PFC Premier Financial Corporation

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2024

 

 

Premier Financial Corp.

(Exact name of Registrant as Specified in Its Charter)

 

 

Ohio			0-26850	34-1803915
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
601 Clinton Street
Defiance, Ohio				43512
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 419 785-8700

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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, Par Value $0.01 Per Share		PFC		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

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Item 2.02 Results of Operations and Financial Condition.

On October 22, 2024, Premier Financial Corp. (“Premier”) issued a press release regarding its earnings for the quarter ended September 30, 2024. A copy of the press release is attached as Exhibit 99.1.

The information set forth in this Current Report on Form 8-K (including the information in Exhibits 99.1 attached hereto) is being furnished to the Securities and Exchange Commission and is not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under the Exchange Act. Such information will not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1 104	Press Release, dated October 22, 2024 Cover Page Interactive Data File (Embedded within the Inline XBRL document)

 

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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 hereunto duly authorized.

			Premier Financial Corp.
Date:	October 22, 2024	By:	/s/ Gary M. Small
			Gary M. Small, President and CEO

 

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Contact:
Paul Nungester

EVP and CFO 419.785.8700

PNungester@yourpremierbank.com



FOR IMMEDIATE RELEASE

 

PREMIER FINANCIAL CORP. ANNOUNCES THIRD QUARTER 2024 RESULTS

Declared dividend of $0.31 per share

 

Third Quarter Highlights

 

DEFIANCE, OHIO (October 22, 2024) – Premier Financial Corp. (Nasdaq: PFC) (“Premier” or the “Company”) announced today 2024 third quarter results.

Strategic merger

On July 26, 2024, PFC and Wesbanco, Inc. (Nasdaq: WSBC) announced the signing of a definitive merger agreement under which PFC will merge into WSBC in a stock-for-stock transaction. Under the terms of the merger agreement, shareholders of PFC will receive 0.80 shares of WSBC common stock for each share of PFC common stock. Premier Bank, a wholly owned subsidiary of PFC, will merge into Wesbanco Bank, Inc., a wholly owned subsidiary of WSBC. Upon closing, PFC shareholders will own approximately 30% of the combined company. The transaction is expected to close in the first quarter of 2025, subject to the approval of shareholders of both PFC and WSBC and regulatory approvals, as well as satisfaction or waiver of other customary closing conditions. Additional information can be found in the press release announcing the merger dated July 26, 2024.

Quarterly results

Net income for the third quarter of 2024 was $16.7 million, or $0.46 per diluted common share, compared to income of $24.7 million, or $0.69 per diluted common share, for the third quarter of 2023. Third quarter 2024 results included the impact of transaction costs for the strategic merger totaling $2.8 million pre-tax or $0.08 per diluted common share after-tax. Excluding the impact of

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these transaction costs, third quarter 2024 earnings were $19.3 million or $0.54 per diluted common share.

Net interest income and margin

Net interest income of $50.3 million on a tax equivalent (“TE”) basis in the third quarter of 2024 was up 1.9% from $49.3 million in the second quarter of 2024 and down 7.5% from $54.3 million in the third quarter of 2023. The TE net interest margin of 2.50% in the third quarter of 2024 increased four basis points from 2.46% in the second quarter of 2024 but decreased 23 basis points from 2.73% in the third quarter of 2023. These results are primarily impacted by changes in deposit balances/costs and loan balances/yields.

Total loans including held-for-sale decreased $110.4 million, during the third quarter of 2024, primarily due to an $87.2 million decrease in commercial loans. Total average loan yields increased seven basis points to 5.33% for the third quarter of 2024. This increase was primarily due to origination of higher yielding loans and payoffs of lower yielding loans.

Total deposits decreased $35.9 million during the third quarter of 2024 from the second quarter of 2024 due to a $95.3 million decrease in brokered deposits offset partly by an increase of $59.4 million in customer deposits. Total average interest-bearing deposit costs increased five basis points to 3.15% during the third quarter of 2024 from the second quarter of 2024. This increase was primarily due to new customer acquisitions and continued migration of customers from lower cost to higher cost deposits products.

Beginning in March 2024 and through September 2024, management implemented rate reductions in certain deposit tiers. The benefit of those actions began to be realized in third quarter 2024 as the average cost of customer interest-bearing deposits declined from June to September. In addition, partly due to the Federal Funds Rate reduction in mid-September, wholesale funding average costs for FHLB, brokered deposits and other borrowings also declined from June to September. As a result, total cost of funds decreased and net interest margin increased from June to September.

Non-interest income

Total non-interest income in the third quarter of 2024 of $12.6 million was up 4.1% from $12.1 million in the second quarter of 2024, primarily due to gains on equity securities, but down 5.1% from $13.3 million in the third quarter of 2023, primarily due to mortgage banking income. Mortgage banking income decreased $0.9 million on a linked quarter basis and $2.1 million from third quarter 2023, primarily as a result of fluctuations in gain on sale margins and MSR valuation adjustments. During the third quarter of 2024, the company completed an aged loans sale that reduced gains on sale by approximately $0.3 million.

Security gains were $410 thousand in the third quarter of 2024, compared to losses of $176 thousand in the second quarter of 2024 and gains of $256 thousand in the third quarter of 2023, primarily due to valuation changes on equity securities. Service fees in the third quarter of 2024 were $7.8 million, a 10.7% increase from $7.0 million in the second quarter of 2024, and an 11.6% increase from $6.9 million in the third quarter of 2023. This change was primarily due to fluctuations in loan fees, including commercial customer swap activity. Wealth management income of $1.9 million in the

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third quarter of 2024 was up slightly from $1.8 million in the second quarter of 2024 and 24.5% higher than $1.5 million in the third quarter of 2023. BOLI income of $1.2 million in the third quarter of 2024, compared to $1.2 million in the second quarter of 2024, and $1.1 million in the third quarter of 2023 with no claim gains in any period.

Non-interest expenses

Excluding transaction costs, non-interest expenses in the third quarter of 2024 were $39.1 million, a 2.5% increase from $38.2 million in the second quarter of 2024, and a 2.8% increase from $38.1 million in the third quarter of 2023. Compensation and benefits were $21.8 million in the third quarter of 2024, compared to $21.4 million in the second quarter of 2024 and $21.8 million in the third quarter of 2023. The linked quarter increase was primarily due to higher health insurance costs. Data processing costs were $5.1 million in the third quarter of 2024, compared to $5.1 million in the second quarter of 2024 and $4.0 million in the third quarter of 2023, with the year-over-year increase primarily due to the new digital platform launched in October 2023. All other non-interest expenses increased a net $0.5 million on a linked quarter basis and a net $49 thousand from third quarter 2023 primarily due to a $0.2 million of loss on sale for a closed branch. The core efficiency ratio for the third quarter of 2024 was 62.7% compared to 62.0% in the second quarter of 2024 and 56.5% in the third quarter of 2023. The ratio of core non-interest expenses to average assets was 1.79% for the third quarter of 2024 compared to 1.78% for the second quarter of 2024 and from 1.76% for the third quarter of 2023.

