—						—
Securities available for sale			1,020,986						1,020,986						—						1,020,986						—
Securities held to maturity			419,009						350,595						—						350,595						—
Other investments			50,871						50,871						—						44,689						6,182
Loans held for sale			29,820						29,820						—						29,820						—
Loans and leases			8,968,761						8,860,736						—						25,215						8,835,521
Financial liabilities
Deposits			9,192,309						9,187,655						—						9,187,655						—
Short-term borrowings			597,835						594,670						—						594,670						—
Subordinated debt			177,741						151,525						—						—						151,525
Long-term debt			4,122						4,041						—						4,041						—
Capital lease obligation			4,894						4,894						—						4,894						—

54

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 12 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 26 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 21 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, for such derivatives, less the estimate of the loss for the credit exposure, are recognized in earnings at the time of the transaction.

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 unaudited Consolidated Statements of Income. The impact to noninterest income for the three and six months ended June 30, 2024 was an increase of $13 thousand and $0.3 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 takes into consideration the probability that the rate lock commitments will close or will be funded. At June 30, 2024, the underlying funded mortgage loan commitments had a carrying value of $14.9 million and a fair value of $16.2 million, while the underlying unfunded mortgage loan commitments had a notional amount of $75.0 million. 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. The interest rate lock commitments increased other noninterest income by $0.2 million and $0.4 million for the three and six months ended June 30, 2024, respectively.

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,

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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, $25.0 million of which matured during the second quarter of 2024. The remaining interest rate swaps have a total notional amount of $475.0 million: $50.0 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-month CME SOFR rate. Therefore, the interest rate swaps convert the interest payments on the first $500.0 million of 1-month CME SOFR based commercial loans into fixed rate payments. The following table provides the notional amount of interest rate swap contracts and their maturity date.

Notional Amount						Maturity Date
(dollars in thousands)
50,000						12/01/24
150,000						05/01/25
25,000						08/25/25
25,000						10/10/25
50,000						11/05/25
150,000						05/01/26
25,000						10/15/26
$475,000

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 unaudited Consolidated Statements of Income. For the three and six months ended June 30, 2024, there was a negative impact of $10.8 million on net interest income 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", the same line items in the unaudited Consolidated Statements of Income as the income on the hedged items. The cash flow hedges were highly effective at June 30, 2024, and changes in the fair value attributed to hedge ineffectiveness were not material.

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The following table depicts the credit value and fair value adjustments recorded related to the notional amount of derivatives outstanding as well as the notional amount of risk participation agreements participated to other banks:

			June 30, 2024						December 31, 2023
			(dollars in thousands)
Derivatives not Designated as Hedging Instruments
Interest rate derivatives:
Credit value adjustment			$	(1)					$	(13)
Notional amount:
Interest rate derivatives			922,177						945,046
Interest rate caps			37,445						37,647
Interest rate collars			524						35,878
Risk participation agreements			179,386						206,325
Sold credit protection on risk participation agreements			(152,342)						(121,265)
Interest rate options			75,006						38,155
Interest rate forwards:
Fair value adjustment			56						(352)
Notional amount			77,000						39,000
Derivatives Designated as Hedging Instruments
Interest rate swaps:
Fair value adjustment			(20,976)						(25,133)
Notional amount			545,000						570,000

 

The table below presents the change in the fair value of derivative assets and derivative liabilities attributable to credit risk or fair value changes included in "Other income", "Other expense," "Interest on subordinated debentures" or "Interest and fees on loans" in the unaudited Consolidated Statements of Income:

			For the Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
			(dollars in thousands)
Non-hedging interest rate derivatives
Increase in other income			$	13					$	164					$	296					$	403
Non-hedging interest rate forwards
Increase (decrease) in other income			206						(253)						408						(130)
Hedging interest rate derivatives
Decrease in interest and fees on loans			(5,907)						(5,412)						(12,202)						(10,170)
Decrease in interest from subordinated debentures			(724)						(650)						(1,447)						(1,210)

The fair value of our derivatives is included in a table in Note 11, “Fair Values of Assets and Liabilities,” in the line items “Other assets” and “Other liabilities.”

Note 13 Goodwill

FASB ASC Topic 350-20, “Intangibles – Goodwill and Other” 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 at both June 30, 2024 and December 31, 2023 was $363.7 million. No impairment charges on goodwill or other intangible assets were incurred in 2024 or 2023.

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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.

As of June 30, 2024, 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.

Note 14 Subordinated Debentures

Subordinated debentures outstanding are as follows:

																		June 30, 2024						December 31, 2023
			Due			Rate												Amount												Amount
																		(dollars in thousands)
Owed to:
First Commonwealth Bank			2028			3-Month CME Term SOFR + 0.26161% + 1.845%												$	—											$	49,592
First Commonwealth Bank			2033			5.50% until June 1, 2028, then 3-Month CME Term SOFR + 0.26161% + 2.37%												49,376												49,341
First Commonwealth Financial Corp			2031			4.50% until March 29, 2026, then Prime + 1.00%												6,683												6,641
First Commonwealth Capital Trust II			2034			3-Month CME Term SOFR + 0.26161% + 2.85%												30,929												30,929
First Commonwealth Capital Trust III			2034			3-Month CME Term SOFR + 0.26161% + 2.85%												41,238												41,238
Total																		$	128,226											$	177,741

With the acquisition of Centric in January 2023, 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 issued ten-year subordinated notes with an aggregate principal amount of $50.0 million. Interest was paid quarterly at a rate of three-month CME Term SOFR + 0.26161% + 1.845%. On June, 1, 2024, the Bank redeemed the notes, in whole, 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. As part of the redemption of these notes, the remaining deferred issuance costs of $0.4 million were recognized as a loss on redemption.

On May 21, 2018, First Commonwealth 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, subject to regulatory approval, 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

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 rate based portion of the interest rate on Capital Trust II at 1.515% until August 15, 2024 and on Capital Trust III at 1.525% until August 15, 2026. Additional information related to these cash flow hedges can be found in Note 12 - "Derivatives".

Note 15 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 ASC Topic 606 - "Revenue from Contracts with Customers" ("Topic 606"). 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.

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 $0.3 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

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ITEM 1. Financial Statements and Supplementary Data

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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 $2.5 million and $2.1 million in commission expense as of June 30, 2024 and 2023, respectively.

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 daily 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.

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 the related gain or 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 Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
			(dollars in thousands)
Noninterest Income
In-scope of Topic 606:
Trust income			$	2,821					$	2,532					$	5,548					$	5,018
Service charges on deposit accounts			5,546						5,324						10,929						10,242
Insurance and retail brokerage commissions			2,709						2,314						4,955						4,866
Card-related interchange income			7,137						7,372						13,827						14,201
Gain on sale of other loans and assets			143						105						278						166
Other income			1,181						1,067						2,312						2,136
Noninterest Income (in-scope of Topic 606)			19,537						18,714						37,849						36,629
Noninterest Income (out-of-scope of Topic 606)			5,673						5,809						11,349						10,857
Total Noninterest Income			$	25,210					$	24,523					$	49,198					$	47,486

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Table of Contents

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

This discussion and the related financial data are presented to assist in the understanding and evaluation of the consolidated financial condition and the results of operations of First Commonwealth Financial Corporation including its subsidiaries (“First Commonwealth”) for the three and six months ended June 30, 2024 and 2023, and should be read in conjunction with the unaudited Consolidated Financial Statements and notes thereto included in this Form 10-Q.

Forward-Looking Statements

Certain statements contained in this Quarterly Report on Form 10-Q that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifically identified as such. In addition, certain statements may be contained in our future filings with the Securities and Exchange Commission, 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 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.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

•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.

Explanation of Use of Non-GAAP Financial Measures

In addition to the results of operations presented in accordance with generally accepted accounting principles (“GAAP”), First Commonwealth management uses, and this quarterly report contains or references, certain non-GAAP financial measures, such as net interest income on a fully taxable equivalent basis. We believe these non-GAAP financial measures provide information that is useful to investors in understanding our underlying operational performance and our business and performance trends as they facilitate comparison with the performance of others in the financial services industry. Although we believe that these non-GAAP financial measures enhance investors’ understanding of our business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP.

We believe the presentation of net interest income on a fully taxable equivalent basis ensures comparability of net interest income arising from both taxable and tax-exempt sources and is consistent with industry practice. Interest income per the unaudited Consolidated Statements of Income is reconciled to net interest income adjusted to a fully taxable equivalent basis on pages 64 and 72 for six and three months ended June 30, 2024 and 2023.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Selected Financial Data

The following selected financial data should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations, which follows, and with the unaudited Consolidated Financial Statements and related notes. 

			For the Three Months Ended June 30,												For the Six Months Ended June 30,
			2024						2023						2024						2023
			(dollars in thousands, except per share data)
Net Income			$	37,088					$	42,781					$	74,637					$	73,005
Per Share Data:
Basic Earnings per Share			$	0.36					$	0.42					$	0.73					$	0.72
Diluted Earnings per Share			0.36						0.42						0.73						0.72
Cash Dividends Declared per Common Share			0.130						0.125						0.255						0.245
Average Balance:
Total assets			$	11,695,160					$	11,156,913					$	11,608,301					$	10,824,756
Total equity			1,344,360						1,234,834						1,334,843						1,198,147
End of Period Balance:
Net loans and leases (1)															$	8,922,005					$	8,682,590
Total assets															11,626,873						11,318,604
Total deposits															9,408,921						9,146,278
Total equity															1,362,505						1,232,419
Key Ratios:
Return on average assets			1.28		%				1.54		%				1.29		%				1.36		%
Return on average equity			11.10		%				13.90		%				11.24		%				12.29		%
Dividends payout ratio			36.11		%				29.76		%				34.93		%				34.03		%
Average equity to average assets ratio			11.50		%				11.07		%				11.50		%				11.07		%
Net interest margin			3.57		%				3.85		%				3.55		%				3.93		%
Net loans to deposits ratio															94.82		%				94.93		%

(1) Includes loans held for sale.

Results of Operations

Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023

Net Income

For the six months ended June 30, 2024, First Commonwealth had net income of $74.6 million, or $0.73 diluted earnings per share, compared to net income of $73.0 million, or $0.72 diluted earnings per share, in the six months ended June 30, 2023. The increase in net income was primarily the result of a $6.0 million decrease in noninterest expense as a result of $8.5 million in expenses related to the Centric acquisition recognized in the six months ended June 30, 2023. Other items impacting net income include a $4.9 million decrease in net interest income and a $1.3 million increase in the provision for credit losses offset by a $1.7 million increase in noninterest income.

For the six months ended June 30, 2024, the Company’s return on average equity was 11.24% and its return on average assets was 1.29%, compared to 12.29% and 1.36%, respectively, for the six months ended June 30, 2023.

Net Interest Income

Net interest income, on a fully taxable equivalent basis, was $187.9 million in the first six months of 2024, compared to $192.8 million for the same period in 2023. The decrease in net interest income can be attributed to a 122 basis point increase in the cost of interest-bearing liabilities offset by a 58 basis point increase in the yield on interest-earning assets. Net interest income comprises the majority of our operating revenue (net interest income before provision expense plus noninterest income), at 79.2% and 80.2% for the six months ended June 30, 2024 and 2023, respectively.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The net interest margin on a fully taxable equivalent basis was 3.55% for the six months ended June 30, 2024 and 3.93% for the six months ended June 30, 2023. The net interest margin is affected by changes in the level of interest rates and the amount and composition of interest-earning assets and interest-bearing liabilities.

The taxable equivalent yield on interest-earning assets was 5.60% for the six months ended June 30, 2024, an increase of 58 basis points compared to the 5.02% yield for the same period in 2023. This change is a result of the higher interest rate environment and resulted in the loan portfolio yield increasing by 58 basis points when compared to the six months ended June 30, 2023. Contributing to this increase was the yield on our adjustable and variable rate commercial loan portfolios, which increased 46 basis points due to the impact on loan repricing and new volumes at higher interest rates. Additionally, 8 basis points of the yield on interest-earning assets can be attributed to the recognition of $4.1 million in accretion of purchase accounting marks, primarily from the Centric acquisition. For the six months ended June 30, 2023, accretion of purchase accounting marks contributed $4.4 million, or 9 basis points, to the yield on interest-earning assets.

The investment portfolio yield increased 101 basis points in comparison to the prior year as new volume rates were higher than the portfolio yield. The average investment portfolio balance for the period ended June 30, 2024 increased $261.4 million as compared to the six months ended June 30, 2023 as a result of liquidity from growth in interest-bearing liabilities. The yield on interest-bearing deposits with banks increased 44 basis points for the six months ended June 30, 2024 as compared to the prior year, while the average balance decreased from $178.1 million in 2023 to $160.4 million in 2024.

The cost of interest-bearing liabilities increased to 2.81% for the six months ended June 30, 2024, from 1.59% for the same period in 2023. The cost of interest-bearing deposits increased 126 basis points and short-term borrowings increased 26 basis points in comparison to the same period last year. The increase 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 in money market and time deposit accounts. Comparing the six months ended June 30, 2024 with the comparable period in 2023, average time deposits increased $638.8 million, or 79.2%, with an increase in the cost of these deposits of 154 basis points. Other interest-bearing deposits increased on average $137.3 million, or 2.5%, compared to the six months ended June 30, 2023 and the cost of these deposits increased 103 basis points. Compared to the prior period, short-term borrowings increased an average of $219.4 million in order to fund growth in loans and investments.

For the six months ended June 30, 2024, changes in rates negatively impacted net interest income by $6.9 million when compared with the same period in 2023. The higher yield on interest-earning assets positively impacted net interest income by $34.3 million, while the increase in the cost of interest-bearing liabilities negatively impacted net interest income by $41.1 million.

Changes in the volume of interest-earning assets and interest-bearing liabilities positively impacted net interest income by $2.0 million for the six months ended June 30, 2024, as compared to the same period in 2023. Higher levels of interest-earning assets resulted in an increase of $16.1 million in interest income, and changes in the volume and mix of interest-bearing liabilities increased interest expense by $14.0 million. Average interest-earning assets for the six months ended June 30, 2024 increased $755.4 million, or 7.6%, compared to the same period in 2023. Average loans for the comparable period increased $511.7 million, or 6.0%.

Net interest income was negatively impacted by a $232.5 million decrease in average net free funds for the six months ended June 30, 2024 as compared to June 30, 2023. Average net free funds are the excess of noninterest-bearing demand deposits, other noninterest-bearing liabilities and shareholders’ equity over noninterest-earning assets. The level of net free funds was impacted by a lower level of noninterest-bearing demand deposits as customers became more rate sensitive and moved their funds into interest-bearing deposits.

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 six months ended June 30:

 

			2024						2023
			(dollars in thousands)
Interest income per Consolidated Statements of Income			$	296,144					$	245,856
Adjustment to fully taxable equivalent basis			652						610
Interest income adjusted to fully taxable equivalent basis (non-GAAP)			296,796						246,466
Interest expense			108,848						53,674
Net interest income adjusted to fully taxable equivalent basis (non-GAAP)			$	187,948					$	192,792

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following is an analysis of the average balance sheets and net interest income on a fully taxable equivalent basis for the six months ended June 30:

 

			2024									2023
			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			$	160,398		$	4,466		5.60		%	$	178,084		$	4,553		5.16		%
Tax-free investment securities			20,320			272			2.69			21,772			292			2.70
Taxable investment securities			1,471,002			23,029			3.15			1,208,158			12,710			2.12
Loans and leases, net of unearned income (b)(c)			9,007,969			269,029			6.01			8,496,305			228,911			5.43
Total interest-earning assets			10,659,689			296,796			5.60			9,904,319			246,466			5.02
Noninterest-earning assets:
Cash			114,049									110,367
Allowance for credit losses			(119,947)									(129,242)
Other assets			954,510									939,312
Total noninterest-earning assets			948,612									920,437
Total Assets			$	11,608,301								$	10,824,756
Liabilities and Shareholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand deposits (d)			$	1,882,353		$	16,239		1.73		%	$	1,947,587		$	10,369		1.07		%
Savings deposits (d)			3,709,488			43,690			2.37			3,506,907			20,081			1.15
Time deposits			1,445,752			30,795			4.28			806,981			10,969			2.74
Short-term borrowings			570,717			13,104			4.62			351,321			7,594			4.36
Long-term debt			178,780			5,020			5.65			186,378			4,661			5.04
Total interest-bearing liabilities			7,787,090			108,848			2.81			6,799,174			53,674			1.59
Noninterest-bearing liabilities and shareholders’ equity:
Noninterest-bearing demand deposits (d)			2,306,306									2,629,575
Other liabilities			180,062									197,860
Shareholders’ equity			1,334,843									1,198,147
Total Noninterest-Bearing Funding Sources			3,821,211									4,025,582
Total Liabilities and Shareholders’ Equity			$	11,608,301								$	10,824,756
Net Interest Income and Net Yield on Interest-Earning Assets						$	187,948		3.55		%				$	192,792		3.93		%

(a)Income on interest-earning assets has been computed on a fully taxable equivalent basis using the 21% federal income tax statutory rate for the six months ended June 30, 2024 and 2023.

(b)Loan balances include held for sale and nonaccrual loans. Income on nonaccrual loans is accounted for on the cash basis.

(c)Loan income includes loan fees earned.

(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.

