BORROWINGS

6 Months Ended

Jun. 30, 2025

Debt Disclosure [Abstract]

BORROWINGS

NOTE 9 — BORROWINGS

Short-term Borrowings

Securities Sold under Agreements to Repurchase

BancShares held $471 million and $367 million at June 30, 2025 and December 31, 2024, respectively, of securities sold under agreements to repurchase that have overnight contractual maturities and are collateralized by government agency securities. The weighted average interest rate for securities sold under agreements to repurchase was 0.52% and 0.59% at June 30, 2025 and December 31, 2024, respectively.

BancShares utilizes securities sold under agreements to repurchase to facilitate the needs for collateralization of commercial customers and secure wholesale funding needs. Repurchase agreements are transactions whereby BancShares offers to sell to a counterparty an undivided interest in an eligible security at an agreed upon purchase price, and which obligates BancShares to repurchase the security at an agreed upon date, repurchase price and interest rate. These agreements are recorded at the amount of cash received in connection with the transactions and are reflected as securities sold under customer repurchase agreements.

BancShares monitors collateral levels on a continuous basis and maintains records of each transaction specifically describing the applicable security and the counterparty’s fractional interest in that security, and segregates the security from general assets in accordance with regulations governing custodial holdings of securities. The primary risk with repurchase agreements is market risk associated with the investments securing the transactions, as additional collateral may be required based on fair value changes of the underlying investments. Securities pledged as collateral under repurchase agreements are maintained with safekeeping agents. The carrying value of investment securities pledged as collateral under repurchase agreements was $553 million and $435 million at June 30, 2025 and December 31, 2024, respectively.

Long-term Borrowings

On March 12, 2025, the Parent Company issued and sold $500 million aggregate principal amount of its 5.231% Fixed-to-Floating Rate Senior Notes due in 2031 and $750 million aggregate principal amount of its 6.254% Fixed-to-Fixed Rate Subordinated Notes due in 2040 in a public offering. On June 15, 2025, the Parent Company redeemed all $350 million aggregate principal amount of its 3.375% Fixed-to-Floating Rate Subordinated Notes due in 2030.

The following table presents long-term borrowings, net of the respective unamortized purchase accounting adjustments and issuance costs:

Long-term Borrowings

dollars in millions	Maturity	June 30, 2025		December 31, 2024
Parent Company:
Senior:
Fixed-to-Floating Senior Notes at 5.231%(1)	March 2031	$	497	$	—
Subordinated:
Fixed-to-Floating Subordinated Notes at 3.375%(2)	March 2030	—		350
Fixed-to-Fixed Subordinated Notes at 6.254%(3)	March 2040	745		—
Subsidiaries:
Senior:
Fixed Senior Unsecured Notes at 6.00%	April 2036	58		58
Subordinated:
Fixed Subordinated Notes at 6.125%	March 2028	437		445
Secured:
Purchase Money Note to FDIC fixed at 3.50%(4)	March 2028	35,841		35,816
Capital lease obligations	Maturities through May 2057	63		15
Total long-term borrowings		$	37,641	$	36,684

(1) The fixed rate period will end March 12, 2030, and the notes will thereafter bear a floating interest rate equal to a benchmark rate based on the Compounded Secured Overnight Financing Rate (“SOFR”) Index Rate plus 141 basis points (“bps”) per annum until the maturity date (or date of earlier redemption).

(2) The fixed rate period ended on March 15, 2025, and the notes converted to a floating interest rate equal to Three-Month Term SOFR plus 246.5 bps per annum. The notes included a callable feature and were redeemed on June 15, 2025.

(3) The interest rate will reset on March 12, 2035, and the notes will thereafter bear a fixed interest rate equal to the Five-year U.S. Treasury Rate as of the day falling two business days prior to the notes reset date plus 197 bps per annum until the maturity date (or date of earlier redemption).

(4)    Refer to Note 2—Business Combinations and Note 4—Loans and Leases.

Pledged Assets

Refer to the “Loans Pledged” section in Note 4—Loans and Leases for information on loans pledged as collateral to secure borrowings.