Credit quality

Non-performing assets totaled $82.3 million, or 0.94% of assets, at September 30, 2024, an increase from $64.6 million at June 30, 2024, and from $39.9 million at September 30, 2023. The linked quarter increase was primarily due to two multifamily commercial relationships. Loan delinquencies decreased to $17.2 million, or 0.25% of loans, at September 30, 2024, from $24.6 million at June 30, 2024, and from $17.2 million at September 30, 2023. Criticized loans totaled $245.7 million, or 3.62% of loans, as of September 30, 2024, an increase from $207.8 million at June 30, 2024, and from $161.1 million at September 30, 2023.

The 2024 third quarter results include net charge-offs of $0.6 million and a total provision benefit of $0.3 million, compared with net loan recoveries of $0.3 million and a total provision benefit of $0.8 million for the same period in 2023. The change in provision is primarily due to lower loan balances. The allowance for credit losses as a percentage of total loans was 1.16% at September 30, 2024, compared with 1.16% at June 30, 2024, and 1.14% at September 30, 2023.

Year to date results

Net income for the first nine months of 2024 was $50.6 million, or $1.41 per diluted common share, compared to income of $91.2 million, or $2.55 per diluted common share for the first nine months of 2023. 2024 results included the impact of transaction costs for the strategic merger totaling $2.8 million pre-tax or $0.08 per diluted common share after-tax. Excluding the impact of these transaction costs, 2024 core earnings were $53.3 million or $1.49 per diluted common share. 2023 results included the impact of the insurance agency sale for a net gain on sale after transaction costs of $32.6

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million pre-tax or $0.67 per diluted common share after-tax. Excluding the impact of this item, 2023 core earnings were income of $67.1 million or $1.87 per diluted common share.

Net interest income of $149.2 million on a TE basis for the first nine months of 2024 was down 9.4% from $164.8 million in the first nine months of 2023. The TE net interest margin of 2.49% in the first nine months of 2024 decreased 29 basis points from 2.78% in the first nine months of 2023. These results are positively impacted by higher loan yields, which were 5.26% for the first nine months of 2024 compared to 4.88% in the first nine months of 2023. These results are negatively impacted by an increase in the cost of funds in the first nine months of 2024 of 2.59%, up 72 basis points from the first nine months of 2023. The year-over-year increase is largely due to increasing costs of customer deposits.

Total non-interest income in the first nine months of 2024 of $37.1 million was up 9.6% from $33.9 million in the first nine months of 2023, excluding insurance commissions and the gain on the sale of the insurance agency. Mortgage banking income decreased $0.3 million year-over-year primarily as a result of a $0.6 million decrease in gains due to lower margins.

Security gains were $0.2 million in the first nine months of 2024 compared to $1.1 million in losses during the first nine months of 2023, primarily due to valuations on equity securities. The company also sold $21 million of AFS securities for a $27 thousand gain with average yields less than FHLB borrowing rates during the first nine months of 2023. Service fees in the first nine months of 2024 were $21.2 million, a 3.2% increase from $20.6 million in the first nine months of 2023, primarily due to fluctuations in loan fees including commercial customer swap activity and consumer activity for interchange and ATM/NSF charges. Due to the insurance agency sale on June 30, 2023, there were no insurance commissions in the first nine months of 2024, compared to $8.9 million in the first nine months of 2023. Wealth management income of $5.4 million in the first nine months of 2024 was up 19.9% from $4.5 million in the first nine months of 2023. BOLI income of $4.1 million in the first nine months of 2024 included $0.5 million of claim gains, compared to $3.5 million in the first nine months of 2023, including $0.4 million of claim gains.

Excluding transaction costs, non-interest expenses in the first nine months of 2024 were $117.2 million, a 3.7% decrease from $121.7 million in the first nine months of 2023. Compensation and benefits were $66.5 million in the first nine months of 2024, compared to $71.6 million in the first nine months of 2023. The year-over-year decrease was primarily due to the insurance agency sale, partially offset by costs related to higher staffing levels and higher base compensation, including 2024 annual merit adjustments. FDIC premiums decreased $1.0 million on a year-over-year basis primarily due to lower rates. Data processing costs were $14.8 million in the first nine months of 2024, compared to $11.5 million in the first nine months of 2023, with the year-over-year increase primarily due to the new digital platform launched in October 2023. All other non-interest expenses decreased a net $1.7 million on a year-over-year basis due to the insurance agency sale and cost saving initiatives. The core efficiency ratio for the first nine months of 2024 of 63.0% increased from 58.3% in the first nine months of 2023 due to lower revenues partly offset by cost saving initiatives that began during the second quarter of 2023. The ratio of core non-interest expenses to average assets improved to 1.81% for the first nine months of 2024 from 1.91% for the first nine months of 2023.

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The 2024 first nine months results include net loan charge-offs of $3.6 million and a total provision expense of $2.5 million, compared with net loan charge-offs of $1.9 million and a total provision expense of $3.5 million for the same period in 2023. The year-over-year change in provision expense is primarily due to a decrease in loans during the first nine months of 2024 compared to an increase in loans during the first nine months of 2023.

Total assets at $8.73 billion

Total assets at September 30, 2024, were $8.73 billion, compared to $8.78 billion at June 30, 2024, and $8.56 billion at September 30, 2023. Loans receivable were $6.59 billion at September 30, 2024, compared to $6.68 billion at June 30, 2024, and $6.70 billion at September 30, 2023. Securities at September 30, 2024, were $1.20 billion, compared to $1.09 billion at June 30, 2024, and $0.92 billion at September 30, 2023. All securities are either AFS or trading and are reflected at fair value on the balance sheet. Also, at September 30, 2024, goodwill and other intangible assets totaled $304.9 million compared to $305.9 million at June 30, 2024, and $308.8 million at September 30, 2023, with the decreases due to amortization of intangibles.

Total non-brokered deposits at September 30, 2024, were $6.86 billion, compared with $6.80 billion at June 30, 2024, and $6.67 billion at September 30, 2023. Brokered deposits were $287.4 million at September 30, 2024, compared to $382.7 million at June 30, 2024 and $392.2 million at September 30, 2023. FHLB borrowings decreased to $345.0 million at September 30, 2024, from $393.0 million at June 30, 2024, but increased from $339.0 million at September 30, 2023.

Total stockholders’ equity was $1.02 billion at September 30, 2024, compared to $0.98 billion at June 30, 2024, and $0.92 billion at September 30, 2023, with the increases primarily due to improvements in accumulated other comprehensive income. Excluding goodwill and intangibles, tangible equity was $714.1 million at September 30, 2024, an increase from $673.3 million at June 30, 2024, and from $610.7 million at September 30, 2023.

Regulatory ratios all improved during the third quarter of 2024, including CET1 of 12.17%, Tier 1 of 12.67% and Total Capital of 14.53%. All of these ratios also exceed well-capitalized guidelines pro forma for including accumulated other comprehensive income (“AOCI”), including CET1 of 10.32%, Tier 1 of 10.82% and Total Capital of 12.68%.