 

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following table shows the effect of changes in volumes and rates on interest income and interest expense for the six months ended June 30, 2024 compared with June 30, 2023:

 

						Analysis of Year-to-Year Changes in Net Interest Income
						Total Change						Change Due To Volume						Change Due To Rate (a)
						(dollars in thousands)
Interest-earning assets:
Interest-bearing deposits with banks						$	(87)					$	(453)					$	366
Tax-free investment securities						(20)						(19)						(1)
Taxable investment securities						10,319						2,763						7,556
Loans and leases						40,118						13,777						26,341
Total interest income (b)						50,330						16,068						34,262
Interest-bearing liabilities:
Interest-bearing demand deposits						5,870						(346)						6,216
Savings deposits						23,609						1,155						22,454
Time deposits						19,826						8,679						11,147
Short-term borrowings						5,510						4,744						766
Long-term debt						359						(190)						549
Total interest expense						55,174						14,042						41,132
Net interest income						$	(4,844)					$	2,026					$	(6,870)

(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 for expected losses inherent in the loan portfolio and off-balance sheet commitments. The provision for credit losses is an amount added to the allowance, against which credit losses are charged.  

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The table below provides a breakout of the provision for credit losses by loan category for the six months ended June 30: 

			2024									2023
			Dollars			Percentage						Dollars			Percentage
			(dollars in thousands)
Commercial, financial, agricultural and other			$	7,339		50		%				$	3,251		124		%
Time and demand			3,753			26						1,282			49
Commercial credit cards			68			—						13			1
Equipment finance			2,571			18						1,033			39
Time and demand other			947			6						923			35
Real estate construction			(1,000)			(7)						(3,019)			(115)
Construction other			(402)			(3)						(1,588)			(60)
Construction residential			(598)			(4)						(1,431)			(55)
Residential real estate			(1,643)			(11)						1,196			45
Residential first lien			(1,234)			(8)						1,081			41
Residential junior lien/home equity			(409)			(3)						115			4
Commercial real estate			5,973			41						(378)			(14)
Multifamily			(27)			—						301			12
Non-owner occupied			5,463			37						310			12
Owner occupied			537			4						(989)			(38)
Loans to individuals			3,971			27						1,570			60
Automobile and recreational vehicles			2,998			20						1,316			50
Consumer credit cards			157			1						62			3
Consumer other			816			6						192			7
Provision for credit losses on loans and leases			$	14,640		100		%				$	2,620		100		%
Provision for credit losses - acquisition day 1 non-PCD			—									10,653
Total provision for credit losses on loans and leases			14,640									13,273
Provision for off-balance sheet credit exposure			(2,575)									(2,480)
Total provision for credit losses			$	12,065								$	10,793

Total provision expense for the six months ended June 30, 2024, increased $1.3 million compared to the six months ended June 30, 2023. The increase can be attributed to $8.7 million in net charge-offs as well as an increase of $6.7 million in specific reserves. The specific reserves can be attributed to $3.8 million for two time and demand relationships and $2.6 million for three non-owner occupied relationships, all of which were moved to nonaccrual during the six months ended June 30, 2024. During the first six months of 2023, provision expense of $10.7 million was recognized as the day 1 non-PCD provision expense resulting from the Centric acquisition and a $0.1 million decrease in the provision for off-balance sheet commitments. The negative provision for off-balance sheet commitments for the six months ended June 30, 2024 was a result of lower off-balance sheet commitments related to construction and time and demand loans.

The allowance for credit losses was $123.7 million, or 1.37%, of total loans and leases outstanding at June 30, 2024, compared to $117.7 million, or 1.31%, at December 31, 2023 and $133.5 million, or 1.52%, at June 30, 2023. Nonperforming loans as a percentage of total loans and leases increased to 0.63% at June 30, 2024 from 0.54% as of June 30, 2023 and 0.44% at December 31, 2023. The allowance to nonperforming loan ratio was 216.48%, 298.23% and 278.17% as of June 30, 2024, December 31, 2023 and June 30, 2023, respectively.

 

Management believes that the allowance for credit losses is at a level deemed appropriate to absorb expected losses inherent in the loan portfolio at June 30, 2024.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Below is an analysis of the consolidated allowance for credit losses for the six months ended June 30, 2024 and 2023 and the year-ended December 31, 2023:

 

						June 30, 2024						June 30, 2023						December 31, 2023
						(dollars in thousands)
Balance, beginning of period						$	117,718					$	102,906					$	102,906
Day 1 allowance for credit loss on PCD acquired loans						—						27,205						27,205
Provision for credit losses - acquisition day 1 non-PCD						—						10,653						10,653
Loans charged off:
Commercial, financial, agricultural and other						5,250						7,340						19,199
Real estate construction						35						—						—
Residential real estate						255						80						561
Commercial real estate						624						1,517						6,277
Loans to individuals						4,868						2,289						7,230
Total loans charged off						11,032						11,226						33,267
Recoveries of loans previously charged off:
Commercial, financial, agricultural and other						523						254						498
Real estate construction						6						—						—
Residential real estate						170						71						247
Commercial real estate						124						136						151
Loans to individuals						1,505						927						2,219
Total recoveries						2,328						1,388						3,115
Net charge-offs						8,704						9,838						30,152
Provision for credit losses on loans and leases charged to expense						14,640						2,620						7,106
Balance, end of period						$	123,654					$	133,546					$	117,718
Net charge-offs as a percentage of average loans and leases outstanding (annualized)						0.19		%				0.23		%				0.35		%
Allowance for credit losses as a percentage of end-of-period loans and leases outstanding						1.37		%				1.52		%				1.31		%

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Noninterest Income

The following table presents the components of noninterest income for the six months ended June 30: 

						2024						2023						$ Change						% Change
						(dollars in thousands)
Noninterest Income:
Trust income						$	5,548					$	5,018					$	530					11		%
Service charges on deposit accounts						10,929						10,242						687						7
Insurance and retail brokerage commissions						4,955						4,866						89						2
Income from bank owned life insurance						2,665						2,422						243						10
Card-related interchange income						13,827						14,201						(374)						(3)
Swap fee income						—						577						(577)						(100)
Other income						4,781						4,286						495						12
Subtotal						42,705						41,612						1,093						3
Net securities losses						(5,535)						—						(5,535)						—
Gain on VISA exchange						5,558						—						5,558						—
Gain on sale of mortgage loans						2,999						1,905						1,094						57
Gain on sale of other loans and assets						3,459						3,977						(518)						(13)
Derivatives mark to market						12						(8)						20						(250)
Total noninterest income						$	49,198					$	47,486					$	1,712					4		%

Total noninterest income, excluding net securities losses, gain on VISA exchange, gain on sale of mortgage loans, gain on sale of other loans and assets and the derivatives mark to market for the six months ended June 30, 2024 increased $1.1 million, or 3%, compared to the six months ended June 30, 2023. Service charges on deposit accounts increased $0.7 million due to increased customer activity and trust income increased $0.5 million due to gains in the value of assets under management. Included in the $0.5 million increase in other income is a $0.2 million increase in income from limited partnership investments. Swap fee income declined $0.6 million as there were no new interest rate swaps entered into by our commercial loan customers and card-related interchange income decreased $0.4 million due to a slight decline in customer card usage.

Total noninterest income increased $1.7 million, or 4%, compared to the same period in the prior year. The most significant changes, other than the changes noted above, include a $5.6 million gain related to the conversion of Visa class B shares and a $1.1 million increase in gain on sale of mortgage loans as a result of changes in volume and the spread received on mortgage loans sold. Offsetting these are $5.5 million in losses recognized on the sale of $75.1 million in available for sale securities, which were sold in order to reinvest into higher yielding investments, and a $0.5 million decrease in the gain on sale of other loans and assets primarily due to a change in the spread on the sale of SBA loans.

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 Durbin Amendment to the Dodd-Frank Act. We estimate that the application of the interchange fee cap, as compared to the twelve months prior to being subject to the cap, will decrease our interchange income by approximately $6.9 million during the last two quarters of 2024 and will decrease our annual interchange income by approximately $13.8 million in 2025.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Noninterest Expense

The following table presents the components of noninterest expense for the six months ended June 30: 

						2024						2023						$ Change						% Change
						(dollars in thousands)
Noninterest Expense:
Salaries and employee benefits						$	72,644					$	70,999					$	1,645					2		%
Net occupancy						10,156						9,802						354						4
Furniture and equipment						8,758						8,522						236						3
Data processing						7,664						7,167						497						7
Advertising and promotion						2,217						2,990						(773)						(26)
Pennsylvania shares tax						2,328						2,425						(97)						(4)
Intangible amortization						2,433						2,429						4						—
Other professional fees and services						2,528						2,773						(245)						(9)
FDIC insurance						2,899						2,694						205						8
Other operating						17,550						17,358						192						1
Subtotal						129,177						127,159						2,018						2
Loss on sale or write-down of assets						220						47						173						368
Litigation and operational losses						1,491						1,637						(146)						(9)
Loss on early redemption of subordinated debt						369						—						369						—
Merger and acquisition related						114						8,481						(8,367)						(99)
Total noninterest expense						$	131,371					$	137,324					$	(5,953)					(4)		%

Noninterest expense decreased $6.0 million, or 4%, for the six months ended June 30, 2024 compared to the same period in 2023. This decrease is primarily the result of $8.5 million in merger-related expenses associated with the Centric acquisition recognized during the comparable period in 2023. Advertising and promotion expense decreased $0.8 million due to the timing and types of advertising in 2024 compared to 2023. Offsetting these decreases is a $1.6 million increase in salaries and benefits expense primarily due to annual merit salary increases and the inclusion of Centric employees for six months in 2024, as compared to five months in 2023. The number of full time equivalent employees totaled 1,483 at June 30, 2023 and 1,472 at June 30, 2024. Increases in net occupancy, furniture and equipment and intangible amortization all reflected increases primarily due to the Centric acquisition, while data processing costs increased $0.5 million due to continued investment in our digital banking and other product offerings. During the six months ended June 30, 2024, $0.4 million in remaining subordinated debt issuance costs that were being amortized over the life of the instrument were accelerated and recognized in conjunction with the redemption of $50.0 million in subordinated debentures.

Income Tax

The provision for income taxes decreased $0.1 million for the six months ended June 30, 2024, compared to the corresponding period in 2023.  

We applied the “annual effective tax rate approach” to determine the provision for income taxes, which applies an annual forecast of tax expense as a percentage of expected full year income, for the six months ended June 30, 2024 and 2023.

We generate 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, all of which are relatively consistent regardless of the level of pretax income. These provided for an effective tax rate of 19.8% and 20.3% for the six months ended June 30, 2024 and 2023, respectively.

As of June 30, 2024, our deferred tax assets totaled $60.0 million. Based on our evaluation, we determined that it is more likely than not that all of these assets will be realized. As a result, a valuation allowance against these assets was not recorded. In evaluating the need for a valuation allowance, we estimate future taxable income based on management approved forecasts, evaluation of historical earnings levels and consideration of potential tax strategies. If future events differ from our current forecasts, we may need to establish a valuation allowance, which could have a material impact on our financial condition and results of operations.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Results of Operations

Three Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023

Net Income

For the three months ended June 30, 2024, First Commonwealth recognized net income of $37.1 million, or $0.36 diluted earnings per share, compared to net income of $42.8 million, or $0.42 diluted earnings per share, in the three months ended June 30, 2023. The decrease in net income was primarily the result of a $2.8 million decrease in net interest income and a $5.0 million increase in the provision for credit losses.

For the three months ended June 30, 2024, the Company’s return on average equity was 11.10% and its return on average assets was 1.28%, compared to 13.90% and 1.54%, respectively, for the three months ended June 30, 2023.

Net Interest Income

Net interest income, on a fully taxable equivalent basis, was $95.3 million in the second quarter of 2024, compared to $98.1 million for the same period in 2023. The decrease in net interest income can be attributed to a 97 basis point increase in the cost of interest-bearing liabilities offset by a 50 basis point increase in the yield on interest-earning assets. Net interest income comprises the majority of our operating revenue (i.e., net interest income before provision expense plus noninterest income), at 79.0% and 80.0% for the three months ended June 30, 2024 and 2023, respectively.

The net interest margin, on a fully taxable equivalent basis, was 3.57% and 3.85% for the three months ended June 30, 2024 and 2023, respectively.

The taxable equivalent yield on interest-earning assets was 5.66% for the three months ended June 30, 2024, an increase of 50 basis points compared to the 5.16% yield for the same period in 2023. This is largely due to a 48 basis point increase in the loan portfolio yield when compared to the three months ended June 30, 2023 as a result of a higher interest rate environment in 2024. Contributing to this increase was the yield on our adjustable and variable rate commercial loan portfolios, which increased 31 basis points due to the impact on loan repricing and new volumes at higher interest rates. Additionally, 8 basis points of the increase in the yield on interest-earnings assets can be attributed to the recognition of $2.1 million in accretion of purchase accounting marks, primarily as a result of the Centric acquisition. For the three months ended June 30, 2023, accretion of purchase accounting marks contributed $3.2 million, or 12 basis points, to the yield on interest-earning assets. During the three months ended June 30, 2024, the yield on interest-earning assets increased by 2 basis points as a result of $0.6 million in deferred interest being recognized with the payoff of a commercial loan which was previously in nonaccrual status.

The investment portfolio yield increased 109 basis points in comparison to the prior year as new volume rates were higher than the portfolio yield. The average investment portfolio balance increased $283.7 million as a result of liquidity from growth in interest-bearing liabilities. The average balance of interest-bearing deposits with banks decreased from $308.4 million in 2023 to $208.4 million in 2024 while the yield increased 32 basis points. During the second quarter of 2024, $75.1 million in available for sale investment securities yielding 2.17% were sold and the proceeds were reinvested into securities yielding 5.49%. This transaction is expected to increase the net interest margin by 2 basis points beginning in the third quarter of 2024.

The cost of interest-bearing liabilities increased to 2.85% for the three months ended June 30, 2024, from 1.88% for the same period in 2023, primarily due to an increase in the cost of time deposits and savings deposits. The cost of interest-bearing demand deposits increased 50 basis points and short-term borrowings decreased 12 basis points in comparison to the same period last year. The increase in the cost of interest-bearing demand 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 on money market and time deposits. Comparing the three months ended June 30, 2024 with the comparable period in 2023, average time deposits increased $574.1 million, or 61.7%, with an increase in the cost of these deposits of 132 basis points. Other interest-bearing deposits increased on average $33.7 million, or 0.6%, compared to the three months ended June 30, 2023 and the cost of these deposits increased 84 basis points. Additionally, on June 1, 2024, the company redeemed a $50 million variable rate subordinated debenture with an interest rate of 7.45%. This redemption is expected to improve the net interest margin by approximately 2 basis points for the remainder of 2024.

For the three months ended June 30, 2024, changes in interest rates negatively impacted net interest income by $2.0 million when compared with the same period in 2023. The higher yield on loans contributed to interest-earning assets positively impacting net interest income by $14.7 million, while an increase in the cost of interest-bearing liabilities negatively impacted net interest income by $16.6 million.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Changes in the volume of interest-earning assets and interest-bearing liabilities negatively impacted net interest income by $0.8 million during the three months ended June 30, 2024, as compared to the same period in 2023. The mix of interest-earning assets resulted in an increase of $4.8 million in interest income, while changes in the volume and mix of interest-bearing liabilities increased interest expense by $5.6 million. Average interest-earning assets for the three months ended June 30, 2024 increased $511.9 million, or 5.0%, compared to the same period in 2023. Average loans for the comparable period increased $328.3 million, or 3.8%. Average time deposits for the three months ended June 30, 2024 increased by $574.1 million compared to the comparable period in 2023, increasing interest expense by $4.3 million.

Net interest income was negatively impacted by a $190.2 million decrease in average net free funds for the three months ended June 30, 2024 as compared to June 30, 2023. Average net free funds are the excess of noninterest-bearing demand deposits, other noninterest-bearing liabilities and shareholders’ equity over noninterest-earning assets. The decline in the level of net free funds was primarily the result of a decrease in noninterest-bearing demand deposits as a result of customers becoming more rate sensitive as interest rates increased.

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 three months ended June 30:

 

			2024						2023
			(dollars in thousands)
Interest income per Consolidated Statements of Income			$	150,682					$	131,267
Adjustment to fully taxable equivalent basis			329						305
Interest income adjusted to fully taxable equivalent basis (non-GAAP)			151,011						131,572
Interest expense			55,690						33,443
Net interest income adjusted to fully taxable equivalent basis (non-GAAP)			$	95,321					$	98,129

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following is an analysis of the average balance sheets and net interest income on a fully taxable equivalent basis for the three months ended June 30:

 

			2024									2023
			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			$	208,360		$	2,893		5.58		%	$	308,412		$	4,043		5.26		%
Tax-free investment securities			20,174			135			2.69			21,564			144			2.68
Taxable investment securities			1,490,235			12,008			3.24			1,205,160			6,416			2.14
Loans and leases, net of unearned income (b)(c)			9,017,288			135,975			6.06			8,689,021			120,969			5.58
Total interest-earning assets			10,736,057			151,011			5.66			10,224,157			131,572			5.16
Noninterest-earning assets:
Cash			110,802									108,596
Allowance for credit losses			(120,077)									(134,750)
Other assets			968,378									958,910
Total noninterest-earning assets			959,103									932,756
Total Assets			$	11,695,160								$	11,156,913
Liabilities and Shareholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand deposits (d)			$	1,905,013		$	8,539		1.80		%	$	2,045,853		$	6,637		1.30		%
Savings deposits (d)			3,724,015			22,202			2.40			3,549,483			12,228			1.38
Time deposits			1,504,544			16,263			4.35			930,447			7,036			3.03
Short-term borrowings			545,551			6,339			4.67			434,783			5,193			4.79
Long-term debt			170,963			2,347			5.52			187,379			2,349			5.03
Total interest-bearing liabilities			7,850,086			55,690			2.85			7,147,945			33,443			1.88
Noninterest-bearing liabilities and shareholders’ equity:
Noninterest-bearing demand deposits (d)			2,310,274									2,580,842
Other liabilities			190,440									193,292
Shareholders’ equity			1,344,360									1,234,834
Total noninterest-bearing funding sources			3,845,074									4,008,968
Total Liabilities and Shareholders’ Equity			$	11,695,160								$	11,156,913
Net Interest Income and Net Yield on Interest-Earning Assets						$	95,321		3.57		%				$	98,129		3.85		%

(a)Income on interest-earning assets has been computed on a fully taxable equivalent basis using the 21% federal income tax statutory rate for the three months ended June 30, 2024 and 2023.

(b)Loan balances include held for sale and nonaccrual loans. Income on nonaccrual loans is accounted for on the cash basis.

(c)Loan income includes loan fees earned.

(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.

 

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following table shows the effect of changes in volumes and rates on interest income and interest expense for the three months ended June 30, 2024 compared with June 30, 2023:

 

						Analysis of Year-to-Year Changes in Net Interest Income
						Total Change						Change Due To Volume						Change Due To Rate (a)
						(dollars in thousands)
Interest-earning assets:
Interest-bearing deposits with banks						$	(1,150)					$	(1,312)					$	162
Tax-free investment securities						(9)						(9)						—
Taxable investment securities						5,592						1,521						4,071
Loans and leases						15,006						4,567						10,439
Total interest income (b)						19,439						4,767						14,672
Interest-bearing liabilities:
Interest-bearing demand deposits						1,902						(456)						2,358
Savings deposits						9,974						600						9,374
Time deposits						9,227						4,337						4,890
Short-term borrowings						1,146						1,323						(177)
Long-term debt						(2)						(206)						204
Total interest expense						22,247						5,598						16,649
Net interest income						$	(2,808)					$	(831)					$	(1,977)

 

(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 for probable losses inherent in the loan portfolio, after giving consideration to charge-offs and recoveries for the period. The provision for credit losses is an amount added to the allowance, against which credit losses are charged.

 

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The table below provides a breakout of the provision for credit losses by loan category for the three months ended June 30: 

			2024									2023
			Dollars			Percentage						Dollars			Percentage
			(dollars in thousands)
Commercial, financial, agricultural and other			$	6,047		67		%				$	2,260		71		%
Time and demand			4,318			48						1,103			35
Commercial credit cards			(3)			—						(7)			—
Equipment finance			1,308			14						613			19
Time and demand other			424			5						551			17
Real estate construction			(125)			(1)						(221)			(7)
Construction other			251			3						254			8
Construction residential			(376)			(4)						(475)			(15)
Residential real estate			(1,656)			(18)						935			29
Residential first lien			(1,127)			(12)						723			22
Residential junior lien/home equity			(529)			(6)						212			7
Commercial real estate			3,772			42						(685)			(21)
Multifamily			(19)			—						234			8
Non-owner occupied			3,155			35						72			2
Owner occupied			636			7						(991)			(31)
Loans to individuals			920			10						911			28
Automobile and recreational vehicles			508			5						717			22
Consumer credit cards			50			1						57			2
Consumer other			362			4						137			4
Provision for credit losses on loans and leases			$	8,958		100		%				$	3,200		100		%
Provision for off-balance sheet credit exposure			(1,131)									(410)
Total provision for credit losses			$	7,827								$	2,790

The provision for credit losses on loans and leases for the three months ended June 30, 2024 increased in comparison to the three months ended June 30, 2023 by $5.8 million. The level of provision expense in the second quarter of 2024 is primarily the result of $4.4 million in net charges-offs and an additional $5.8 million in specific reserves. The provision for off-balance sheet credit exposure decreased $0.7 million primarily due to the level of unfunded commitments. The increase in specific reserves relates to $3.8 million in specific reserves for two time and demand relationships and $1.5 million in specific reserves related to two non-owner occupied relationships, all of which were moved to nonaccrual during the second quarter of 2024. In addition, specific reserves increased by $0.6 million due to an updated appraisal for a non-owner occupied real estate loan.

The level of provision expense in the second quarter of 2023 was primarily the result of increases in loan balances and changes in economic forecasts used in the calculation of the allowance for credit losses. Net charge-offs for the three months ended June 30, 2023 were $8.7 million.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Below is an analysis of the consolidated allowance for credit losses for the three months ended June 30, 2024 and 2023 and the year-ended December 31, 2023:

 

						June 30, 2024						June 30, 2023						December 31, 2023
						(dollars in thousands)
Balance, beginning of period						$	119,098					$	133,885					$	102,906
Day 1 allowance for credit loss on PCD acquired loans						—						—						27,205
Provision for credit losses - acquisition day 1 non-PCD						—						5,126						10,653
Loans charged off:
Commercial, financial, agricultural and other						2,588						6,677						19,199
Real estate construction						35						—						—
Residential real estate						175						1						561
Commercial real estate						341						1,517						6,277
Loans to individuals						2,330						1,148						7,230
Total loans charged off						5,469						9,343						33,267
Recoveries of loans previously charged off:
Commercial, financial, agricultural and other						103						95						498
Real estate construction						—						—						—
Residential real estate						111						33						247
Commercial real estate						10						94						151
Loans to individuals						843						456						2,219
Total recoveries						1,067						678						3,115
Net charge-offs						4,402						8,665						30,152
Provision for credit losses on loans charged to expense						8,958						3,200						7,106
Balance, end of period						$	123,654					$	133,546					$	117,718

Noninterest Income

The following table presents the components of noninterest income for the three months ended June 30: 

						2024						2023						$ Change						% Change
						(dollars in thousands)
Noninterest Income:
Trust income						$	2,821					$	2,532					$	289					11		%
Service charges on deposit accounts						5,546						5,324						222						4
Insurance and retail brokerage commissions						2,709						2,314						395						17
Income from bank owned life insurance						1,371						1,195						176						15
Card-related interchange income						7,137						7,372						(235)						(3)
Swap fee income						—						332						(332)						(100)
Other income						2,524						2,229						295						13
Subtotal						22,108						21,298						810						4
Net securities losses						(5,535)						—						(5,535)						—
Gain on VISA exchange						5,558						—						5,558						—
Gain on sale of mortgage loans						1,671						1,253						418						33
Gain on sale of other loans and assets						1,408						1,891						(483)						(26)
Derivatives mark to market						—						81						(81)						(100)
Total noninterest income						$	25,210					$	24,523					$	687					3		%

Total noninterest income for the three months ended June 30, 2024 increased $0.7 million compared to the three months ended June 30, 2023. The most significant changes include a $5.6 million gain recognized upon the conversion of Visa class B shares, an increase of $0.4 million in insurance and retail brokerage fees due to increased annuity sales, a $0.4 million increase in gain

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

on sale of mortgage loans due to an increase in the volume in sales of mortgage loans and an increase of $0.3 million in trust income fees resulting from a gain in the value of assets under management. Offsetting these increases to noninterest income, were $5.5 million in losses recognized on the sale of available for sale securities, a $0.5 million decrease in the gain on sale of other loans and assets due to changes in the spread of SBA loans sold, and a decrease of $0.3 million in swap fee income as no new interest rate swaps were entered into during the second quarter of 2024.

Noninterest Expense

The following table presents the components of noninterest expense for the three months ended June 30:

 

						2024						2023						$ Change						% Change
						(dollars in thousands)
Noninterest Expense:
Salaries and employee benefits						$	37,320					$	36,735					$	585					2		%
Net occupancy						4,822						4,784						38						1
Furniture and equipment						4,278						4,284						(6)						—
Data processing						3,840						3,763						77						2
Advertising and promotion						898						1,327						(429)						(32)
Pennsylvania shares tax						1,126						1,173						(47)						(4)
Intangible amortization						1,169						1,282						(113)						(9)
Other professional fees and services						1,286						1,182						104						9
FDIC insurance						1,286						1,277						9						1
Other operating						8,833						9,296						(463)						(5)
Subtotal						64,858						65,103						(245)						—
Loss on sale or write-down of assets						77						6						71						1,183
Litigation and operational losses						494						894						(400)						(45)
Loss on early redemption of subordinated debt						369						—						369						—
Merger and acquisition related						—						(60)						60						(100)
Total noninterest expense						$	65,798					$	65,943					$	(145)					—		%

Noninterest expense decreased $0.1 million for the three months ended June 30, 2024 compared to the same period in 2023. The decrease is a result of a $0.4 million decrease in advertising and promotion expense, a $0.4 million decrease in litigation and operational losses, and a $0.5 million decrease in other operating expense primarily due to decreases in printing and postage related expenses. Offsetting these are a $0.6 million increase in salaries and employee benefits expense due to annual merit increases and $0.4 million in loss recognized related to the early redemption of $50.0 million of the company's subordinated debentures.

Income Tax

The provision for income taxes decreased $1.3 million for the three months ended June 30, 2024, compared to the corresponding period in 2023.  The effective tax rate increased 20 basis points from 20.2% for the three months ended June 30, 2023 to 20.4% for the three months ended June 30, 2024.

We applied the “annual effective tax rate approach” to determine the provision for income taxes, which applies an annual forecast of tax expense as a percentage of expected full year income, for the three months ended June 30, 2024 and 2023.

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. We generate funds to meet these needs primarily through the core deposit base of First Commonwealth Bank and the maturity or repayment of loans and other interest-earning assets, including investments. During the first six months of 2024, the sale, maturity and redemption of investment securities provided $169.4 million in liquidity. These funds contributed to the liquidity used to originate loans, purchase investment securities and fund depositor withdrawals.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following represents our expanded sources of liquidity as of June 30, 2024:

						Total Available						Amount Used						Outstanding Letters of Credit						Net Available
						(dollars in thousands)
Internal liquidity sources
Unencumbered securities						$	284,104					$	—					$	—					$	284,104
Other (excess pledged)						81,302						—						—						81,302
External liquidity sources
FHLB advances						2,394,114						3,741						213,100						2,177,273
FRB borrowings						1,671,013						516,000						—						1,155,013
Lines with other financial institutions						160,000						—						—						160,000
CDARs (1)						1,159,719						21,682						—						1,138,037
Total liquidity						$	5,750,252					$	541,423					$	213,100					$	4,995,729

(1) Reflects internal policy limit. Maximum capacity with CDARs is $1.7 billion.

Our participation in the Certificate of Deposit Account Registry Services (“CDARS”) program is part of an Asset/Liability Committee (“ALCO”) strategy to increase and diversify funding sources. As of June 30, 2024, the outstanding balance of $21.7 million carried an average weighted rate of 3.74% and an average original term of 307 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 the first quarter of 2024, borrowings of $516.0 million at a rate of 4.76% were originated under the Federal Reserve's Bank Term Funding Program in order to fund growth in loans and investments. These borrowings have a maturity date of January 16, 2025, and can be repaid without penalty at any time.

First Commonwealth’s long-term liquidity source is its core deposit base. Core deposits are the most stable source of liquidity a bank can have due to the long-term relationship with a deposit customer. The following table shows a breakdown of the components of First Commonwealth’s deposits: 

						June 30, 2024						December 31, 2023
						(dollars in thousands)
Noninterest-bearing demand deposits(a)						$	2,304,830					$	2,388,533
Interest-bearing demand deposits(a)						619,877						629,138
Savings deposits(a)						4,955,718						4,886,781
Time deposits						1,528,496						1,287,857
Total						$	9,408,921					$	9,192,309

(a)Balances include reallocations from noninterest-bearing demand deposits and interest-bearing demand deposits into savings deposits, which were made for regulatory purposes.

The level of deposits during any period is 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.

During the first six months of 2024, total deposits increased $216.6 million. Interest-bearing demand and savings deposits increased $59.7 million, time deposits increased $240.6 million and noninterest-bearing demand deposits decreased $83.7 million.

The estimated total of uninsured deposits was $2.5 billion at both June 30, 2024 and December 31, 2023, of which $0.8 billion were secured by pledged investment securities or letters of credit at both June 30, 2024 and December 31, 2023. Uninsured amounts are estimated based on known account relationships for each depositor and insurance guidelines provided by the FDIC.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Market Risk

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 0.67 and 0.69 at June 30, 2024 and December 31, 2023, 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.

Gap analysis has limitations due to the static nature of the model that 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 the gap analysis.

The following is the gap analysis as of June 30, 2024 and December 31, 2023: 

						June 30, 2024
						0-90 Days						91-180 Days						181-365 Days						Cumulative 0-365 Days						Over 1 Year Through 5 Years						Over 5 Years
						(dollars in thousands)
Loans and leases						$	3,668,042					$	441,406					$	694,830					$	4,804,278					$	3,150,923					$	954,028
Investments						57,525						47,901						91,198						196,624						673,382						778,672
Other interest-earning assets						77,228						—						—						77,228						1,158						—
Total interest-sensitive assets (ISA)						3,802,795						489,307						786,028						5,078,130						3,825,463						1,732,700
Certificates of deposit						400,260						612,090						357,745						1,370,095						157,398						1,146
Other deposits						5,575,595						—						—						5,575,595						—						—
Borrowings						616,673						209						419						617,301						52,872						32
Total interest-sensitive liabilities (ISL)						6,592,528						612,299						358,164						7,562,991						210,270						1,178
Gap						$	(2,789,733)					$	(122,992)					$	427,864					$	(2,484,861)					$	3,615,193					$	1,731,522
ISA/ISL						0.58						0.80						2.19						0.67						18.19						1,470.88
Gap/Total assets						23.99		%				1.06		%				3.68		%				21.37		%				31.09		%				14.89		%

 

						December 31, 2023
						0-90 Days						91-180 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
Investments						72,358						44,567						97,544						214,469						606,670						733,418
Other interest-earning assets						20,440						—						—						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 deposit						271,662						210,793						569,507						1,051,962						235,562						974
Other deposits						5,515,919						—						—						5,515,919						—						—
Borrowings						726,850						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/ISL						0.57						2.33						1.50						0.69						12.97						1,401.76
Gap/Total assets						24.46		%				2.44		%				2.48		%				19.54		%				30.16		%				14.64		%

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

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)
June 30, 2024 ($)						$	(19,979)					$	(9,643)					$	7,148					$	12,961
June 30, 2024 (%)						(4.76)		%				(2.30)		%				1.70		%				3.09		%
December 31, 2023 ($)						$	(9,867)					$	(4,504)					$	6,215					$	11,091
December 31, 2023 (%)						(2.53)		%				(1.16)		%				1.59		%				2.84		%

The following table represents the potential sensitivity of our annual net interest income to immediate changes in interest rates versus 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)
June 30, 2024 ($)						$	(37,145)					$	(19,357)					$	19,551					$	36,859
June 30, 2024 (%)						(8.85)		%				(4.61)		%				4.66		%				8.78		%
December 31, 2023 ($)						$	(38,890)					$	(17,930)					$	18,545					$	34,788
December 31, 2023 (%)						(9.97)		%				(4.60)		%				4.76		%				8.92		%

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 200 basis point interest rate decline scenario is affected by the fact that many of our interest-bearing liabilities are at rates below 2%, with an assumed floor of zero in the model. In the six months ended June 30, 2024 and 2023, the cost of our interest-bearing liabilities averaged 2.81% and 1.59%, respectively, and the yield on our average interest-earning assets, on a fully taxable equivalent basis, averaged 5.60% and 5.02%, respectively.

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 probable estimated 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 $4.7 million at June 30, 2024 and is classified in "Other liabilities" on the unaudited 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 on nonaccrual status 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. Consumer loans related to automobile and recreational vehicles are either charged off or repossessed at no later than 90 days past due.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Nonperforming loans are closely monitored on an ongoing basis as part of our loan review and work-out process. The probable risk of loss on these loans is evaluated by comparing the loan balance to the fair value of any underlying collateral or the present value of projected future cash flows. Losses or a specifically assigned allowance for loan losses are recognized where appropriate.

Nonperforming loans and leases, including loans held for sale, increased $17.6 million to $57.1 million at June 30, 2024, compared to $39.5 million at December 31, 2023. The increase in nonperforming loans is primarily a result of $33.7 million in commercial loans that were moved to nonaccrual during the first six months of 2024. Offsetting these additions is the payoff of three commercial real estate relationships totaling $10.3 million, accompanied by $0.5 million in charge-offs and the payoff of two commercial, financial, agricultural and other relationships totaling $1.3 million.