Dividend to be paid November 15

The Board of Directors declared a quarterly cash dividend of $0.31 per common share payable November 15, 2024, to shareholders of record at the close of business on November 8, 2024. The dividend represents an annual dividend yield of 5.2% percent based on the Premier common stock closing price on October 21, 2024. Premier has approximately 35,841,000 common shares outstanding.

About Premier Financial Corp.

Premier Financial Corp. (Nasdaq: PFC), headquartered in Defiance, Ohio, is the holding company for Premier Bank. Premier Bank, headquartered in Youngstown, Ohio, operates 73 branches and 9 loan offices in Ohio, Michigan, Indiana and Pennsylvania and also serves clients through a team of wealth

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professionals dedicated to each community banking branch. For more information, visit the company’s website at PremierFinCorp.com.

 

Financial Statements and Highlights Follow-

 

Safe Harbor Statement

This document may contain certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These statements may include, but are not limited to, statements regarding projections, forecasts, goals and plans of Premier Financial Corp. (“Premier”) and its management, and include statements related to the expected timing, completion and benefits of the proposed merger with WesBanco, Inc. (“WesBanco”) (the ‘Merger”), future movements of interest rates, loan or deposit production levels, future credit quality ratios, future strength in the market area, and growth projections. These statements do not describe historical or current facts and may be identified by words such as “intend,” “intent,” “believe,” “expect,” “estimate,” “target,” “plan,” “anticipate,” or similar words or phrases, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” “can,” or similar verbs. There can be no assurances that the forward-looking statements included in this document will prove to be accurate. In light of the significant uncertainties in the forward-looking statements, the inclusion of such information should not be regarded as a representation by Premier or any other persons, that our objectives and plans will be achieved, including with respect to the Merger. Forward-looking statements involve numerous risks and uncertainties, any one or more of which could affect Premier’s business and financial results in future periods and could cause actual results to differ materially from plans and projections. Factors that could cause or contribute to such differences include, but are not limited to, (1) the businesses of Premier and WesBanco may not be integrated successfully or such integration may take longer to accomplish than expected, (2) the expected cost savings and any revenue synergies from the proposed Merger may not be fully realized within the expected timeframes, (3) disruption from the proposed Merger may make it more difficult to maintain relationships with customers, associates, or suppliers, (4) the required governmental approvals of the proposed Merger may not be obtained on the expected terms and schedule, (5) Premier’s shareholders and/or WesBanco’s shareholders may not approve the proposed Merger and the merger agreement, and WesBanco’s shareholders may not approve the issuance of shares of WesBanco common stock in the proposed Merger. Further information regarding additional factors that could affect the forward-looking statements can be found in the cautionary language included under the headings “Cautionary Note Regarding Forward-Looking Statements” (in the case of Premier), “Forward-Looking Statements” (in the case of WesBanco), and “Risk Factors” in Premier’s and WesBanco’s Annual Reports on Form 10-K for the year ended December 31, 2023, and other documents subsequently filed by Premier and WesBanco with the SEC. These risks and uncertainties include other risks and uncertainties detailed from time to time in our Securities and Exchange Commission (SEC) filings, including our Annual Report on Form 10-K for the year ended December 31, 2023 and any further amendments thereto. All forward-looking statements made in this document are based on information presently available to the management of Premier and speak only as of the date on which they are made. We assume no obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by law. As required by U.S. GAAP, Premier will evaluate the impact of subsequent events through the issuance date of its September 30, 2024, consolidated financial statements as part of its Quarterly Report on Form 10-Q to be filed with the SEC, including with respect to the Merger. Accordingly, subsequent events could occur that may cause Premier to update its critical accounting estimates and to revise its financial information from that which is contained in this news release.

 

Non-GAAP Reporting Measures

We believe that net income, as defined by U.S. GAAP, is the most appropriate earnings measurement. However, we consider core net interest income, core net income and core pre-tax pre-provision income to be useful supplemental measures of our operating performance. We define core net interest income as net interest income on a tax-equivalent basis excluding income from PPP loans and purchase accounting marks accretion. We define core net income as net income excluding the after-tax impacts of the insurance agency gain on sale and transaction costs. We define core pre-tax pre-provision income as pre-tax pre-provision income excluding the pre-tax impact of the insurance agency gain on sale and transaction costs. We believe that these metrics are useful supplemental measures of operating performance because investors and equity analysts may use these measures to compare the operating performance of the Company between periods or as compared to other financial institutions or other companies on a consistent basis without having to account for income from PPP loans, purchase accounting marks accretion, or the insurance agency sale. Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and ratings agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, they are utilized by the Board of Directors to evaluate management. The supplemental reporting measures do not represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other financial institutions or other companies. Please see the exhibits for reconciliations of our non-GAAP reporting measures.

 

 

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Consolidated Balance Sheets (Unaudited)
Premier Financial Corp.
	September 30,			June 30,			March 31,			December 31,			September 30,
(in thousands)		2024			2024			2024			2023			2023
Assets
Cash and cash equivalents
Cash and amounts due from depositories	$	84,573		$	72,053		$	57,956		$	81,973		$	70,642
Interest-bearing deposits		40,709			83,598			31,725			32,783			46,855
		125,282			155,651			89,681			114,756			117,497
Available-for-sale, carried at fair value		1,196,258			1,081,120			1,014,433			946,708			911,184
Equity securities, carried at fair value		5,970			5,559			5,736			5,773			5,860
Securities investments		1,202,228			1,086,679			1,020,169			952,481			917,044
Loans (1)		6,588,728			6,682,138			6,693,745			6,739,387			6,696,869
Allowance for credit losses - loans		(76,142	)		(77,222	)		(76,679	)		(76,512	)		(76,513	)
Loans, net		6,512,586			6,604,916			6,617,066			6,662,875			6,620,356
Loans held for sale		121,611			138,604			137,523			145,641			135,218
Mortgage servicing rights		17,650			18,140			18,628			18,696			19,642
Accrued interest receivable		34,959			35,334			34,795			33,446			34,648
Federal Home Loan Bank stock		24,315			32,189			26,075			21,760			25,049
Bank Owned Life Insurance		184,655			183,409			182,203			181,544			172,906
Office properties and equipment		54,414			55,073			57,231			56,878			55,679
Real estate and other assets held for sale		326			394			255			243			387
Goodwill		295,602			295,602			295,602			295,602			295,602
Core deposit and other intangibles		9,346			10,250			11,196			12,186			13,220
Other assets		146,331			162,452			140,630			129,841			155,628
Total Assets	$	8,729,305		$	8,778,693		$	8,631,054		$	8,625,949		$	8,562,876
Liabilities and Stockholders’ Equity
Non-interest-bearing deposits	$	1,425,182		$	1,438,764		$	1,467,161		$	1,591,979		$	1,545,595
Interest-bearing deposits		5,430,061			5,357,112			5,347,444			5,209,123			5,127,863
Brokered deposits		287,393			382,678			368,782			341,944			392,181
Total deposits		7,142,636			7,178,554			7,183,387			7,143,046			7,065,639
Advances from FHLB		345,000			393,000			253,000			280,000			339,000
Subordinated debentures		85,324			85,292			85,261			85,229			85,197
Advance payments by borrowers		13,358			13,391			16,861			23,277			22,781
Reserve for credit losses - unfunded commitments		3,722			3,343			3,614			4,307			4,690
Other liabilities		120,258			125,984			114,590			114,463			126,002
Total Liabilities		7,710,298			7,799,564			7,656,713			7,650,322			7,643,309
Stockholders’ Equity
Preferred stock		-			-			-			-			-
Common stock, net		306			306			306			306			306
Additional paid-in-capital		690,150			689,743			689,468			690,585			690,038
Accumulated other comprehensive income (loss)		(129,149	)		(163,038	)		(162,081	)		(153,719	)		(200,282	)