The allowance for credit losses as a percentage of nonperforming loans was 216.48% as of June 30, 2024, compared to 298.23% at December 31, 2023, and 278.17% at June 30, 2023. The amount of individually assessed reserves included in the allowance for nonperforming loans and leases was determined by using fair values obtained from current appraisals and updated discounted cash flow analyses. The allowance for credit losses includes specific reserves of $11.8 million and general reserves of $111.9 million as of June 30, 2024. Specific reserves increased $6.7 million from December 31, 2023, and decreased $1.3 million from June 30, 2023. The increase from December 31, 2023 is primarily due to $7.4 million in specific reserves on nonperforming loans moved to nonaccrual and $1.8 million in specific reserves increased from December 31, 2023 due to updated appraisals and credit information obtained. Offsetting this are charge-offs totaling $1.8 million on two commercial, financial, agricultural and other relationship, both of which were fully reserved. The decrease from June 30, 2023 is due to the charge-off of $6.4 million related to three commercial, financial, agricultural and other relationships, all of which were fully reserved, and the payoff of loans releasing $4.4 million in specific reserves. Offsetting these are specific reserves on loans moved to nonaccrual of $6.6 million and increase in specific reserves of $2.6 million due to updated financial information.

Criticized loans totaled $241.6 million at June 30, 2024 and represented 3% of the loan portfolio. The level of criticized loans increased as of June 30, 2024 when compared to December 31, 2023, by $31.4 million, or 15%. Classified loans totaled $103.1 million at June 30, 2024 compared to $87.1 million at December 31, 2023, an increase of $16.1 million, or 18%. The increase in classified loans can be attributed to the increase in nonperforming loans.

The allowance for credit losses was $123.7 million at June 30, 2024, or 1.37% of total loans and leases outstanding, compared to 1.31% reported at December 31, 2023, and 1.52% at June 30, 2023. General reserves, or the portion of the allowance related to loans that were not specifically evaluated, as a percentage of performing loans were 1.25% at June 30, 2024 compared to 1.26% at December 31, 2023 and 1.38% at June 30, 2023.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

The following table provides information related to nonperforming assets, the allowance for credit losses and other credit-related measurements:

						June 30,																					December 31, 2023
						2024												2023
						(dollars in thousands)
Nonperforming Loans:
Total nonperforming loans						$	57,119											$	48,009											$	39,472
Loans past due 30 to 90 days and still accruing						$	36,489											$	15,693											$	20,116
Loans past due in excess of 90 days and still accruing						$	1,753											$	2,474											$	9,436
Other real estate owned						$	484											$	324											$	422
Loans held for sale at end of period						$	50,769											$	16,300											$	29,820
Portfolio loans and leases outstanding at end of period						$	8,994,890											$	8,799,836											$	8,968,761
Average loans and leases outstanding						$	9,007,969					(a)						$	8,496,305					(a)						$	8,714,770					(b)
Nonperforming loans as a percentage of total loans and leases						0.63		%										0.54		%										0.44		%
Provision for credit losses on loans and leases (e)						$	14,640					(a)						$	2,620					(a)						$	7,106					(b)
Provision for credit losses - acquisition day 1 non-PCD						$	—											$	10,653											$	10,653
Allowance for credit losses						$	123,654											$	133,546											$	117,718
Net charge-offs						$	8,704					(a)						$	9,838					(a)						$	30,152					(b)
Net charge-offs as a percentage of average loans and leases outstanding (annualized)						0.19		%										0.23		%										0.35		%
Provision for credit losses as a percentage of net charge-offs (e)						168.20		%				(a)						26.63		%				(a)						23.57		%				(b)
Allowance for credit losses as a percentage of end-of-period loans and leases outstanding (c)						1.37		%										1.52		%										1.31		%
Allowance for credit losses as a percentage of nonperforming loans (d)						216.48		%										278.17		%										298.23		%

(a)For the six-month period ended.

(b)For the twelve-month period ended.

(c)Does not include loans held for sale.

(d)Does not include nonperforming loans held for sale.

(e)Does not include provision for credit losses on loans and leases - acquisition day 1 non-PCD.

The following tables show the outstanding balances of our loan and lease portfolio and the breakdown of net charge-offs and nonperforming loans, excluding loans held for sale, by loan type as of and for the periods presented:

 

																		June 30, 2024												December 31, 2023
																		Amount						%						Amount						%
																		(dollars in thousands)
Commercial, financial, agricultural and other																		$	1,629,516					18		%				$	1,543,349					17		%
Real estate construction																		548,055						6						597,735						7
Residential real estate																		2,394,306						27						2,416,876						27
Commercial real estate																		3,077,013						34						3,053,152						34
Loans to individuals																		1,346,000						15						1,357,649						15
Total loans and leases, net of unearned income																		$	8,994,890					100		%				$	8,968,761					100		%

During the six months ended June 30, 2024, loans increased $26.1 million, or 0.3%, compared to balances outstanding at December 31, 2023.

Real estate construction loans decreased $49.7 million, or 8.3%, due to the completion of commercial real estate projects that were then moved to permanent financing. Residential real estate decreased $22.6 million, or 0.9%, primarily due to sales of closed-end 1-4 family mortgage loans originated for sale. Commercial real estate loans increased $23.9 million, or 0.8%, as a result of growth in loans secured by nonresidential property, due in part to the completion of several construction projects. Loans to individuals decreased $11.6 million, or 0.9%, primarily due to declines in the automobile and recreational vehicles portfolio as well as the personal lines of credit portfolio. Commercial, financial, agricultural and other loans increased $86.2 million, or 5.6%, primarily due to growth in the equipment finance portfolio.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

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.

						June 30, 2024												December 31, 2023
						Amount						%						Amount						%
						(dollars in thousands)
Land						$	4,892					0.3		%				$	3,180					0.1		%
Residential 1-4						9,938						0.3						39,776						1.3
Industrial and Storage						441,968						14.4						456,759						15.0
Multifamily						637,618						20.7						597,262						19.6
Office						527,517						17.1						550,889						18.0
Healthcare						177,709						5.8						149,909						4.9
Student Housing						96,887						3.1						88,557						2.9
Retail						755,801						24.6						750,899						24.6
Hospitality						219,661						7.1						210,485						6.9
Specialty Use						197,449						6.4						192,570						6.3
Other						7,573						0.2						12,866						0.4
Total						$	3,077,013					100.0		%				$	3,053,152					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 related to these segments, including credit quality, see Note 8 "Loans and Leases and Allowance for Credit Losses" of the unaudited consolidated financial statements.

As indicated in the table below, commercial real estate and commercial, financial and agricultural and other loans represent a significant portion of the nonperforming loans as of June 30, 2024.

						For the Six Months Ended June 30, 2024																		As of June 30, 2024
						Net Charge- offs						% of Total Net Charge-offs						Net Charge- offs as a % of Average Loans (annualized)						Nonperforming Loans						% of Total Nonperforming Loans						Nonperforming Loans as a % of Total Loans
						(dollars in thousands)
Commercial, financial, agricultural and other						$	4,727					54.31		%				0.11		%				$	13,767					24.11		%				0.15		%
Real estate construction						29						0.33						—						5,869						10.28						0.06
Residential real estate						85						0.98						—						9,576						16.76						0.11
Commercial real estate						500						5.74						0.01						27,779						48.63						0.31
Loans to individuals						3,363						38.64						0.08						128						0.22						—
Total loans and leases, net of unearned income						$	8,704					100.00		%				0.19		%				$	57,119					100.00		%				0.63		%

Net charge-offs for the six months ended June 30, 2024 totaled $8.7 million, compared to $9.8 million for the six months ended June 30, 2023. The most significant charge-off during the six months ended June 30, 2024 included $1.4 million for a commercial, financial, agricultural and other loan, which was fully provided for as part of Centric purchase accounting marks. Additionally, $3.4 million in charge-offs relate to loans to individuals, primarily indirect auto loans and personal credit lines. See discussions related to the provision for credit losses and loans for more information.

Capital Resources

At June 30, 2024, shareholders’ equity was $1.4 billion, an increase of $48.2 million from December 31, 2023. The increase was primarily the result of $74.6 million in net income. Offsetting this increase was a $1.7 million decrease in the fair value of available for sale investments and interest rate swaps, which is reflected in the Other Comprehensive Income component of capital. Other items impacting capital include an increase due to $3.4 million in treasury stock sales and decreases due to $26.1 million of dividends paid to shareholders and $2.1 million of common stock repurchases. Cash dividends declared per common share were $0.255 for the six months ended June 30, 2024.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

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 that, 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.

Effective January 1, 2015, the Company became subject to the new regulatory risk-based capital rules adopted by the federal banking agencies implementing Basel III. The most significant changes included higher minimum capital requirements, as the minimum Tier I capital ratio increased from 4.0% to 6.0% and a new common equity Tier I capital ratio was established with a minimum level of 4.5%. Additionally, the rules improved the quality of capital by providing stricter eligibility criteria for regulatory capital instruments and provide for a phase-in, beginning January 1, 2016, of a capital conservation buffer of 2.5% of risk-weighted assets. This buffer, which was fully phased-in as of January 1, 2019, provides a requirement to hold common equity Tier 1 capital above the minimum risk-based capital requirements, resulting in an effective common equity Tier I risk-weighted asset minimum ratio of 7.0% on a fully phased-in basis.

The Basel III Rules also permit banking organizations with less than $15.0 billion in assets to retain, through a one-time election, the existing treatment for accumulated other comprehensive income, which currently does not affect 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, of which $50 million remained outstanding at June 30, 2024. which under the regulatory rules qualifies as Tier II capital. As of June 30, 2024, this subordinated debt issuance increased the total risk-based capital ratio by 52 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 June 30, 2024 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 4 to 6 basis points.

As of June 30, 2024, 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 forth in the table below:

			Actual																		Minimum Capital Required												Required to be Considered Well Capitalized
			Capital Amount						Ratio																		Capital Amount						Ratio						Capital Amount						Ratio
			(dollars in thousands)
Total Capital to Risk Weighted Assets
First Commonwealth Financial Corporation			$	1,331,287					14.19		%																$	985,048					10.50		%				$	938,141					10.00		%
First Commonwealth Bank			1,228,625						13.12																		983,079						10.50						936,266						10.00
Tier I Capital to Risk Weighted Assets
First Commonwealth Financial Corporation			$	1,168,905					12.46		%																$	797,420					8.50		%				$	750,513					8.00		%
First Commonwealth Bank			1,066,243						11.39																		795,826						8.50						749,012						8.00
Tier I Capital to Average Assets
First Commonwealth Financial Corporation			$	1,168,905					10.20		%																$	458,230					4.00		%				$	572,788					5.00		%
First Commonwealth Bank			1,066,243						9.33																		456,953						4.00						571,192						5.00
Common Equity Tier I to Risk Weighted Assets
First Commonwealth Financial Corporation			$	1,098,905					11.71		%																$	656,699					7.00		%				$	609,792					6.50		%
First Commonwealth Bank			1,066,243						11.39																		655,386						7.00						608,573						6.50

On July 23, 2024, First Commonwealth Financial Corporation declared a quarterly dividend of $0.13 per share payable on August 16, 2024 to shareholders of record as of August 2, 2024. The timing and amount of future dividends are at the

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (Continued)

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

discretion of First Commonwealth's Board of Directors based upon, among other factors, capital levels, asset quality, liquidity and current and projected earnings.

In October 2021, a share repurchase program was authorized by the Board of Directors for up to an additional $25.0 million in shares of the Company's common stock. On April 24, 2023, the Board of Directors authorized a $25 million increase in the share repurchase program. As of June 30, 2024, 2,514,538 common shares had been repurchased under these program at an average price of $13.07 per share. During the three months ended June 30, 2024, 22,961 common shares were repurchased under these programs at an average price of $12.48 per share. There were no shares purchased during the three months ended March 31, 2024.

New Accounting Pronouncements

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.

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ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

Information appearing in Item 2 of this report under the caption “Market Risk” is incorporated by reference in response to this item.

ITEM 4. 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 1-934 (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.

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PART II – OTHER INFORMATION

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

 

ITEM 1.     LEGAL PROCEEDINGS

The information required by this item is set forth in Part I, Item 1, Note 6, "Commitments and Contingent Liabilities," which is incorporated herein by reference in response to this item.

ITEM 1A.    RISK FACTORS

There have been no material changes to the risk factors previously disclosed under Part I, Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

    

On October 26, 2021, a share repurchase program was authorized for up to $25.0 million in shares of the Company's common stock with a $25 million increase in April of 2023. The following table details the amount of shares repurchased under this program in the second quarter of 2024:

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*
April 30, 2024			22,961						$	12.48					22,961						1,296,771
May 31, 2024			—						—						—						1,266,055
June 30, 2024			—						—						—						1,238,552
Total			22,961						$	12.48					22,961
* Remaining number of shares approved under the Plan is based on the market value of the Company's common stock of $13.19 at April 30, 2024, $13.51 at May 31, 2024 and $13.81 at June 30, 2024.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

    None

ITEM 4.    MINE SAFETY DISCLOSURES

    Not applicable

ITEM 5.    OTHER INFORMATION

    None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1trading arrangement during quarter ended June 30, 2024, as such terms are defined under Item 408(a) of Regulation S-K.

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PART II – OTHER INFORMATION

FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES

ITEM 6.     EXHIBITS

Exhibit Number

Description

Incorporated by Reference to

10.1

Change of Control Agreement dated September 11, 2023 between First Commonwealth Financial Corporation and Michael P. McCuen

Filed herewith

10.2

Restricted Stock Agreement dated September 1, 2023 between First Commonwealth Bank and Michael P. McCuen

Filed herewith

10.3

Employment Agreement dated July 1, 2024 between First Commonwealth Financial Corporation and Michael P. McCuen

Filed herewith

10.4

Restricted Stock Agreement dated July 1, 2024 between First Commonwealth Bank and Michael P. McCuen

Filed herewith

31.1

Chief Executive Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Filed herewith

31.2

Chief Financial Officer Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Filed herewith

32.1

Chief Executive Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Filed herewith

32.2

Chief Financial Officer Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Filed herewith

101

The following materials from First Commonwealth Financial Corporation’s Quarterly Report on Form 10-Q, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income and Comprehensive Income, (iii) the Consolidated Statements of Changes in Stockholders’ Equity, (iv) the Consolidated Statements of Cash Flows, and (v) the Notes to Unaudited Consolidated Financial Statements. Note that XBRL tags are embedded within the document.

Filed herewith

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

FIRST COMMONWEALTH FINANCIAL CORPORATION

(Registrant)

 

DATED: August 8, 2024						/s/ T. Michael Price
						T. Michael Price President and Chief Executive Officer
DATED: August 8, 2024						/s/ James R. Reske
						James R. Reske Executive Vice President, Chief Financial Officer and Treasurer

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EXHIBIT 10.1

CHANGE OF CONTROL AGREEMENT

THIS CHANGE OF CONTROL AGREEMENT (this "Change of Control Agreement"), is entered into as of September 11, 2023 (the “Effective Date”), by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and Michael P. McCuen (“Executive”).

W I T N E S S E T H:

WHEREAS, the Compensation & Human Resources Committee ("Compensation Committee") of the Company’s Board of Directors (the “Board”) has determined that it is in the best interests of the Company and its shareholders to assure that the Company will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a “Change of Control” (as defined below) of the Company;

WHEREAS, the Compensation Committee believes that it is important to diminish the inevitable distraction of the Executive that would result from the personal uncertainties and risks created by a pending or threatened Change of Control and to encourage the Executive to continue to devote Executive’s full attention and dedication to the Company currently and in the event of any threatened or pending Change of Control, and to provide the Executive with compensation and benefit arrangements upon the termination of Executive’s employment following a Change of Control;

WHEREAS, the Compensation Committee has authorized the Company to enter into this Change of Control Agreement with the Executive; and

WHEREAS, the Company and the Executive wish to enter into this Change of Control Agreement in order to accomplish these objectives.

NOW THEREFORE, in consideration of the promises and mutual covenants contained herein, and other good and valuable consideration, the Company and the Executive do hereby agree as follows:

ARTICLE 1

CERTAIN DEFINITIONS

1.1“Cause” for termination will be deemed to exist if:

(a)the Executive is convicted of, or pleads guilty or nolo contendere to, any crime which constitutes a felony under the laws of the United States of America or of any state or territory thereof, and the commission of that felony resulted in, or was intended to result in, a loss (monetary or otherwise) to the Employer Entities, or any of their respective clients, customers, directors, officers or employees;

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(b)the Executive fails or refuses to perform the Executive’s duties to any of the Employer Entities (other than during such time as the Executive is incapacitated due to an accident or illness or during the Executive’s regularly scheduled vacation periods) with the degree of skill and care reasonably expected of a professional of his experience and stature for a period of thirty (30) consecutive days following the receipt by the Executive of a notice from the Company sent by certified mail, return receipt requested, setting forth in detail the facts upon which the Company relies in concluding that the Executive has failed or refused to perform the Executive’s duties and indicating with specificity the duties that the Company demands that the Executive perform without delay;

(c)the Executive engages in an act or acts of dishonesty which result or are intended to result in material damage to the business or reputation of any of the Employer Entities; or

(d)the Executive fails or refuses to comply with any material provision of this Change of Control Agreement or any policy or procedure of any Employer Entity, which violations are demonstrably willful and deliberate on the Executive's part and which result or are intended to result in material damage to the business or reputation of any of the Employer Entities and as to which failure or refusal to comply the Company has notified the Executive in writing.