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Retained earnings		587,269			581,715			576,648			569,937			560,945
Treasury stock, at cost		(129,569	)		(129,597	)		(130,000	)		(131,482	)		(131,440	)
Total Stockholders’ Equity		1,019,007			979,129			974,341			975,627			919,567
Total Liabilities and Stockholders’ Equity	$	8,729,305		$	8,778,693		$	8,631,054		$	8,625,949		$	8,562,876
(1) Includes PPP loans of:	$	324		$	369		$	417		$	469		$	526

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Consolidated Statements of Income (Unaudited)
Premier Financial Corp.
	Three Months Ended																Nine Months Ended
(in thousands, except per share amounts)	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23				9/30/24			9/30/23
Interest Income:
Loans	$	88,942		$	88,560		$	87,597		$	87,924		$	86,612			$	265,099		$	244,285
Investment securities		9,978			8,666			7,602			7,013			6,943				26,246			21,201
Interest-bearing deposits		654			638			609			740			652				1,901			1,737
FHLB stock dividends		595			606			534			621			690				1,735			1,989
Total interest income		100,169			98,470			96,342			96,298			94,897				294,981			269,212
Interest Expense:
Deposits		45,529			43,927			42,567			39,250			34,874				132,023			83,157
FHLB advances		3,307			4,159			3,039			3,328			4,597				10,505			18,150
Subordinated debentures		1,152			1,159			1,162			1,169			1,162				3,473			3,362
Notes Payable		-			-			-			-			-				-			-
Total interest expense		49,988			49,245			46,768			43,747			40,633				146,001			104,669
Net interest income		50,181			49,225			49,574			52,551			54,264				148,980			164,543
Provision (benefit) for credit losses - loans		(475	)		3,173			560			2,143			245				3,258			5,599
Provision (benefit) for credit losses - unfunded      commitments		185			(271	)		(693	)		(382	)		(1,018	)			(780	)		(2,126	)
Total provision (benefit) for credit losses		(290	)		2,902			(133	)		1,761			(773	)			2,478			3,473
Net interest income after provision		50,471			46,323			49,707			50,790			55,037				146,502			161,070
Non-interest Income:
Service fees and other charges		7,756			7,008			6,467			6,761			6,947				21,231			20,564
Mortgage banking income		1,194			2,047			2,350			802			3,274				5,591			5,940
Gain (loss) on sale of non-mortgage loans		-			-			67			94			-				67			71
Gain (loss) on sale of available for sale securities		-			-			-			10			-				-			27
Gain (loss) on equity securities		410			(176	)		(37	)		665			256				197			(1,118	)
Gain on sale of insurance agency		-			-			-			-			-				-			36,296
Insurance commissions		-			-			-			-			-				-			8,856
Wealth management income		1,878			1,842			1,713			1,791			1,509				5,433			4,531
Income from Bank Owned Life Insurance		1,245			1,207			1,697			1,532			1,050				4,149			3,482
Other non-interest income		91			150			239			134			217				480			412
Total non-interest Income		12,574			12,078			12,496			11,789			13,253				37,148			79,061
Non-interest Expense:
Compensation and benefits		21,794			21,353			23,394			20,963			21,813				66,541			71,646
Occupancy		3,462			3,434			3,365			3,318			3,145				10,261			10,039
FDIC insurance premium		1,200			1,150			1,120			1,383			1,346				3,470			4,420
Financial institutions tax		1,007			980			1,035			761			989				3,022			2,802
Data processing		5,055			5,067			4,670			4,678			4,010				14,792			11,513
Amortization of intangibles		904			946			990			1,033			1,078				2,840			3,571
Other non-interest expense		5,704			5,228			5,326			5,757			5,671				16,259			17,695
Total non-interest operating expenses		39,126			38,158			39,900			37,893			38,052				117,185			121,686
Transaction costs		2,789			50			-			-			-				2,839			3,652
Total non-interest expenses		41,915			38,208			39,900			37,893			38,052				120,024			125,338

---

Income (loss) before income taxes		21,130			20,193			22,303			24,686			30,238				63,626			114,793
Income tax expense (benefit)		4,465			4,017			4,514			4,616			5,551				12,996			23,566
Net income (loss)	$	16,665		$	16,176		$	17,789		$	20,070		$	24,687			$	50,630		$	91,227
Earnings per common share:
Basic	$	0.46		$	0.45		$	0.50		$	0.56		$	0.69			$	1.41		$	2.55
Diluted	$	0.46		$	0.45		$	0.50		$	0.56		$	0.69			$	1.41		$	2.55
Average Shares Outstanding:
Basic		35,692			35,715			35,772			35,655			35,730				35,674			35,701
Diluted		35,737			35,793			35,771			35,772			35,794				35,778			35,769

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Premier Financial Corp.
Selected Quarterly Information
	Three Months Ended																Nine Months Ended
(dollars in thousands, except per share data)	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23				9/30/24			9/30/23
Summary of Operations
Tax-equivalent interest income (1)	$	100,243		$	98,542		$	96,417		$	96,340		$	94,951			$	295,202		$	269,437
Interest expense		49,988			49,245			46,768			43,747			40,633				146,001			104,669
Tax-equivalent net interest income (1)		50,255			49,297			49,649			52,593			54,318				149,201			164,768
Provision expense for credit losses		(290	)		2,902			(133	)		1,761			(773	)			2,478			3,473
Non-interest income (ex securities    gains/losses)		12,164			12,254			12,533			11,114			12,997				36,951			80,152
Core non-interest income (ex securities    gains/losses) (2)		12,164			12,254			12,533			11,114			12,997				36,951			43,856
Non-interest expense		41,915			38,208			39,900			37,893			38,052				120,024			125,338
Core non-interest expense (2)		39,126			38,158			39,900			37,893			38,052				117,185			121,686
Income tax expense (benefit)		4,465			4,017			4,514			4,616			5,551				12,996			23,566
Net income (loss)		16,665			16,176			17,789			20,070			24,687				50,630			91,227
Core net income (2)		19,289			16,215			17,789			20,070			24,687				53,293			67,066
Tax equivalent adjustment (1)		74			72			75			42			54				221			225
At Period End
Total assets	$	8,729,305		$	8,778,693		$	8,631,054		$	8,625,949		$	8,562,876
Goodwill and intangibles		304,948			305,852			306,798			307,788			308,822
Tangible assets (3)		8,424,357			8,472,841			8,324,256			8,318,161			8,254,054
Earning assets		7,901,449			7,945,986			7,832,558			7,815,540			7,744,522
Loans		6,588,728			6,682,138			6,693,745			6,739,387			6,696,869
Allowance for loan losses		76,142			77,222			76,679			76,512			76,513
Deposits		7,142,636			7,178,554			7,183,387			7,143,046			7,065,639
Stockholders’ equity		1,019,007			979,129			974,341			975,627			919,567
Stockholders’ equity / assets		11.67	%		11.15	%		11.29	%		11.31	%		10.74	%
Tangible equity (3)		714,059			673,277			667,543			667,839			610,745
Tangible equity / tangible assets		8.48	%		7.95	%		8.02	%		8.03	%		7.40	%
Average Balances
Total assets	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219			$	8,644,861		$	8,538,248
Earning assets		8,036,417			8,016,157			7,956,887			7,936,648			7,969,363				8,003,275			7,904,565
Loans		6,679,329			6,730,698			6,745,823			6,754,782			6,763,232				6,718,474			6,671,687
Deposits and interest-bearing liabilities		7,556,923			7,533,717			7,476,431			7,447,324			7,486,595				7,522,483			7,470,774
Deposits		7,205,367			7,119,191			7,144,343			7,098,265			7,045,827				7,156,479			6,893,762
Stockholders’ equity		997,845			968,451			974,560			930,835			939,456				980,349			920,967

---

Goodwill and intangibles		305,380			306,303			307,226			308,243			309,330				306,300			326,771
Tangible equity (3)		692,465			662,148			667,334			622,592			630,126				674,049			594,196
Per Common Share Data
Earnings per share ("EPS") - Basic	$	0.46		$	0.45		$	0.50		$	0.56		$	0.69			$	1.41		$	2.55
EPS - Diluted		0.46			0.45			0.50			0.56			0.69				1.41			2.55
EPS - Core diluted (2)		0.54			0.45			0.50			0.56			0.69				1.49			1.87
Dividends Paid		0.31			0.31			0.31			0.31			0.31				0.93			0.93
Market Value:
High	$	26.40		$	21.30		$	24.50		$	24.87		$	22.89			$	26.40		$	27.99
Low		19.47			18.72			18.68			15.79			15.70				18.63			13.60
Close		23.48			20.46			20.30			24.10			17.06				23.48			17.06
Common Book Value		28.43			27.32			27.20			27.31			25.74
Tangible Common Book Value (3)		19.92			18.79			18.64			18.69			17.09
Shares outstanding, end of period (000s)		35,841			35,840			35,817			35,730			35,731
Performance Ratios (annualized)
Tax-equivalent net interest margin (1)		2.50	%		2.46	%		2.50	%		2.65	%		2.73	%			2.49	%		2.78	%
Return on average assets		0.76	%		0.75	%		0.83	%		0.93	%		1.14	%			0.78	%		1.43	%
Core return on average assets (2)		0.88	%		0.75	%		0.83	%		0.93	%		1.14	%			0.82	%		1.05	%
Return on average equity		6.64	%		6.72	%		7.34	%		8.55	%		10.43	%			6.90	%		13.24	%
Core return on average equity (2)		7.69	%		6.73	%		7.34	%		8.55	%		10.43	%			7.26	%		9.74	%
Return on average tangible equity		9.57	%		9.83	%		10.72	%		12.79	%		15.54	%			10.03	%		20.53	%
Core return on average tangible equity (2)		11.08	%		9.85	%		10.72	%		12.79	%		15.54	%			10.56	%		15.09	%
Efficiency ratio (4)		67.15	%		62.08	%		64.17	%		59.48	%		56.53	%			64.48	%		51.18	%
Core efficiency ratio (2)		62.68	%		61.99	%		64.17	%		59.48	%		56.53	%			62.95	%		58.33	%
Non-interest expenses / average assets		1.92	%		1.78	%		1.87	%		1.76	%		1.76	%			1.85	%		1.96	%
Core non-interest expenses / average assets		1.79	%		1.78	%		1.87	%		1.76	%		1.76	%			1.81	%		1.91	%
Effective tax rate		21.13	%		19.89	%		20.24	%		18.70	%		18.36	%			20.43	%		20.53	%
Core effective tax rate		19.36	%		19.90	%		20.24	%		18.70	%		18.36	%			19.82	%		18.36	%
Common dividend payout ratio		67.39	%		68.89	%		62.00	%		55.36	%		44.93	%			65.96	%		36.47	%
Core common dividend payout ratio		57.41	%		68.89	%		62.00	%		55.36	%		44.93	%			62.42	%		49.73	%
(1) Interest income on tax-exempt securities and loans has been adjusted to a tax-equivalent basis using the statutory federal income tax rate of 21%.
(2) Core items exclude the impact of strategic merger and insurance agency disposition related items. See non-GAAP reconciliations.
(3) Tangible assets = total assets less the sum of goodwill and core deposit and other intangibles. Tangible equity = total stockholders' equity less the sum of goodwill, core deposit and other intangibles, and preferred stock. Tangible common book value = tangible equity divided by shares outstanding at the end of the period.

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(4) Efficiency ratio = Non-interest expense divided by sum of tax-equivalent net interest income plus non-interest income, excluding securities gains or losses, net.

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Premier Financial Corp.
Yield Analysis
(dollars in thousands)	Three Months Ended																		Nine Months Ended
	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23						9/30/24			9/30/23
Average Balances
Interest-earning assets:
Loans receivable (1)	$	6,679,329		$	6,730,698		$	6,745,823		$	6,754,782		$	6,763,232					$	6,718,474		$	6,671,687
Securities		1,293,427			1,221,006			1,152,346			1,121,231			1,137,730						1,222,519			1,160,987
Interest Bearing Deposits		37,197			37,226			34,924			36,761			38,210						36,452			36,677
FHLB stock		26,464			27,227			23,794			23,874			30,191						25,830			35,214
Total interest-earning assets		8,036,417			8,016,157			7,956,887			7,936,648			7,969,363			-			8,003,275			7,904,565
Non-interest-earning assets		659,634			629,867			635,060			599,545			612,856			-			641,586			633,683
Total assets	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219					$	8,644,861		$	8,538,248
Deposits and Interest-bearing Liabilities:
Interest bearing deposits	$	5,780,002		$	5,669,033		$	5,650,823		$	5,541,498		$	5,490,945					$	5,700,244		$	5,256,571
FHLB advances and other		266,250			329,253			246,846			263,848			355,576						280,730			491,861
Subordinated debentures		85,306			85,273			85,242			85,211			85,179						85,274			85,147
Notes payable		-			-			-			-			13						-			4
Total interest-bearing liabilities		6,131,558			6,083,559			5,982,911			5,890,557			5,931,713						6,066,248			5,833,583
Non-interest bearing deposits		1,425,365			1,450,158			1,493,520			1,556,767			1,554,882						1,456,235			1,637,191
Total including non-interest-bearing deposits		7,556,923			7,533,717			7,476,431			7,447,324			7,486,595						7,522,483			7,470,774
Other non-interest-bearing liabilities		141,283			143,856			140,956			158,034			156,168						142,029			146,507
Total liabilities		7,698,206			7,677,573			7,617,387			7,605,358			7,642,763						7,664,512			7,617,281
Stockholders' equity		997,845			968,451			974,560			930,835			939,456						980,349			920,967
Total liabilities and stockholders' equity	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219					$	8,644,861		$	8,538,248
IEAs/IBLs		131	%		132	%		133	%		135	%		134	%					132	%		136	%
Interest Income/Expense
Interest-earning assets:
Loans receivable (2)	$	88,949		$	88,567		$	87,603		$	87,929		$	86,618					$	265,119		$	244,303
Securities (2)		10,045			8,731			7,671			7,050			6,991						26,447			21,408
Interest Bearing Deposits		654			638			609			740			652						1,901			1,737
FHLB stock		595			606			534			621			690						1,735			1,989
Total interest-earning assets		100,243			98,542			96,417			96,340			94,951						295,202			269,437