1.2“Change of Control” will mean:

(a)The acquisition, other than from the Company, by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act), of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of fifty percent (50%) or more of the then outstanding shares of common stock of the Company;

(b)Individuals who, as of the Effective Date, constitute the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board, provided that any individual becoming a director subsequent to the Effective Date, whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board will be considered as though such individual were a member of the Incumbent Board; or

(c)Consummation of a reorganization, merger, consolidation, sale or other disposition of all or substantially all of the assets of the Company (a “Business Combination”), in each case, with respect to which all or substantially all of the individuals and entities who were the beneficial owners of shares outstanding shares of the Company’s common stock immediately prior to such Business Combination do not, following such Business Combination, beneficially own, directly or indirectly, more than fifty-percent (50%) of the then outstanding shares of common stock of the corporation resulting from such a Business Combination (including, without limitation, a corporation which as a result of such transaction owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries).

Notwithstanding any other provision of this Change of Control Agreement to the contrary, (i) the placement of any of the Employer Entities into receivership or conservatorship by the Federal Deposit Insurance Corporation ("FDIC") or a state or federal banking regulatory agency with jurisdiction over any of the Employer Entities, (ii) the acquisition of fifty-percent (50%) or more of

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any of the Employer Entities' assets or assumption of fifty-percent (50%) or more of the Employer Entities' deposit liabilities in an FDIC-assisted transaction, and (iii) a change in any Employer Entity's board of directors at the direction of a state or federal banking regulatory authority having jurisdiction over any of the Employer Entities, will not constitute a Change of Control.

1.3 “Client” means any client or prospective client of the Company to whom the Executive provided services, or for whom the Executive transacted business, or whose identity became known to the Executive in connection with the Executive’s relationship with or employment by the Company.

1.4“Code” means the Internal Revenue Code of 1986, as amended.

1.5 “Employer Entity” means the Company and each of its subsidiaries and affiliates, including without limitation, FCB.

1.6“Exchange Act” means the Securities Exchange Act of 1934, as amended.

1.7“Good Reason” means:

(a)the assignment to the Executive of any duties inconsistent in any respect with the Executive’s title, position, authority, duties or responsibilities immediately prior to the Change of Control or any other action by the Company which results in a diminution of such position, authority, duties or responsibilities, other than an isolated, insubstantial and inadvertent action not taken in bad faith and which is remedied by the Company promptly after the receipt of notice thereof given by the Executive;

(b)any requirement of the Company that the Executive (i) be based anywhere more than fifty (50) miles from the office where the Executive is located immediately prior to the Change of Control or (ii) travel on Company business to an extent substantially greater than the travel obligations of the Executive immediately prior to the Change of Control; or

(c)(i) a reduction by the Company in the Executive’s rate of annual base salary as in effect immediately prior to the Change of Control or (ii) the failure of the Company to continue in effect any employee benefit plan, compensation plan, welfare benefit plan or material fringe benefit plan in which the Executive is participating or entitled to participate immediately prior to the Change of Control, unless the Executive is permitted to participate in other plans providing the Executive with substantially equivalent benefits in the aggregate (at substantially equivalent cost with respect to welfare benefit plans).

1.8 “Protected Period” means the period of time beginning with the date of a Change of Control and ending two (2) years following such Change of Control.

1.9“Qualifying Termination” means a termination of the Executive’s employment (i) by the Company other than for Cause, disability or death, or (ii) by the Executive for Good Reason, provided that such termination of employment constitutes a Separation from Service.

1.10 “Section 409A” means Section 409A of the Code and the regulations and other guidance promulgated thereunder.

1.11“Section 409A Change of Control” means a "Change of Control Event" as defined in Section 409A.

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1.12“Section 409A Deferred Compensation” means an amount payable or benefit to be provided under a "nonqualified deferred compensation plan" as defined in Section 409A.

1.13“Separation from Service” has the meaning set forth in Section 409A.

ARTICLE 2

TERM

2.1The term of this Change of Control Agreement will begin on the Effective Date and will continue for thirty-six (36) full calendar months thereafter (the "Initial Term"). This term of this Change of Control Agreement will automatically renew for twenty-four (24) full calendar months thereafter on the third anniversary of the Effective Date and on each second anniversary thereafter (each, a "Renewal Term") unless either party hereto gives notice in writing to the other party at least twelve (12) months prior to the end of the Initial Term or any Renewal Term of the party's intent not to renew such term. Notwithstanding the foregoing, if a Change of Control occurs prior to the end of the Initial Term or Renewal Term, as the case may be, then the term of this Change of Control Agreement will continue until the later of (a) the end of the Protected Period, or (b) if a Qualifying Termination occurs during the Protected Period, the end of the Severance Period.

2.2Notwithstanding anything in this Section to the contrary, this Change of Control Agreement will terminate if the Executive or the Company terminates the Executive's employment for any reason prior to a Change in Control.

ARTICLE 3

PAYMENTS

3.1Qualifying Termination. If during the Protected Period the employment of the Executive is terminated pursuant to a Qualifying Termination, subject to Article 7 hereof, then the Employer Entities will pay to the Executive (or the Executive’s beneficiary as provided in Article 5 hereof) the accrued obligations, severance pay and severance benefits in accordance with Sections 3.2, 3.3 and 3.4 hereof. If the Executive's employment with the Employer Entities is terminated (i) for any reason prior to or after the Protected Period or (ii) other than pursuant to a Qualifying Termination during the Protected Period, then the Executive will not be entitled to the payment of any severance or provision of any benefits under this Change of Control Agreement.

3.2Accrued Benefits. In the event of a Qualifying Termination described in Section 3.1 hereof, the Employer Entities will pay to the Executive any accrued and unpaid base salary and paid time-off, within thirty (30) days following the date of Qualifying Termination or such earlier date as is required by law.

3.3Severance Pay. Subject to Article 7 hereof, in the event of a Qualifying Termination described in Section 3.1 hereof, the Employer Entities will pay to the Executive an amount equal to two (2) times: (i) the Executive’s annual base salary immediately prior to the Change of Control; (ii) the average of the aggregate annual amount of all bonuses paid to the Executive during the thirty-six (36) month period (or the Executive's period of employment with the Employer Entities, if less) preceding the Change of Control; (iii) the aggregate amount of all contributions by the Company for the account of the Executive under the First Commonwealth Financial Corporation 401(k) Savings and Investment Plan during the twelve (12) month period preceding the Change of Control; and (iv) the aggregate of all

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contributions by the Company for the account of the Executive to the Company’s Non-Qualified Deferred Compensation Plan during the twelve (12) month period preceding the Change of Control. Subject to Article 7 hereof, such sum will be paid in equal periodic installments payable in accordance with the Employer Entity's normal payroll practices during the twenty-four (24) month period immediately following such Qualifying Termination (the "Severance Period").

3.4 Continued Health Insurance Benefits. In addition to the severance payable pursuant to Section 3.3 hereof, in the event of a Qualifying Termination described in Section 3.1 hereof, the Employer Entities will offer continuation coverage to the Executive, as required by the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"), under the Company's group health plan on the terms and conditions mandated by COBRA and the Company will pay the full cost of the COBRA premiums on behalf of the Executive and his covered family members during the eighteen (18) month period immediately following such Qualifying Termination.

3.5Other Compensation and Benefits.

(a)Except as expressly provided for in Article 3 hereof, the Executive will not be entitled to severance pay or benefits under any plan, program, policy, practice or other arrangement of any Employer Entity in connection with any Qualifying Termination, including without limitation this Change of Control Agreement or any severance policy of any Employer Entity.

(b)During the Severance Period, the Executive will not be eligible to participate in any Employer Entity equity-based incentive, other incentive, 401(k) savings, employee stock ownership, deferred compensation, supplemental retirement, supplemental savings, life insurance, short or long term disability, employee welfare benefit, fringe benefit, perquisite, vacation, paid time-off or other employee benefit plan, program, policy, practice or other arrangement of any Employer Entity.

(c)Unless otherwise determined by the Board or applicable committee thereof, any outstanding options or other equity based awards held by the Executive to purchase or acquire Employer stock under any equity-based plan of any Employer Entity will be subject to the exercisability, vesting and forfeiture provisions of the respective plan. Any benefits the Executive has earned with respect to his employment for periods on or prior to the Qualifying Termination under any annual incentive, deferred compensation, supplement retirement or savings, 401(k), employer stock ownership or similar plan of any Employer Entity will be paid in accordance with the terms of such plan.

3.6Release. The Company’s obligation to make any payment to the Executive as described in this Article 3 is contingent upon the Executive’s execution and non-revocation of a release within sixty (60) days following the Executive's Separation from Service, in form and substance reasonably satisfactory to the Company, that, in the opinion of the Company’s counsel, is effective to release the Company from all claims relating to the Executive’s employment or the termination thereof (other than under the terms of this Change of Control Agreement), and the Company will have no obligation to make any payment unless and until such a release has become effective.

3.7Business Expenses. The Employer Entities will reimburse the Executive for any unreimbursed, reasonable business expenses incurred by the Executive on or before the Qualifying Termination, pursuant to Employer's reimbursement policies, provided that Executive present all expense reports to Employer in accordance with such policies. All such expense reports must be submitted within thirty (30) days following the date of the Qualifying Termination.

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3.8Withholding Taxes and Other Deductions. The Employer Entities may withhold from any payments made to the Executive any applicable federal, state, local and other taxes (such as employment taxes), and such other deductions as are prescribed by law. This includes withholding amounts from payments made pursuant to this Article 3 in order to satisfy any withholding obligations.

ARTICLE 4

LIMITATION ON PAYMENT OF BENEFITS

Notwithstanding anything to the contrary in this Change of Control Agreement, if the payments and benefits pursuant to Article 3 hereof, either alone or together with other payments and benefits which the Executive has the right to receive from the Company or any of its subsidiaries, would constitute a “parachute payment” under Section 280G of the Code, the payments and benefits pursuant to Article 3 hereof will be reduced, in the manner determined by independent tax counsel selected as provided below, by the amount, if any, which is the minimum necessary to result in no portion of the payments and benefits under Article 3 hereof being non-deductible to the Company or such subsidiary pursuant to Section 280G of the Code and subject to the excise tax imposed under Section 4999 of the Code; provided, however, that if such procedure for determining the reduction of payments and benefits is determined by the Company to result in a violation of Section 409A, such reduction will be made on a pro rata basis. The determination of whether any reduction in the payments and benefits is to be made pursuant to Article 3 hereof will be based upon the written advice of independent tax counsel selected by the Company and reasonably acceptable to the Executive. The fees and expenses of the tax counsel will be paid by the Company. The Company will use its best efforts to cause such counsel to prepare the foregoing opinion as promptly as practicable, and in any event, within thirty (30) days after the Change of Control or date of Qualifying Termination, if earlier. The Company and the Executive agree to be bound by the determination of such tax counsel and to make appropriate payments to each other to give effect to the intent and purpose of this Article 4.

ARTICLE 5

BENEFICIARIES

If the Executive dies after the occurrence of a Qualifying Termination, but prior to the payment of all of the monthly severance payments required by Article 3 hereof, then all remaining severance payments will be paid to the beneficiary designated in writing by the Executive at the same time, and in the same amount, as would have been payable to the Executive. The designation of a beneficiary for purposes of this Article 5 will be revocable during the lifetime of the Executive. If the Executive does not designate a beneficiary under this Change of Control Agreement, the beneficiary will be deemed to be the same person that the Executive designated with respect to the Executive’s group life insurance program maintained by the Company.

ARTICLE 6

EXECUTIVE COVENANTS

6.1Non-Disparagement. The Executive agrees that he will not, in writing or orally, or through conduct, disparage, deprecate, discredit, vilify or otherwise say anything negative about the Employer Entities. The Executive agrees never to disparage the services, products, customers, or employees of any Employer Entity. These prohibitions include, without limitation, any such statements made through use of social media sites, such as Facebook, LinkedIn or X (formerly Twitter).

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6.2Non-Disclosure of Confidential Information. The Executive recognizes and acknowledges that: (a) in the course of the Executive’s employment by the Employer Entities, it will be necessary for the Executive to acquire information which could include, in whole or in part, information concerning the Employer Entities’ business, sales volume, sales methods, sales proposals, financial statements and reports, customers and prospective customers, identity of customers and prospective customers, identity of key purchasing personnel in the employ of customers and prospective customers, amount or kind of customers’ purchases from the Employer Entities, the Employer Entities' sources of supply, the Employer Entities' computer programs, system documentation, special hardware, product hardware, related software development, the Employer Entities' manuals, formulae, processes, methods, machines, compositions, ideas, improvements, inventions, or other confidential or proprietary information belonging to the Employer Entities or relating to the Employer Entities' affairs (collectively referred to herein as the “Confidential Information”); (b) the Confidential Information is the property of the Employer Entities; (c) the use, misappropriation or disclosure of the Confidential Information would constitute a breach of trust and could cause irreparable injury to the Employer Entities; and (d) it is essential to the protection of the Employer Entities' good will and to the maintenance of the Employer Entities' competitive position that the Confidential Information be kept secret and that the Executive not disclose the Confidential Information to others or use the Confidential Information to the Executive’s own advantage or the advantage of others. Confidential Information will not include information otherwise available in the public domain through no act or omission of the Executive. The Executive agrees to hold and safeguard the Confidential Information in trust for the Employer Entities, its successors and assigns and agrees that he will not, without the prior written consent of the Employer Entities, misappropriate or disclose or make available to anyone for use outside the Employer Entities' organizations at any time, either during his employment with any Employer Entity or subsequent to the termination of his employment with the Employer Entities for any reason, including without limitation, termination by any Employer Entity, any of the Confidential Information, whether or not developed by the Executive, except as required in the performance of the Executive’s duties to the Employer Entities.

6.3Non-Solicitation of Employees. The Executive agrees that, during the term of his employment with any Employer Entity and for twenty-four (24) months following termination of the Executive’s employment with the Employer Entities for any reason, including without limitation termination by any Employer Entity for Cause or without Cause, the Executive will not, directly or indirectly, solicit or induce, or attempt to solicit or induce, any employee of any Employer Entity or of any of its subsidiaries or affiliates, to leave any Employer Entity or any of its subsidiaries, or affiliates, for any reason whatsoever, or to hire any such employee.

6.4Return of Materials. Upon the termination of the Executive’s employment with the Employer Entities for any reason, the Executive will promptly deliver to the Employer Entities all correspondence, drawings, blueprints, manuals, letters, notes, notebooks, reports, flow-charts, computer equipment, programs, software, databases, proposals, financial statements and reports, and any documents concerning the Employer Entities' customers or concerning products or processes used by the Employer Entities and, without limiting the foregoing, will promptly deliver to the Employer Entities any and all other documents or materials containing or constituting Confidential Information.

6.5Work Made for Hire. The Executive agrees that in the event of publication by the Executive of written or graphic materials constituting “work made for hire,” as defined and used in the Copyright Act of 1976, 17 USC § 1 et seq., the Employer Entities will retain and own all rights in said materials, including right of copyright.

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6.6Jurisdiction and Service of Process. The Executive and the Company waive any right to a court (including jury) proceeding and instead agree to submit any dispute over the application, interpretation, validity, or any other aspect of this Change of Control Agreement to binding arbitration consistent with the application of the Federal Arbitration Act and the procedural rules of the American Arbitration Association (“AAA”) before an arbitrator who is a member of the National Academy of Arbitrators (“NAA”) out of a nationwide panel of eleven (11) arbitrators to be supplied by the AAA. The Company will absorb the fee charged and the expenses incurred by the neutral arbitrator selected.

6.7Validity. The terms and provisions of this Article 6 are intended to be separate and divisible provisions and if, for any reason, any one or more of them is held to be invalid or unenforceable, neither the validity nor the enforceability of any other provision of this Change of Control Agreement will thereby be affected. The parties hereto acknowledge that the potential restrictions on the Executive’s future employment imposed by this Article 6 are reasonable in both duration and geographic scope and in all other respects. If for any reason any court of competent jurisdiction will find any provisions of this Article 6 unreasonable in duration or geographic scope or otherwise, the Executive and the Company agree that the restrictions and prohibitions contained herein will be effective to the fullest extent allowed under applicable law in such jurisdiction.

6.8Consideration. The parties acknowledge that this Change of Control Agreement would not have been entered into and the benefits described herein would not have been promised in the absence of the Executive’s promises under this Article 6.

6.9Cease Payments. In the event that the Executive breaches any material provision of this Article 6, the Company’s obligation to make or provide payments or benefits under Article 3 will cease, to the extent not already paid or provided.

ARTICLE 7

SECTION 409a

7.1This Change of Control Agreement will be administered, interpreted and construed in compliance with Section 409A, including any exemption thereunder. Each payment hereunder, including each installment payment, will be treated as a separate payment for purposes of Section 409A. With respect to payments subject to Section 409A (and not exempt therefrom), each such payment will be paid as a result of a permissible distribution event, and at a specified time, consistent with Section 409A. The Executive has no right to, and there will not be, any acceleration or deferral with respect to payments hereunder. The Executive acknowledges and agrees that the Company will not be liable for, and nothing provided or contained in this Change of Control Agreement will obligate or cause the Company to be liable for, any tax, interest or penalties imposed on the Executive related to or arising with respect to any violation of Section 409A. For purposes of this Change of Control Agreement, any reference to "termination of employment", "termination" or similar reference will be construed to be a reference to Separation from Service.