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Deposits and Interest-bearing Liabilities:
Interest bearing deposits	$	45,529		$	43,927		$	42,567		$	39,250		$	34,874				$	132,023		$	83,157
FHLB advances and other		3,307			4,159			3,039			3,328			4,597					10,505			18,150
Subordinated debentures		1,152			1,159			1,162			1,169			1,162					3,473			3,362
Notes payable		-			-			-			-			-					-			-
Total interest-bearing liabilities		49,988			49,245			46,768			43,747			40,633					146,001			104,669
Non-interest bearing deposits		-			-			-			-			-					-			-
Total including non-interest-bearing deposits		49,988			49,245			46,768			43,747			40,633					146,001			104,669
Net interest income	$	50,255		$	49,297		$	49,649		$	52,593		$	54,318				$	149,201		$	164,768
Annualized Average Rates
Interest-earning assets:
Loans receivable		5.33	%		5.26	%		5.19	%		5.21	%		5.12	%				5.26	%		4.88	%
Securities (3)		3.11	%		2.86	%		2.66	%		2.52	%		2.46	%				2.88	%		2.46	%
Interest Bearing Deposits		7.03	%		6.86	%		6.98	%		8.05	%		6.83	%				6.95	%		6.31	%
FHLB stock		8.99	%		8.90	%		8.98	%		10.40	%		9.14	%				8.96	%		7.53	%
Total interest-earning assets		4.99	%		4.92	%		4.85	%		4.86	%		4.77	%				4.92	%		4.54	%
Deposits and Interest-bearing Liabilities:
Interest bearing deposits		3.15	%		3.10	%		3.01	%		2.83	%		2.54	%				3.09	%		2.11	%
FHLB advances and other		4.97	%		5.05	%		4.92	%		5.05	%		5.17	%				4.99	%		4.92	%
Subordinated debentures		5.40	%		5.44	%		5.45	%		5.49	%		5.46	%				5.43	%		5.26	%
Notes payable	-			-			-			-			-					-			-
Total interest-bearing liabilities		3.26	%		3.24	%		3.13	%		2.97	%		2.74	%				3.21	%		2.39	%
Non-interest bearing deposits	-			-			-			-			-					-			-
Total including non-interest-bearing deposits		2.65	%		2.61	%		2.50	%		2.35	%		2.17	%				2.59	%		1.87	%
Net interest spread		1.73	%		1.68	%		1.72	%		1.89	%		2.03	%				1.71	%		2.15	%
Net interest margin (4)		2.50	%		2.46	%		2.50	%		2.65	%		2.73	%				2.49	%		2.78	%
(1) Includes average PPP loans of:	$	346		$	394		$	442		$	495		$	553				$	394		$	729
(2) Interest on certain tax exempt loans and securities is not taxable for Federal income tax purposes. In order to compare the tax-exempt yields on these assets to taxable yields, the interest earned on these assets is adjusted to a pre-tax equivalent amount based on the marginal corporate federal income tax rate of 21%.

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(3) Securities yield = annualized interest income divided by the average balance of securities, excluding average unrealized gains/losses.
(4) Net interest margin is tax equivalent net interest income divided by average interest-earning assets.

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Premier Financial Corp.
Deposits and Liquidity
(dollars in thousands)
	As of and for the Three Months Ended
	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23
Ending Balances
Non-interest-bearing demand deposits	$	1,425,182		$	1,438,764		$	1,467,161		$	1,591,979		$	1,545,595
Savings deposits		616,910			632,831			656,122			677,679			709,938
Interest-bearing demand deposits		514,886			530,932			553,331			565,757			580,069
Money market account deposits		1,460,631			1,437,688			1,426,809			1,374,526			1,279,551
Time deposits		1,061,275			1,052,934			1,051,955			998,002			925,353
Public funds, ICS and CDARS deposits		1,776,359			1,702,727			1,659,227			1,593,159			1,632,952
Brokered deposits		287,393			382,678			368,782			341,944			392,181
Total deposits	$	7,142,636		$	7,178,554		$	7,183,387		$	7,143,046		$	7,065,639
Average Balances
Non-interest-bearing demand deposits	$	1,425,365		$	1,450,158		$	1,493,520		$	1,556,767		$	1,554,882
Savings deposits		625,633			643,523			663,786			691,295			728,545
Interest-bearing demand deposits		522,535			546,496			547,168			557,210			575,744
Money market account deposits		1,473,901			1,430,619			1,411,075			1,331,623			1,278,381
Time deposits		1,057,478			1,049,566			1,025,946			959,420			912,579
Public funds, ICS and CDARS deposits		1,734,495			1,636,188			1,618,554			1,614,339			1,573,213
Brokered deposits		365,960			362,641			384,294			387,611			422,483
Total deposits	$	7,205,367		$	7,119,191		$	7,144,343		$	7,098,265		$	7,045,827
Average Rates
Non-interest-bearing demand deposits		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Savings deposits		0.10	%		0.03	%		0.03	%		0.03	%		0.03	%
Interest-bearing demand deposits		0.07	%		0.08	%		0.12	%		0.13	%		0.11	%
Money market account deposits		3.00	%		2.94	%		2.83	%		2.65	%		2.02	%
Time deposits		3.90	%		3.80	%		3.55	%		3.15	%		2.68	%
Public funds, ICS and CDARS deposits		4.38	%		4.52	%		4.48	%		4.30	%		4.18	%
Brokered deposits		5.40	%		5.32	%		5.33	%		5.46	%		5.36	%
Total deposits		2.53	%		2.47	%		2.38	%		2.21	%		1.98	%
Other Deposits Data
Loans/Deposits Ratio		92.2	%		93.1	%		93.2	%		94.3	%		94.8	%
Uninsured deposits %		33.4	%		32.5	%		32.6	%		33.1	%		32.8	%
Adjusted uninsured deposits % (1)		17.7	%		17.0	%		17.6	%		18.9	%		17.7	%
Top 20 depositors %		15.1	%		14.4	%		14.0	%		13.9	%		14.1	%
Public funds %		19.6	%		18.9	%		18.5	%		17.9	%		18.8	%
Average account size (excluding brokered)	$	27.8		$	27.5		$	27.0		$	26.9		$	27.1
Securities Data
Held-to-maturity (HTM) at fair value	$	-		$	-		$	-		$	-		$	-
Available-for-sale (AFS) at fair value (2)		1,196,258			1,081,120			1,014,433			946,708			911,184
Equity investment at fair value (3)		5,970			5,559			5,736			5,773			5,860
Total securities at fair value	$	1,202,228		$	1,086,679		$	1,020,169		$	952,481		$	917,044
Cash+Securities/Assets		15.2	%		14.2	%		12.9	%		12.4	%		12.1	%