7.2Notwithstanding any other provision of this Change of Control Agreement to the contrary, to the extent that any amount payable or benefit to be provided under this Change of Control Agreement constitutes Section 409A Deferred Compensation that is not exempt from Section 409A, and such amount or benefit is payable or to be provided as a result of Separation from Service, and the Executive is a "specified employee" (as defined and determined under Section 409A and any relevant procedures that the Company may establish) ("Specified Employee") at the time of his Separation from

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Service, then such payment or benefit will not be made or provided to the Executive until the day after the date that is six months following the Executive's Separation from Service, at which time all payments or benefits that otherwise would have been paid or provided to the Executive under this Change of Control Agreement during that six-month period, but were not paid or provided because of this Section 7.2, will be paid or provided, with any cash payment to be made in a single lump sum (without any interest with respect to that six-month period). This six-month delay will cease to be applicable if the Executive's Separation from Service due to death or if the Executive dies before the six-month period has elapsed, in which event any such payments or benefits will be paid or provided to the Executive's estate within thirty (30) days of the date of death.

7.3Notwithstanding any other provision of this Change of Control Agreement to the contrary, to the extent that any amount payable or benefit to be provided under this Change of Control Agreement constitutes Section 409A Deferred Compensation that is not exempt from Section 409A and the Executive is not a Specified Employee at the time of his Separation from Service, then such payment or benefit will not be provided to the Executive until the sixtieth (60th) day following the Executive's Separation from Service, at which time all payments or benefits that otherwise would have been paid or provided to the Executive under this Change of Control Agreement during the sixty (60) days period, but were not paid or provided because of this Section 7.3, will be paid or provided, with any cash payment to be made in a single lump sum (without any interest with respect to that sixty-day period).

ARTICLE 8

SUCCESSORS; BINDING AGREEMENT

8.1This Change of Control Agreement will inure to the benefit of and be binding upon the Company and its successors and assigns.

8.2The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly and agree to perform this Change of Control Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Change of Control Agreement, “Company” will mean the Company as defined herein and any successor to its business and/or assets which assumes and agrees to perform this Change of Control Agreement by operation of law or otherwise.

8.3This Change of Control Agreement will be binding upon, and will inure to the benefit of and be enforceable by, the Executive, the Executive’s heirs, personal representatives, executors and administrators.

ARTICLE 9

ATTORNEY’S FEES

Each party will bear all attorney’s fees and related expenses in connection with or relating to the negotiation and enforcement of this Change of Control Agreement; provided, that if the Executive is wholly successful on the merits of any action or proceeding to enforce the Executive’s rights under this Change of Control Agreement, the Company will reimburse all reasonable attorney’s fees and related expenses incurred by the Executive in connection with such action or proceeding. Any amount payable by the Company in any year pursuant to the prior sentence will not be affected by the amount of any payment made by the Company pursuant to the prior sentence in any other year, and under no

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circumstances will the Executive by permitted to liquidate or exchange the benefit afforded him in the prior sentence for cash or any other benefit. To the extent any such payment is made via reimbursement to the Executive, no such reimbursement will be made by the Company later than the end of the year following the year in which the underlying expense is incurred. The reimbursement right set forth in this Article 9 will be limited to fees and expenses incurred during the Executive's employment with the Employer Entities and during the ten (10) year period immediately thereafter.

ARTICLE 10

EMPLOYMENT WITH EMPLOYER ENTITIES

Employment with the Company for purposes of this Change of Control Agreement will include employment with any Employer Entity.

ARTICLE 11

NO SETOFF

No amounts otherwise due or payable under this Change of Control Agreement will be subject to setoff by the Company, except as otherwise required by law.

ARTICLE 12

NOT A CONTRACT FOR EMPLOYMENT

This Change of Control Agreement will not in any way constitute an employment agreement between the Company and the Executive and it will not oblige the Executive to continue in the employ of Company, nor will it oblige the Company to continue to employ the Executive.

ARTICLE 13

FDIC EVENTS

If any of the Employer Entities is in default (as defined in Section 3(x)(1) of the Federal Deposit Insurance Act or equivalent provisions relating to a regulator with supervisory authority over any of the Employer Entities), all obligations under this Change of Control Agreement will terminate as of the date of default, but this Article 13 will not affect any vested rights of the parties. Notwithstanding any other provision of this Change of Control Agreement, the Employer Entities will have no obligation to make any payments to Executive if such payments would be prohibited by applicable federal or state law, including without limitation Part 359 of the regulations of the Federal Deposit Insurance Corporation (12 CFR § 359 et seq.) or any successor provision.

ARTICLE 14

NOTICES

All notices and other communications required to be given hereunder will be in writing and will be deemed to have been delivered or made when mailed, by certified mail, return receipt requested, if to the Executive, to the last address which the Executive will provide to the Employer, in writing, for this purpose, but if the Executive has not then provided such an address, then to the last address of the

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Executive then on file with the Company; and if to the Company, then to the last address which the Company will provide to the Executive, in writing, for this purpose, but if the Company has not then provided the Executive with such an address, then to:

President and Chief Executive Officer

First Commonwealth Financial Corporation

601 Philadelphia Street

Indiana, Pennsylvania 15701

ARTICLE 15

GOVERNING LAW AND JURISDICTION

This Change of Control Agreement will be governed by, and construed in accordance with, the laws of the Commonwealth of Pennsylvania, except for the laws governing conflict of laws. In the event that either party will institute suit or other legal proceeding, whether in law or equity, the Courts of the Commonwealth of Pennsylvania will have exclusive jurisdiction with respect thereto.

ARTICLE 16

ENTIRE AGREEMENT

This Change of Control Agreement constitutes the entire understanding between the Company and the Executive concerning the subject matter hereof and supersedes all prior written or oral agreements or understandings between the parties hereto, including without limitation the Original Change of Control Agreement. No term or provision of this Change of Control Agreement may be changed, waived, amended or terminated except by a written instrument of equal formality to this Change of Control Agreement.

Signature page follows.

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IN WITNESS WHEREOF, the parties have executed this Change of Control Agreement as of the date set forth above.

(Corporate Seal)			FIRST COMMONWEALTH FINANCIAL CORPORATION
/s/ Carrie L. Riggle Witness			By: /s/ T. Michael Price Name: T. Michael Price Title: President, Chief Executive Officer EXECUTIVE
/s/ Carrie L. Riggle Witness			/s/ Michael P. McCuen Michael P. McCuen

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EXHIBIT 10.2

RESTRICTED STOCK AGREEMENT

This Restricted Stock Agreement (this “Agreement”) is made as of the 11 day of September, 2023 (the “Effective Date”) between First Commonwealth Financial Corporation (the “Company”) and Michael McCuen (the “Grantee”).

RECITALS

Grantee will serve as Corporate Banking Executive. As an inducement for hire, the Company wishes to award Grantee 8,000 restricted shares of the Company’s common stock, par value $1.00 per share (“Common Shares”), upon the terms and subject to the conditions of this Agreement.

AGREEMENT

Accordingly, in consideration of the foregoing and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Grantee agree as follows:

1.Award of Stock. The Company hereby grants to the Grantee 8,000 shares of Restricted Stock (the “Shares”), subject to the terms set forth herein and to the terms and provisions of the First Commonwealth Financial Corporation Incentive Compensation Plan (as Amended and Restated April 28, 2015) (the “Plan”) applicable to Restricted Stock, which terms and provisions are incorporated herein by this reference. Unless the context requires otherwise, the terms defined in the Plan shall have the same meanings herein. Notwithstanding the foregoing, this Agreement and the award shall be null and void if Grantee does not accept the award by countersigning this Agreement within 30 days following the Effective Date.

2.Restriction on Transfer. Except for the transfer of the Shares to the Company as contemplated by this Agreement, none of the Shares or any beneficial interest therein shall be transferred, encumbered, pledged or otherwise alienated or disposed of in any way until the Shares become nonforfeitable in accordance with Section 3 of this Agreement.

3.Vesting and Forfeiture. The Shares are subject to forfeiture to the Company until such time as they become nonforfeitable as set forth in this Section 3.

(a)Unless earlier forfeited in accordance with this Section 3, the Shares will become nonrestricted and nonforfeitable on September 11, 2026, provided that the Grantee remains an employee through such date.

(b)If the Grantee’s employment is terminated by the Company other than for “Cause” (as defined in Section 3(c)), any Shares which have not as of the termination of Grantee’s employment become nonforfeitable will immediately and automatically, without any action on the part of the Company, become nonforfeitable.

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(c)If the Grantee’s employment is terminated (i) by the Company for Cause or (ii) by Grantee for any reason, any Shares which have not as of the termination of Grantee’s employment become nonforfeitable will immediately and automatically be forfeited. For purposes of this Agreement, termination of employment shall be deemed to be for “Cause” if: (i) Grantee fails to comply with any material provision of this Agreement (including, without limitation, the restrictive covenants contained in Section 5 hereof); (ii) Grantee refuses to comply with any lawful, written directive from the Chief Executive Officer of the Company; (iii) Grantee fails to perform her duties as an officer of the Company with the degree of skill and care reasonably to be expected of a professional of her experience and stature after notice and a reasonable opportunity to cure (unless the failure to perform is incapable of being cured); or (iv) Grantee engages in an act of dishonesty, fraud or moral turpitude or Grantee is convicted of a crime which, in the judgment of the Chief Executive Officer of the Company, renders her continued employment by the Company materially damaging or detrimental to the Company.

(d)Notwithstanding the foregoing schedule, if a Change in Control (as defined in the Plan) occurs while the Grantee is an Employee, then any Shares which have not become nonforfeitable will immediately and automatically, without any action on the part of the Company, become nonforfeitable as of the date of the Change in Control.

4.Book Entry Shares. Grantee acknowledges that the Shares will be issued in book-entry form and no certificate will be issued to evidence the Shares. A notation of the transfer restrictions and forfeiture conditions pursuant to this Agreement and the Plan will be made on the book-entry system with respect to the account or accounts to which the Shares are credited.

5.Grantee Covenants.

(a)General. Grantee and the Company acknowledge and agree that Grantee has received adequate consideration with respect to enforcement of the provisions of this Section 5 by virtue of receiving the Shares (regardless of whether the Shares are subsequently forfeited); that such provisions are reasonable and properly required for the adequate protection of the business of the Company and its subsidiaries (each, a “Company Party,” and collectively, the “Company Parties”); and that enforcement of such provisions will not prevent Grantee from earning a living.

(b)Non-Solicitation; No-Hire. Grantee agrees to comply with the provisions of subsections (i) and (ii) of this Section 5(b) while employed by any Company Party and for a period of one year after the last day of Grantee’s employment with such Company Party (such last day being the “Termination Date”) regardless of the reason for such termination of employment.

(i)Grantee shall not, directly or indirectly, either for Grantee’s own benefit or purpose or for the benefit or purpose of any Person (as defined in the

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Plan) other than a Company Party, solicit, call on, do business with (in each of the foregoing cases, other than consumer retail transactions in the ordinary course of such customer’s business or legal representation in the event that the Company’s legal department grants a conflict waiver), or actively interfere with such Company Party’s relationship with, or attempt to divert or entice away, any Person that Grantee should reasonably know (A) is a customer of any Company Party for which the Company Party provides any services as of the Termination Date, or (B) was a customer of a Company Party for which the a Company Party provided any services at any time during the twelve (12) months preceding the Termination Date, or (C) was, as of the Termination Date, considering retention of a Company Party to provide any services.

(ii)Grantee shall not, directly or indirectly, either for Grantee’s own benefit or purpose or for the benefit or purpose of any Person other than the Company Parties, employ or offer to employ, call on, or actively interfere with a Company Party’s relationship with, or attempt to divert or entice away, any employee of any Company Party, nor shall Grantee assist any other Person in such activities.

(c)Confidentiality. During Grantee’s employment with the Company Parties, and thereafter regardless of the reason for termination of such employment, Grantee will not disclose or use in any way any confidential business or technical information or trade secret acquired in the course of such employment, all of which is the exclusive and valuable property of the Company Parties whether or not conceived of or prepared by Grantee, other than (1) information generally known in the industry of the Company Parties or acquired from public sources, (2) as required in the course of employment by the Company Parties, (3) as required by any court, supervisory authority, administrative agency or applicable law, or (4) with the prior written consent of the Company.

(d)Ownership of Inventions. Grantee shall promptly and fully disclose to the Company any and all inventions, discoveries, improvements, ideas or other works, whether or not patentable, that have been or will be conceived and/or reduced to practice by Grantee during the term of Grantee’s employment with any Company Party, whether alone or with others, and that are (1) related directly or indirectly to the business or activities of any Company Party or (2) developed with the use of any time, material, facilities or other resources of any Company Party (“Developments”). Grantee agrees to assign and hereby does assign to the Company or its designee all of Grantee’s right, title and interest, including copyrights and patent rights, in and to all Developments. Grantee shall perform all actions and execute all instruments that the Company or any subsidiary shall deem necessary to protect or record the Company’s or its designee’s interests in the Developments. The obligations of this Section 5(d) shall be performed by Grantee without further compensation and will continue beyond the Termination Date.

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6.Rights of Grantee. The Grantee shall have the right to vote the Shares and to receive dividends with respect to the Shares.

7.Stock Splits, etc. If, while any of the Shares remain subject to forfeiture, there occurs any merger, consolidation, reorganization, recapitalization, stock split, stock dividend, combination or exchange of shares, or other similar change in the Company’s common stock, then any and all new, substituted or additional securities or other consideration to which the Grantee is entitled by reason of the Grantee’s ownership of the Shares will be immediately subject to the transfer restrictions and forfeiture provisions of Agreement.

8.Tax Withholding. Grantee shall be required to deposit with the Company an amount of cash equal to the amount determined by the Company to be required with respect to any withholding taxes, FICA contributions, or the like under any federal, state, or local statute, ordinance, rule, or regulation in connection with the vesting or award of the Shares. Alternatively, the Company may, at Grantee’s election, (i) withhold the required amounts from Grantee’s pay during the pay periods next following the date on which any such applicable tax liability otherwise arises, or (ii) withhold a number of Shares otherwise deliverable having a Fair Market Value (as defined in the Plan) sufficient to satisfy the statutory minimum of all or part of Grantee’s estimated total federal, state, and local tax obligations associated with the vesting or award of the Shares.

9.83(b) Election. Grantee hereby acknowledges that she may file an election pursuant to Section 83(b) of the Code to be taxed currently on the fair market value of the Shares (less any purchase price paid for the Shares), provided that such election must be filed with the Internal Revenue Service no later than thirty (30) days after the grant of such Shares. Grantee will seek the advice of her own tax advisors as to the advisability of making such a Section 83(b) election, the potential consequences of making such an election, the requirements for making such an election, and the other tax consequences of this Award under federal, state, and any other laws that may be applicable. The Grantee is required to notify the Company within 30 days of any such election. The Company and its Subsidiaries and agents have not and are not providing any tax advice to Grantee.

10.Limitation on Rights; No Right to Future Grants; Extraordinary Item. By entering into this Agreement and accepting the Award, Grantee acknowledges that: (a) Grantee's participation in the Plan is voluntary; and (b)  the Award is not part of normal or expected compensation for any purpose, including without limitation for calculating any benefits, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and Grantee will not be entitled to compensation or damages as a consequence of Grantee's forfeiture of any unvested portion of the Award as a result of Grantee's separation from service with the Company or any Subsidiary for any reason.

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11.General Provisions:

(a)This Agreement, together with the Plan, constitutes the entire agreement between the Company and the Grantee regarding the grant of the Shares.

(b)The Committee may modify this Agreement to bring it into compliance with any valid and mandatory government regulation or exchange listing requirement. This Agreement may also be amended by the Committee with the written consent of the Grantee.

(c)Nothing contained in this Agreement shall be deemed to require the Company and its Subsidiaries to continue the Grantee’s relationship as an Employee or to modify any agreement between the Grantee and the Company or its Subsidiaries relating thereto.

(d)The Committee may from time to time impose any conditions on the Shares as it deems reasonably necessary to ensure that the Plan and this Award satisfy the conditions of Rule 16b-3 of the Securities Exchange Act of 1934, as amended, and that Shares are issued and resold in compliance with the Securities Act of 1933, as amended.

(e)The Grantee agrees upon request execute any further documents or instruments necessary or desirable to carry out the purposes or intent of this Agreement.

(f)Grantee hereby acknowledges receipt of a copy of the Plan and agrees to be bound by all the terms and provisions thereof. The terms of the Plan as it presently exists, and as it may hereafter be amended, are deemed incorporated herein by reference, and in the event of any conflict between the terms of this Agreement and the provisions of the Plan, the provisions of the Plan shall be deemed to supersede the provisions of this Agreement.

(g)This Agreement shall be governed by, and enforced in accordance with, the laws of the Commonwealth of Pennsylvania without regard to the application of the principals of conflicts or choice of laws.

(h)This Agreement may be executed, including execution by facsimile signature, in one or more counterparts, each of which shall be deemed an original, and all of which together shall be deemed to be one and the same instrument.

Signature page follows.

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IN WITNESS WHEREOF, the parties have duly executed this Restricted Stock Agreement as of the day and year first set forth above.

GRANTEE:  /s/ Michael P. McCuen         Signature Michael P. McCuen______________ Printed Name			COMPANY: First Commonwealth Financial Corporation By: /s/ T. Michael Price                 Name: T. Michael Price Title: President and CEO

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EXHIBIT 10.3

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”), by and among First Commonwealth Financial Corporation, a Pennsylvania corporation (“Employer”), and Michael P. McCuen (“Executive”), is entered into effective as of July 1, 2024 (the “Effective Date”).