---

Projected AFS cash flow in next 12 months	$	138,984		$	115,609		$	89,563		$	69,067		$	66,495
AFS average life (years)		4.4			4.9			5.3			6.2			6.5
Liquidity Sources
Cash and cash equivalents	$	125,282		$	155,651		$	89,681		$	114,756		$	117,497
Unpledged securities at fair value		578,810			477,776			398,610			314,385			280,916
FHLB borrowing capacity		1,008,061			1,247,632			1,383,086			1,336,707			1,311,091
Brokered deposits		582,816			492,359			491,447			513,767			316,697
Bank and parent lines of credit		70,000			70,000			70,000			70,000			70,000
Federal Reserve - Discount Window and BTFP (4)		722,912			702,712			680,456			620,518			471,395
Total	$	3,087,881		$	3,146,130		$	3,113,280		$	2,970,133		$	2,567,596
Total liquidity to adjusted uninsured deposits ratio		241.5	%		255.7	%		244.7	%		218.3	%		204.0	%
(1) Adjusted for collateralized deposits, other insured deposits and intra-company accounts.
(2) Mark-to-market included in accumulated other comprehensive income.
(3) Mark-to-market included in net income each quarter.
(4) Includes capacity related to unpledged securities at par value in excess of fair value under Bank Term Funding Program prior to 3/31/24.

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Premier Financial Corp.
Loans and Capital
(dollars in thousands)
	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23
Loan Portfolio Composition
Residential real estate	$	1,806,389		$	1,805,984		$	1,816,416		$	1,810,265		$	1,797,676
Residential real estate construction		3,248			9,649			15,009			28,794			51,637
Total residential loans		1,809,637			1,815,633			1,831,425			1,839,059			1,849,313
Commercial real estate		2,853,115			2,844,792			2,830,086			2,839,905			2,820,410
Commercial construction		486,369			513,652			535,294			528,563			502,502
Commercial excluding PPP		969,493			1,037,718			1,030,620			1,056,334			1,038,939
Core commercial loans (1)		4,308,977			4,396,162			4,396,000			4,424,802			4,361,851
Consumer direct/indirect		184,574			187,936			187,664			193,830			203,800
Home equity and improvement lines		271,652			268,699			265,362			267,960			269,053
Total consumer loans		456,226			456,635			453,026			461,790			472,853
Deferred loan origination fees		13,564			13,339			12,877			13,267			12,326
Core loans (1)		6,588,404			6,681,769			6,693,328			6,738,918			6,696,343
PPP loans		324			369			417			469			526
Total loans	$	6,588,728		$	6,682,138		$	6,693,745		$	6,739,387		$	6,696,869
Loans held for sale	$	121,611		$	138,604		$	137,523		$	145,641		$	135,218
Core residential loans (1)		1,931,248			1,954,237			1,968,948			1,984,700			1,984,531
Total loans including loans held for sale but excluding PPP		6,710,015			6,820,373			6,830,851			6,884,559			6,831,561
Undisbursed construction loan funds - residential	$	53,998		$	52,140		$	57,246		$	72,748		$	82,689
Undisbursed construction loan funds - commercial		159,805			123,445			151,677			208,718			284,610
Undisbursed construction loan funds - total		213,803			175,585			208,923			281,466			367,299
Total construction loans including undisbursed funds	$	703,420		$	698,886		$	759,226		$	838,823		$	921,438
Gross loans (2)	$	6,788,967		$	6,844,384		$	6,889,791		$	7,007,586		$	7,051,842
Fixed rate loans %		48.5	%		48.7	%		49.0	%		49.3	%		49.8	%
Floating rate loans %		18.2	%		16.2	%		16.5	%		15.6	%		15.8	%
Adjustable rate loans repricing within 1 year %		5.2	%		5.2	%		3.4	%		3.4	%		2.9	%
Adjustable rate loans repricing over 1 year %		28.1	%		29.9	%		31.1	%		31.7	%		31.5	%
Commercial Real Estate Loans Composition
Non owner occupied excluding office	$	1,061,894		$	1,047,892		$	1,026,598		$	1,027,801		$	1,023,585
Non owner occupied office		184,156			186,266			189,436			205,302			207,869
Owner occupied excluding office		666,454			668,327			656,825			653,849			597,303
Owner occupied office		104,792			107,555			112,706			113,679			106,761
Multifamily		645,628			642,469			652,371			642,651			627,602
Agriculture land		120,956			121,597			121,102			121,544			119,710
Other commercial real estate		69,235			70,686			71,048			75,079			137,580
Total commercial real estate loans	$	2,853,115		$	2,844,792		$	2,830,086		$	2,839,905		$	2,820,410

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Capital Balances
Total equity	$	1,019,007		$	979,129		$	974,341		$	975,627		$	919,567
Less: Regulatory goodwill and intangibles		299,866			300,770			301,716			302,706			303,740
Less: Accumulated other comprehensive income/(loss) ("AOCI")		(129,149	)		(163,038	)		(162,081	)		(153,719	)		(200,282	)
Common equity tier 1 capital ("CET1")		848,290			841,397			834,706			826,640			816,109
Add: Tier 1 subordinated debt		35,000			35,000			35,000			35,000			35,000
Tier 1 capital		883,290			876,397			869,706			861,640			851,109
Add: Regulatory allowances		79,377			80,247			79,827			80,231			80,791
Add: Tier 2 subordinated debt		50,000			50,000			50,000			50,000			50,000
Total risk-based capital	$	1,012,667		$	1,006,644		$	999,533		$	991,871		$	981,900
Total risk-weighted assets	$	6,970,350		$	7,062,328		$	7,013,832		$	7,066,743		$	7,329,471
Capital Ratios
CET1 Ratio		12.17	%		11.91	%		11.90	%		11.70	%		11.13	%
CET1 Ratio including AOCI		10.32	%		9.61	%		9.59	%		9.52	%		8.40	%
Tier 1 Capital Ratio		12.67	%		12.41	%		12.40	%		12.19	%		11.61	%
Tier 1 Capital Ratio including AOCI		10.82	%		10.10	%		10.09	%		10.02	%		8.88	%
Total Capital Ratio		14.53	%		14.25	%		14.25	%		14.04	%		13.39	%
Total Capital Ratio including AOCI		12.68	%		11.95	%		11.94	%		11.86	%		10.66	%
(1) Core loans represents total loans excluding undisbursed loan funds, deferred loan origination fees and PPP loans. Core commercial loans represents total commercial real estate, commercial and commercial construction excluding commercial undisbursed loan funds, deferred loan origination fees and PPP loans. Core residential loans represents total loans held for sale, one to four family residential real estate and residential construction excluding residential undisbursed loan funds and deferred loan origination fees.
(2) Gross loans represent total loans including undisbursed construction funds but excluding deferred loan origination fees.