WITNESSETH:

WHEREAS, Employer wishes to promote Executive as Executive Vice President and Chief Lending Officer and to cause First Commonwealth Bank, a Pennsylvania bank and trust company (“FCB”), to appoint Executive as Executive Vice President and Chief Lending Officer, and Executive is willing to accept such employment upon the terms and conditions set forth herein.

NOW, THEREFORE, intending to be legally bound, Employer agrees to employ Executive, and Executive agrees to be employed by the Employer, upon the following terms and conditions:

ARTICLE I

EMPLOYMENT

1.01.    Office. Executive is employed hereunder as Executive Vice President and Chief Lending Officer of Employer reporting to Employer’s President and Chief Executive Officer (“CEO”), and as Executive Vice President and Chief Lending Officer of FCB, reporting to FCB’s CEO, and in such capacity shall use his best energies and abilities in the performance of his duties and in the performance of such other duties as may be assigned to him from time to time by the CEO. Executive will serve in such additional capacities as the CEO may from time to time direct without additional compensation therefor.

1.02.    Term. Subject to the terms and conditions of Article II, pursuant to the terms of this Agreement, Executive’s employment will continue until July 1, 2026, unless such term is extended pursuant to the following sentence. Executive’s employment will automatically be extended on July 1, 2026 and on each subsequent July 1 for successive one (1) year periods unless Employer or Executive provides notice in writing to the other party at least sixty (60) days prior to the end of any such term that such party does not intend to extend Executive’s employment hereunder for another year.

1.03.    Base Salary. Subject to Article II hereof, during the term of his employment under this Agreement, Employer will pay Executive compensation at the rate of Four Hundred Thirty-Nine Thousand, Eight Hundred, Seventy-Five Dollars ($439,875) per annum (the “Base Salary”), payable in accordance with Employer’s normal payroll practices in equal monthly installments, less legally required taxes and withholdings and elected deductions. Executive’s Base Salary may be increased but not decreased by Employer at any time based upon Executive’s contributions to the success of Employer and on such other factors as the Board shall deem appropriate. Executive will be eligible to participate in any Short-Term and Long-Term Incentive Plans that may be offered to executive employees of Employer. Executive will also be

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eligible to participate in the Employer’s Non-Qualified Deferred Compensation Plan as provided in the documents that govern that plan.

1.04.    Employee Benefits. Subject to Article II hereof, during the term of his employment under this Agreement, Executive will be eligible to participate in such major medical or health benefit plans, pensions, and other benefits as are available generally to employees of Employer, to the extent available to employees.

1.05    Special Equity Award. Contemporaneously with the execution of this Agreement, Executive and Employer are entering into a Restricted Stock Agreement pursuant to which Employer will award a total of Forty-Five Thousand (45,000) shares of restricted stock to Executive as a special equity award, subject to vesting or forfeiture in accordance with the terms of the Restricted Stock Agreement.

ARTICLE II

TERMINATION

2.01.     Termination For Cause. Employer may terminate Executive’s employment and the term of employment under this Agreement at any time for “Cause,” as defined herein, by providing written notice to Executive that his employment is terminated, whereupon Executive’s employment with the Employer will be terminated. Upon delivery of said notice together with payment of any salary accrued under Section 1.03 prior to the date of termination but not yet paid, as well as payment for any accrued vacation time not taken and expenses which were properly incurred by Executive on Employer’s behalf prior to the termination date that are not yet paid (“Accrued Obligations”), all obligations of the Employer to Executive shall terminate. In the event Employer terminates Executive’s employment for Cause, Employer will pay all Accrued Obligations to Executive within thirty (30) days following such termination of employment. Termination shall be deemed to be for Cause if: (i) Executive fails to comply with any material provision of this Agreement; (ii) Executive refuses to comply with any lawful, written directive from the Board; (iii) Executive fails to perform his duties under this Agreement with the degree of skill and care reasonably to be expected of a professional of his experience and stature after notice and a reasonable opportunity to cure (unless the failure to perform is incapable of being cured); or (iv) Executive engages in an act of dishonesty, fraud or moral turpitude or Executive is convicted of a crime which, in the judgment of the Board, renders his continued employment by Employer materially damaging or detrimental to Employer. The obligations of Executive under Article III shall continue notwithstanding termination of Executive’s employment pursuant to this Section 2.01. If Executive’s employment terminates under Section 2.01, he is entitled to no severance under Section 2.05.

2.02.     Termination Without Cause. Executive’s employment with Employer and FCB and the term of employment under this Agreement may be terminated at any time by Employer without Cause immediately upon written notice by Employer to Executive, whereupon Executive’s employment with Employer will be terminated. In the event Employer terminates Executive’s employment without Cause, Employer will pay all Accrued Obligations to Executive within thirty (30) days following such termination of employment and will provide Executive with the Severance Benefits set forth in Section 2.05, provided that as a condition precedent to Executive’s receipt of Severance Benefits under this Section 2.02 and Section 2.05, Executive

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must execute and deliver to Employer a Separation Agreement and General Release (as defined in Section 2.05). All other obligations of Employer to Executive shall cease as of the date of termination. The obligations of Executive under Article III shall continue notwithstanding termination of Executive’s employment pursuant to this Section 2.02.

2.03.     Resignation for Good Reason. Executive may resign from employment with Employer and FCB and terminate the term of employment under this Agreement for Good Reason. Good Reason means: (i) a material change in Executive’s title, position or responsibilities with Employer or FCB which represents a substantial reduction of the title, position or responsibilities in effect immediately prior to the change; (ii) any reduction in the Base Salary or a material reduction of benefits provided under this Agreement (unless such reduction of benefits applies equally to all similarly situated employees of Employer); or (iii) the assignment to Executive of any duties or responsibilities (other than due to a promotion) which are materially inconsistent with the position of Executive Vice President and Chief Lending Officer of Employer and FCB. Before Executive resigns employment with Employer for Good Reason, Executive must give Employer twenty (20) days’ notice of said resignation and an opportunity to correct. In the event Executive resigns from employment with Employer for Good Reason, Employer will pay all Accrued Obligations to Executive within thirty (30) days following such termination of employment and will provide Executive with the Severance Benefits set forth in Section 2.05, provided that as a condition precedent to Executive’s receipt of Severance Benefits under this Section 2.03 and Section 2.05, Executive must execute and deliver to Employer a Separation Agreement and General Release (as defined in Section 2.05). All other obligations of Employer to Executive shall cease as of the date of termination. The obligations of Executive under Article III shall continue notwithstanding termination of Executive’s employment pursuant to this Section 2.03. Notwithstanding the foregoing, if Employer corrects within twenty (20) days of its receipt of notice of the Good Reason, Employer shall owe Executive no severance under Section 2.05 and Executive shall be eligible to continue in his capacity as Executive Vice President and Chief Lending Officer of Employer and FCB.

2.04.     Termination by Executive. Executive agrees to give Employer sixty (60) days’ prior written notice of the termination of his employment with Employer. Simultaneously with such notice, Executive shall inform Employer in writing as to his employment plans following the termination of his employment with Employer. In the event Executive terminates his employment with Employer pursuant to this Section 2.04, Employer will pay all Accrued Obligations to Executive within thirty (30) days following such termination of employment. All other obligations of Employer to Executive shall cease as of the termination date. The obligations of Executive under Article III shall continue notwithstanding termination of Executive’s employment pursuant to this Section 2.04. If Executive’s employment terminates under Section 2.04 he is entitled to no severance under Section 2.05.

2.05.     Severance Benefits. In the event that Employer terminates Executive’s employment during the term of this Agreement without Cause pursuant to Section 2.02, or if Executive terminates his employment with Employer during the term of this Agreement pursuant to Section 2.03, and subject to the conditions set forth in this Section and subject to Sections 2.02 and/or 2.03 as applicable, Employer will pay to Executive an amount equal to the product of (x) one-twelfth (1/12) of the Base Salary times (y) the greater of (i) twelve or (ii) the number of months remaining in the term, less legally required taxes and withholdings and elected

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deductions. Said sum is to be paid in equal periodic installments payable in accordance with Employer’s normal payroll practices commencing with the first payroll following Executive’s termination of employment, provided, however, that any installments that would otherwise be payable in the six month period following separation from service shall be paid on the day following the six month anniversary of such separation from service in accordance with the requirements of Section 5.02(b) of this Agreement. Upon termination, Employer will offer continuation coverage to Executive, as required by Section 4980B of the Internal Revenue Code of 1986, (“Code”) as amended (“COBRA”), under the First Commonwealth’s group health plan (the “Health Plan”) on the terms and conditions mandated by COBRA including Executive’s payment of the applicable COBRA premiums and shall pay the full cost of Executive's COBRA premiums for the twelve (12) month period following such separation from service.

Employer’s obligations to make any payment to Executive as described in this Agreement is contingent upon Executive's execution and non-revocation of a separation agreement and general release of any and all claims and causes of action that Executive may have against Employer, as permitted by law, in a form and substance reasonably satisfactory to the Employer, that, in the opinion of the Employer’s counsel, is effective to release the Employer Entities (as defined in Section 3.01) from all claims relating to Executive’s employment or the termination thereof (other than under the terms of this Employment Agreement) (a “Separation Agreement and General Release”), and the Employer will have no obligation to make any payment unless and until such Separation Agreement and General Release has become effective.

2.06.     Resignation of Board Membership. Executive expressly promises and agrees that he will resign from all boards of directors, officer positions, committee memberships and other positions with Employer and each of its subsidiaries immediately upon and concurrent with the termination of his employment with Employer for any reason, including, without limit, by Employer for Cause or without Cause or by Executive for any reason.

ARTICLE III

EXECUTIVE’S COVENANTS AND AGREEMENTS

3.01.     Non-Disclosure of Confidential Information. Executive recognizes and acknowledges that: (a) in the course of Executive’s employment by Employer, it will be necessary for Executive to acquire information concerning Employer and its subsidiaries and affiliates (individually, an “Employer Entity,” and collectively, the “Employer Entities”), which could include, in whole or in part, the Employer Entities’ business, sales volume, sales methods, sales proposals, financial statements and reports, customers and prospective customers, identity of customers and prospective customers, identity of key purchasing personnel in the employ of customers and prospective customers, amount or kind of customers’ purchases from the Employer Entities, the Employer Entities’ sources of supply, the Employer Entities’ computer programs, system documentation, special hardware, product hardware, related software development, Employer Entities’ manuals, formulae, processes, methods, machines, compositions, ideas, improvements, inventions, or other confidential or proprietary information belonging to the Employer Entities or relating to the Employer Entities' affairs (collectively referred to herein as the “Confidential Information”); (b) the Confidential Information is the property of the Employer Entities; (c) the use, misappropriation or disclosure of the Confidential Information would constitute a breach of trust and could cause irreparable injury to the Employer

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Entities; and (d) it is essential to the protection of the Employer Entities' good will and to the maintenance of the Employer Entities' competitive position that the Confidential Information be kept secret and that Executive not disclose the Confidential Information to others or use the Confidential Information to Executive’s own advantage or the advantage of others. Confidential Information shall not include information otherwise available in the public domain through no act or omission of Executive. Executive agrees to hold and safeguard the Confidential Information in trust for the Employer Entities, its successors and assigns and agrees that he shall not, without the prior written consent of the Employer Entities, misappropriate or disclose or make available to anyone for use outside the Employer Entities' organizations at any time, either during his employment with any Employer Entity or subsequent to the termination of his employment with Employer for any reason, including without limitation, termination by Employer, any of the Confidential Information, whether or not developed by Executive, except as required in the performance of Executive’s duties to Employer.

3.02.     Non-Solicitation of Employees. Executive agrees that, during the term of his employment with Employer and for one (1) year following termination of Executive’s employment with Employer for any reason, including without limitation termination by Employer for Cause or without Cause, Executive will not, directly or indirectly, solicit or induce, or attempt to solicit or induce, any employee of any Employer Entity, to leave any Employer Entity for any reason whatsoever, or hire any such employee.

3.03.     Duties. Executive agrees to be a loyal employee of Employer. Executive agrees to devote his best efforts to the performance of his duties for Employer, to give proper time and attention to furthering the Employer’s business, and to comply with all rules, regulations and instruments established or issued by, or applicable to, the Employer Entities. Executive further agrees that during the term of this Agreement, Executive shall not, directly or indirectly, engage in any business which would detract from Executive’s ability to apply his best efforts to the performance of his duties. Executive also agrees that he shall not usurp any corporate opportunities of the Employer Entities.

3.04.     Return of Materials. Upon the termination of Executive’s employment with Employer for any reason, Executive shall promptly deliver to the Employer Entities all correspondence, drawings, blueprints, manuals, letters, notes, notebooks, reports, flow-charts, computer equipment, programs, software, databases, proposals, financial statements and reports, and any documents concerning the Employer Entities' customers or concerning products or processes used by the Employer Entities and, without limiting the foregoing, will promptly deliver to the Employer Entities any and all other documents or materials containing or constituting Confidential Information, in whatever form or medium (including cloud storage).

3.05.     Work Made for Hire. Executive agrees that in the event of publication by Executive of written or graphic materials constituting “work made for hire,” as defined and used in the Copyright Act of 1976, 17 USC § 1 et seq., the Employer Entities will retain and own all rights in said materials, including right of copyright.

3.06     Non-Compete. Executive agrees that, during the term of his employment with Employer and for one (1) year following termination of Executive's employment with Employer for any reason, including without limitation termination by Employer for Cause or without Cause or termination by Executive for Good Reason or otherwise, Executive will not, for himself, as an

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agent, employee, contractor or owner, or on behalf of another person or entity, directly or indirectly, engage in any “Prohibited Position” with any “Competing Business.” For purposes of this Agreement, “Prohibited Position” shall mean any position, whether as principal, agent, officer, director, employee, consultant, shareholder, partner, member, or otherwise: (i) where Executive will be engaged in the management, sale, development, or marketing of products or services of the type provided by any Employer Entity; and (ii) during employment with Employer, Executive was privy to or given access to proprietary and/or confidential business information of Employer concerning any Employer Entity’s management, strategy, performance, sale, development or marketing of that type of product or service and/or was involved in maintaining the Employer Entities' customer relationships or goodwill; “Competing Business” shall mean any person, corporation or other entity which engages in the marketing and/or sale of: (i) retail banking products in the Restricted Territory, including, for example, personal and business accounts, private banking, business banking, loans, lines of credit, mortgages, and other investment or financial products; or (ii) any other product or service of the Employer Entities, currently and in the future, in the Restricted Territory, in which Executive had involvement, and/or about which Executive learned of, and/or may have acquired any knowledge about, while employed by Employer; and “Restricted Territory” shall mean any county in which any Employer Entity maintains an office or branch and any county which is contiguous to such a county. During the term of his employment with Employer and for one (1) year following termination of Executive's employment with Employer for any reason, including without limitation termination by Employer for Cause or without Cause, or termination by Executive for Good Reason or otherwise, Executive also agrees not to enter into, consult about, or become involved with any transactions that he learned and/or became aware of through his employment with Employer. Executive acknowledges that the foregoing restrictions are properly limited so that they will not interfere with his ability to earn a livelihood and that such restrictions are reasonable and necessary to protect the Employer Entities' legitimate business interest, including the protection of its confidential and trade secret information. In exchange for the consideration set forth in this Agreement, Executive agrees to be bound by the terms of this Section 3.06. The foregoing covenants shall not be deemed to prohibit Executive from acquiring as an investment not more than five percent (5%) of the capital stock of a Competing Business, whose stock is traded on a national securities exchange or through an automated quotation system of a registered securities association.

3.07     Effect of Change of Control. The covenants in Section 3.06 above shall terminate and be of no further force or effect upon the occurrence of a Change of Control (as defined in the Change of Control Agreement between Employer and Executive, effective as of September 11, 2023 (the “Change of Control Agreement”)) if the Change of Control Agreement remains in full force and effect at the time of such Change of Control.

ARTICLE IV

EXECUTIVE’S REPRESENTATIONS AND WARRANTIES

4.01.     Executive’s Abilities. Executive represents that his experience and capabilities are such that the provisions of Article III will not prevent him from earning his livelihood, and acknowledges that it would cause the Employer Entities serious and irreparable injury and cost if Executive were to use his ability and knowledge in breach of the obligations contained in Article III.

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4.02.     Remedies. In the event of a breach by Executive of the terms of this Agreement, Employer shall be entitled, if it shall so elect, to institute legal proceedings to obtain damages for any such breach, or to enforce the specific performance of this Agreement by Executive and to enjoin Executive from any further violation of this Agreement and to exercise such remedies cumulatively or in conjunction with all other rights and remedies provided by law. Executive acknowledges, however, that the remedies at law for any breach by him of the provisions of this Agreement may be inadequate and that Employer shall be entitled to injunctive relief against him in the event of any breach. In addition, in the event that Executive breaches any obligation under this Agreement or any obligation that Executive has to any Employer Entity under common law, or otherwise engages in tortious behavior that damages any Employer Entity in any way, any Employer Entity will have the right to not provide Executive with, or to cease providing Executive with, any amounts or benefits that would otherwise be provided pursuant to Section 2.05 above.

ARTICLE V

MISCELLANEOUS

5.01.     Authorization to Modify Restrictions. It is the intention of the parties that the provisions of Article III shall be enforceable to the fullest extent permissible under applicable law, but that the unenforceability (or modification to conform to such law) of any provision or provisions of this Agreement shall not render unenforceable, or impair, the remainder hereof. If any provision or provisions hereof shall be deemed invalid or unenforceable, either in whole or in part, this Agreement shall be deemed amended to delete or modify, as necessary, the offending provision or provisions and to alter the bounds thereof in order to render it valid and enforceable.

5.02.     Section 409A.

(a)    This Agreement will be administered, interpreted and construed in compliance with Section 409A of the Internal Revenue Code and the regulations and other guidance promulgated thereunder (“Section 409A”), including any exemption thereunder. With respect to payments, if any, subject to Section 409A (and not excepted therefrom), each such payment is paid as a result of a permissible distribution event, and at a specified time, consistent with Section 409A. Executive has no right to, and there shall not be, any acceleration or deferral with respect to payments hereunder. Executive acknowledges and agrees that Employer shall not be liable for, and nothing provided or contained in this Agreement will obligate or cause Employer to be liable for, any tax, interest or penalties imposed on Executive related to or arising with respect to any violation of Section 409A. For purposes of this Agreement, any reference to “termination of employment”, “termination” or similar reference shall be construed to be a reference to “separation from service” within the meaning of Section 409A.

(b)    Notwithstanding any other provision of this Agreement to the contrary, to the extent that any amount payable or benefit to be provided under this Agreement constitutes an amount payable or benefit to be provided under a “nonqualified deferred compensation plan” (as defined in Section 409A) that is not exempt from Section 409A, and such amount or benefit is payable or to be provided as a result of a “separation from service” (as defined in Section 409A), and Executive is a “specified employee” (as defined and determined under Section 409A and any relevant procedures that either Employer Entity may establish) at the time of his “separation

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from service,” then such payment or benefit will not be made or provided to Executive until the day after the date that is six months following Executive's “separation from service,” at which time all payments or benefits that otherwise would have been paid or provided to Executive under this Agreement during that six-month period, but were not paid or provided because of this clause, will be paid or provided, with any cash payment to be made in a single lump sum (without any interest with respect to that six-month period).  This six-month delay will cease to be applicable if Executive “separates from service” due to death or if Executive dies before the six-month period has elapsed, in which event any such payments or benefits will be paid or provided to Executive's estate within thirty (30) days of the date of death.

5.03.    Entire Agreement. This Agreement represents the entire agreement of the parties and may be amended only by a writing signed by each of them. This Agreement supersedes all other prior arrangements and agreements between the parties, except the Change of Control Agreement and Restricted Stock Agreement referred to herein. In the event that there is a Change of Control as defined by the Change of Control Agreement during the term of this Agreement and there is a Qualifying Termination within the Protected Period, in each case, as defined in the Change of Control Agreement, the provisions of the Change of Control Agreement will apply and this Agreement will cease to apply, and Executive will be entitled to no benefits under this Agreement, including the severance benefits in Section 2.05. Notwithstanding the foregoing sentence, except as provided in Section 3.07, Executive’s obligations under Article III will continue even if there is a Change of Control.

5.04.     Governing Law. This Agreement shall be interpreted, construed, and governed according to the laws of the Commonwealth of Pennsylvania without giving effect to the principles of conflicts of law.

5.05.     Jurisdiction and Service of Process. Executive and Employer waives any right to a court (including jury) proceeding and instead agree to submit any dispute over the application, interpretation, validity, or any other aspect of this Agreement to binding arbitration consistent with the application of the Federal Arbitration Act and the procedural rules of the American Arbitration Association (“AAA”) before an arbitrator who is a member of the National Academy of Arbitrators (“NAA”) out of a nationwide panel of eleven (11) arbitrators to be supplied by the AAA. Employer will absorb the fee charged and the expenses incurred by the neutral arbitrator selected.

5.06.     Agreement Binding. The obligations of Executive under Article III of this Agreement shall continue after the termination of his employment with the Employer Entities for any reason and shall be binding on his heirs, executors, legal representatives and assigns and shall inure to the benefit of any successors and assigns of the Employer Entities. Likewise, the obligations of Employer shall be binding upon any successors.

5.07. Signatures. This Agreement may be executed in counterparts, any such copy of which to be deemed an original, but all of which together shall constitute the same instrument.

5.08.    Assignment. Employer has the right to assign this Agreement, but Executive does not.

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EXECUTIVE ACKNOWLEDGES THAT HE HAS READ AND UNDERSTANDS THE FOREGOING PROVISIONS AND THAT SUCH PROVISIONS ARE REASONABLE AND ENFORCEABLE.

[Signature page follows.]

IN WITNESS WHEREOF, the parties hereto have knowingly and voluntarily executed this Agreement or caused this Agreement to be executed the day and year first above written.

ATTEST:
			FIRST COMMONWEALTH FINANCIAL CORPORATION
/s/ Carrie L. Riggle			By: /s/ T. Michael Price     Name: T. Michael Price Title: President and Chief Executive Officer

WITNESS:
/s/ Carrie L. Riggle			/s/ Michael P. McCuen       Michael P. McCuen

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EXHIBIT 10.4

RESTRICTED STOCK AGREEMENT

This Restricted Stock Agreement (this “Agreement”) is made as of the 1st day of July, 2024 (the “Effective Date”) between First Commonwealth Financial Corporation (the “Company”) and Michael P. McCuen (the “Participant”).

RECITALS

Participant will serve as EVP/Chief Lending Officer. The Company wishes to award Participant 45,000 restricted shares of the Company’s common stock, par value $1.00 per share (“Common Shares”), upon the terms and subject to the conditions of this Agreement.

AGREEMENT

Accordingly, in consideration of the foregoing and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Participant agree as follows:

1.Award of Stock. The Company hereby grants to the Participant 45,000 shares of Restricted Stock (the “Shares”), subject to the terms set forth herein and to the terms and provisions of the First Commonwealth Financial Corporation 2024 Stock Plan (the “Plan”) applicable to Restricted Stock, which terms and provisions are incorporated herein by this reference. Unless the context requires otherwise, the terms defined in the Plan shall have the same meanings herein. Notwithstanding the foregoing, this Agreement and the award shall be null and void if Participant does not accept the award by countersigning this Agreement within 30 days following the Effective Date.

2.Restriction on Transfer. Except for the transfer of the Shares to the Company as contemplated by this Agreement, none of the Shares or any beneficial interest therein shall be transferred, encumbered, pledged or otherwise alienated or disposed of in any way until the Shares become nonforfeitable in accordance with Section 3 of this Agreement.

3.Vesting and Forfeiture. The Shares are subject to forfeiture to the Company until such time as they become nonforfeitable as set forth in this Section 3.

a.Unless earlier forfeited in accordance with this Section 3, the Shares will become nonrestricted and nonforfeitable in accordance with the Vesting Schedule set forth below, provided that the Participant remains an employee through such dates:

i.15,000 Shares will become nonrestricted and nonforfeitable on July 1, 2025

ii.15,000 Shares will become nonrestricted and nonforfeitable on July 1, 2026

iii.15,000 Shares will become nonrestricted and nonforfeitable on July 1, 2027

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b.If the Participant’s employment is terminated by the Company other than for “Cause” (as defined herein), any Shares which have not as of the termination of Participant’s employment become nonforfeitable will immediately and automatically, without any action on the part of the Company, become nonforfeitable. For purposes of this Agreement, termination of employment shall be deemed to be for “Cause” if: (i) Participant fails to comply with any material provision of this Agreement (including, without limitation, the restrictive covenants contained in Section 5 hereof); (ii) Participant refuses to comply with any lawful, written directive from the Chief Executive Officer of the Company; (iii) Participant fails to perform duties as an officer of the Company with the degree of skill and care reasonably to be expected of a professional of Participant’s experience and stature after notice and a reasonable opportunity to cure (unless the failure to perform is incapable of being cured); or (iv) Participant engages in an act of dishonesty, fraud or moral turpitude or Participant is convicted of a crime which, in the judgment of the Chief Executive Officer of the Company, renders continued employment by the Company materially damaging or detrimental to the Company.

c.If the Participant’s employment is terminated (i) by the Company for Cause or (ii) by Participant for any reason, any Shares which have not as of the termination of Participant’s employment become nonforfeitable will immediately and automatically be forfeited.

d.Notwithstanding the foregoing schedule, if a Change in Control (as defined in the Plan) occurs while the Participant is an Employee, then any Shares which have not become nonforfeitable will immediately and automatically, without any action on the part of the Company, become nonforfeitable as of the date of the Change in Control.

4.Book Entry Shares. Participant acknowledges that the Shares will be issued in book-entry form and no certificate will be issued to evidence the Shares. A notation of the transfer restrictions and forfeiture conditions pursuant to this Agreement and the Plan will be made on the book-entry system with respect to the account or accounts to which the Shares are credited.

5.Participant Covenants.

(a)General. Participant and the Company acknowledge and agree that Participant has received adequate consideration with respect to enforcement of the provisions of this Section 5 by virtue of receiving the Shares (regardless of whether the Shares are subsequently forfeited); that such provisions are reasonable and properly required for the adequate protection of the business of the Company and its subsidiaries (each, a “Company Party,” and collectively, the “Company Parties”); and that enforcement of such provisions will not prevent Participant from earning a living.

(b)Non-Solicitation; No-Hire. Participant agrees to comply with the provisions of subsections (i) and (ii) of this Section 5(b) while employed by any Company Party and for a period of one year after the last day of Participant’s employment with such Company Party (such last day being the “Termination Date”) regardless of the reason for such termination of employment.

(i)Non-Solicitation. Participant shall not, directly or indirectly, either for Participant’s own benefit or purpose or for the benefit or purpose of any Person (as defined in the Plan) other than a Company Party, solicit, call on, do business with, or

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actively interfere with such Company Party’s relationship with, or attempt to divert or entice away, any Person that Participant should reasonably know (A) is a customer of any Company Party for which the Company Party provides any services as of the Termination Date, or (B) was a customer of a Company Party for which the a Company Party provided any services at any time during the twelve (12) months preceding the Termination Date, or (C) was, as of the Termination Date, considering retention of a Company Party to provide any services.

(ii)No-Hire. Participant shall not, directly or indirectly, either for Participant’s own benefit or purpose or for the benefit or purpose of any Person other than the Company Parties, employ or offer to employ, call on, or actively interfere with a Company Party’s relationship with, or attempt to divert or entice away, any employee of any Company Party, nor shall Participant assist any other Person in such activities.

(c)Confidentiality. During Participant’s employment with the Company Parties, and thereafter regardless of the reason for termination of such employment, Participant will not disclose or use in any way any confidential business or technical information or trade secret acquired in the course of such employment, all of which is the exclusive and valuable property of the Company Parties whether or not conceived of or prepared by Participant, other than (1) information generally known in the industry of the Company Parties or acquired from public sources, (2) as required in the course of employment by the Company Parties, (3) as required by any court, supervisory authority, administrative agency or applicable law, or (4) with the prior written consent of the Company.

(d)Ownership of Inventions. Participant shall promptly and fully disclose to the Company any and all inventions, discoveries, improvements, ideas or other works, whether or not patentable, that have been or will be conceived and/or reduced to practice by Participant during the term of Participant’s employment with any Company Party, whether alone or with others, and that are (1) related directly or indirectly to the business or activities of any Company Party or (2) developed with the use of any time, material, facilities or other resources of any Company Party (“Developments”). Participant agrees to assign and hereby does assign to the Company or its designee all of Participant’s right, title and interest, including copyrights and patent rights, in and to all Developments. Participant shall perform all actions and execute all instruments that the Company or any subsidiary shall deem necessary to protect or record the Company’s or its designee’s interests in the Developments. The obligations of this Section 5(d) shall be performed by Participant without further compensation and will continue beyond the Termination Date.

6.Rights of Participant. The Participant shall have the right to vote the Shares and to receive dividends with respect to the Shares.

7.Stock Splits, etc. If, while any of the Shares remain subject to forfeiture, there occurs any merger, consolidation, reorganization, recapitalization, stock split, stock dividend, combination or exchange of shares, or other similar change in the Company’s common stock, then any and all new, substituted or additional securities or other consideration to which the Participant is entitled by reason of the Participant’s ownership of the Shares will be immediately subject to this transfer restrictions and forfeiture provisions of Agreement.

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8.Tax Withholding. Participant shall be required to deposit with the Company an amount of cash equal to the amount determined by the Company to be required with respect to any withholding taxes, FICA contributions, or the like under any federal, state, or local statute, ordinance, rule, or regulation in connection with the vesting or award of the Shares. Alternatively, the Company may, at Participant’s election, (i) withhold the required amounts from Participant’s pay during the pay periods next following the date on which any such applicable tax liability otherwise arises, or (ii) withhold a number of Shares otherwise deliverable having a Fair Market Value (as defined in the Plan) sufficient to satisfy the statutory minimum of all or part of Participant’s estimated total federal, state, and local tax obligations associated with the vesting or award of the Shares.

9.83(b) Election. Participant hereby acknowledges that he may file an election pursuant to Section 83(b) of the Code to be taxed currently on the fair market value of the Shares (less any purchase price paid for the Shares), provided that such election must be filed with the Internal Revenue Service no later than thirty (30) days after the grant of such Shares. Participant will seek the advice of their own tax advisors as to the advisability of making such a Section 83(b) election, the potential consequences of making such an election, the requirements for making such an election, and the other tax consequences of this Award under federal, state, and any other laws that may be applicable. The Participant is required to notify the Company within 30 days of any such election. The Company and its Subsidiaries and agents have not and are not providing any tax advice to Participant.

10.Limitation on Rights; No Right to Future Grants; Extraordinary Item. By entering into this Agreement and accepting the Award, Participant acknowledges that: (a) Participant's participation in the Plan is voluntary; and (b)  the Award is not part of normal or expected compensation for any purpose, including without limitation for calculating any benefits, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and Participant will not be entitled to compensation or damages as a consequence of Participant's forfeiture of any unvested portion of the Award as a result of Participant's separation from service with the Company or any Subsidiary for any reason.

11.General Provisions:

(a)This Agreement, together with the Plan, constitutes the entire agreement between the Company and the Participant regarding the grant of the Shares.

(b)The Committee may modify this Agreement to bring it into compliance with any valid and mandatory government regulation or exchange listing requirement. This Agreement may also be amended by the Committee with the consent of the Participant. Any such amendment shall be in writing and signed by the Company and the Participant.

(c)Nothing contained in this Agreement shall be deemed to require the Company and its Subsidiaries to continue the Participant’s relationship as an Employee or to modify any agreement between the Participant and the Company or its Subsidiaries relating thereto.

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(d)The Committee may from time to time impose any conditions on the Shares as it deems reasonably necessary to ensure that the Plan and this Award satisfy the conditions of Rule 16b-3 of the Securities Exchange Act of 1934, as amended, and that Shares are issued and resold in compliance with the Securities Act of 1933, as amended.

(e)The Participant agrees upon request execute any further documents or instruments necessary or desirable to carry out the purposes or intent of this Agreement.

(f)Participant hereby acknowledges receipt of a copy of the Plan and agrees to be bound by all the terms and provisions thereof. The terms of the Plan as it presently exists, and as it may hereafter be amended, are deemed incorporated herein by reference, and in the event of any conflict between the terms of this Agreement and the provisions of the Plan, the provisions of the Plan shall be deemed to supersede the provisions of this Agreement.

(g)This Agreement shall be governed by, and enforced in accordance with, the laws of the Commonwealth of Pennsylvania without regard to the application of the principals of conflicts or choice of laws.

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IN WITNESS WHEREOF, the parties have duly executed this Restricted Stock Agreement as of the day and year first set forth above.

PARTICIPANT:  /s/ Michael P. McCuen             Signature Michael P. McCuen                     Printed Name			COMPANY: First Commonwealth Financial Corporation By: /s/ T. Michael Price                     Name: T. Michael Price Title: President and CEO

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EXHIBIT 31.1

CHIEF EXECUTIVE OFFICER CERTIFICATION

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, T. Michael Price, certify that:

1.I have reviewed this quarterly report on Form 10-Q of First Commonwealth Financial Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

DATED: August 8, 2024						/s/ T. Michael Price
						T. Michael Price President and Chief Executive Officer

EXHIBIT 31.2

CHIEF FINANCIAL OFFICER CERTIFICATION

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, James R. Reske, certify that:

1.I have reviewed this quarterly report on Form 10-Q of First Commonwealth Financial Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

DATED: August 8, 2024						/s/ James R. Reske
						James R. Reske
						Executive Vice President, Chief Financial Officer and Treasurer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002

I, T. Michael Price, of First Commonwealth Financial Corporation (“First Commonwealth”), certify that the Quarterly Report of First Commonwealth on Form 10-Q for the period ended June 30, 2024, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition of First Commonwealth at the end of such period and the results of operations of First Commonwealth for such period.

 

DATED: August 8, 2024						/s/ T. Michael Price
						T. Michael Price
						President and Chief Executive Officer

EXHIBIT 32.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002

I, James R. Reske, of First Commonwealth Financial Corporation (“First Commonwealth”), certify that the Quarterly Report of First Commonwealth on Form 10-Q for the period ended June 30, 2024, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such report fairly presents, in all material respects, the financial condition of First Commonwealth at the end of such period and the results of operations of First Commonwealth for such period.

 

DATED: August 8, 2024						/s/ James R. Reske
						James R. Reske
						Executive Vice President, Chief Financial Officer and Treasurer