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Premier Financial Corp.
Loan Delinquency Information
(dollars in thousands)	Total Balance			Current			30 to 89 days past due			% of Total			Non Accrual Loans			% of Total
September 30, 2024
One to four family residential real estate	$	1,806,389		$	1,782,110		$	8,291			0.46	%	$	15,988			0.89	%
Construction		703,420			701,930			290			0.04	%		1,200			0.17	%
Commercial real estate		2,853,115			2,832,985			381			0.01	%		19,749			0.69	%
Commercial		969,817			929,270			1,428			0.15	%		39,119			4.03	%
Home equity and improvement		271,652			267,518			2,392			0.88	%		1,742			0.64	%
Consumer finance		184,574			176,034			4,374			2.37	%		4,166			2.26	%
Gross loans	$	6,788,967		$	6,689,847		$	17,156			0.25	%	$	81,964			1.21	%
June 30, 2024
One to four family residential real estate	$	1,805,984		$	1,781,241		$	8,960			0.50	%	$	15,783			0.87	%
Construction		698,886			698,886			-			0.00	%		-			0.00	%
Commercial real estate		2,844,792			2,832,095			8,581			0.30	%		4,116			0.14	%
Commercial		1,038,087			998,954			328			0.03	%		38,805			3.74	%
Home equity and improvement		268,699			264,563			2,478			0.92	%		1,658			0.62	%
Consumer finance		187,936			179,842			4,298			2.29	%		3,796			2.02	%
Gross loans	$	6,844,384		$	6,755,581		$	24,645			0.36	%	$	64,158			0.94	%
September 30, 2023
One to four family residential real estate	$	1,797,676		$	1,778,106		$	7,857			0.44	%	$	11,713			0.65	%
Construction		921,438			921,438			-			0.00	%		-			0.00	%
Commercial real estate		2,820,410			2,809,421			24			0.00	%		10,965			0.39	%
Commercial		1,039,465			1,025,632			1,670			0.16	%		12,163			1.17	%
Home equity and improvement		269,053			263,806			3,471			1.29	%		1,776			0.66	%
Consumer finance		203,800			196,754			4,200			2.06	%		2,846			1.40	%
Gross loans	$	7,051,842		$	6,995,157		$	17,222			0.24	%	$	39,463			0.56	%
Loan Risk Ratings Information
(dollars in thousands)	Total Balance			Pass Rated			Special Mention			% of Total			Classified			% of Total
September 30, 2024
One to four family residential real estate	$	1,797,355		$	1,780,621		$	886			0.05	%	$	15,848			0.88	%
Construction		703,420			683,741			19,679			2.80	%		-			0.00	%
Commercial real estate		2,851,403			2,750,149			48,571			1.70	%		52,683			1.85	%
Commercial		967,733			867,738			55,870			5.77	%		44,125			4.56	%
Home equity and improvement		270,330			268,887			-			0.00	%		1,443			0.53	%
Consumer finance		184,466			180,317			-			0.00	%		4,149			2.25	%
PCD loans		14,260			11,859			403			2.83	%		1,998			14.01	%

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Gross loans	$	6,788,967		$	6,543,312		$	125,409			1.85	%	$	120,246			1.77	%
June 30, 2024
One to four family residential real estate	$	1,796,799		$	1,781,780		$	470			0.03	%	$	14,549			0.81	%
Construction		698,886			691,386			7,500			1.07	%		-			0.00	%
Commercial real estate		2,842,924			2,747,835			48,238			1.70	%		46,851			1.65	%
Commercial		1,034,491			952,016			37,107			3.59	%		45,368			4.39	%
Home equity and improvement		267,300			265,847			-			0.00	%		1,453			0.54	%
Consumer finance		187,816			184,242			-			0.00	%		3,574			1.90	%
PCD loans		16,168			13,480			164			1.01	%		2,524			15.61	%
Gross loans	$	6,844,384		$	6,636,586		$	93,479			1.37	%	$	114,319			1.67	%
September 30, 2023
One to four family residential real estate	$	1,786,659		$	1,775,530		$	422			0.02	%	$	10,707			0.60	%
Construction		921,438			913,605			7,833			0.85	%		-			0.00	%
Commercial real estate		2,819,121			2,738,398			54,523			1.93	%		26,200			0.93	%
Commercial		1,034,943			982,927			31,930			3.09	%		20,086			1.94	%
Home equity and improvement		267,106			265,975			-			0.00	%		1,131			0.42	%
Consumer finance		203,584			200,965			-			0.00	%		2,619			1.29	%
PCD loans		18,991			13,374			2,814			14.82	%		2,803			14.76	%
Gross loans	$	7,051,842		$	6,890,774		$	97,522			1.38	%	$	63,546			0.90	%

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Premier Financial Corp.
Mortgage and Credit Information
(dollars in thousands)
	As of and for the Three Months Ended																Nine Months Ended
Mortgage Banking Summary	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23				9/30/24			9/30/23
Revenue from sales and servicing of mortgage loans:
Mortgage banking gains, net	$	691		$	1,378		$	1,283		$	439		$	2,584			$	3,352		$	3,989
Mortgage loan servicing revenue (expense):
Mortgage loan servicing revenue		1,839			1,835			1,842			1,844			1,850				5,516			5,583
Amortization of mortgage servicing rights		(1,320	)		(1,313	)		(1,238	)		(1,257	)		(1,291	)			(3,871	)		(3,787	)
Mortgage servicing rights valuation adjustments		(16	)		147			463			(224	)		131				594			155
		503			669			1,067			363			690				2,239			1,951
Total revenue from sale/servicing of mortgage loans	$	1,194		$	2,047		$	2,350		$	802		$	3,274			$	5,591		$	5,940
Mortgage servicing rights:
Balance at beginning of period	$	18,286		$	18,921		$	19,452		$	20,174		$	20,823			$	19,452		$	21,858
Loans sold, servicing retained		846			678			707			535			642				2,231			2,103
Amortization		(1,320	)		(1,313	)		(1,238	)		(1,257	)		(1,291	)			(3,871	)		(3,787	)
Balance at end of period		17,812			18,286			18,921			19,452			20,174				17,812			20,174
Valuation allowance:
Balance at beginning of period		(146	)		(293	)		(756	)		(532	)		(663	)			(756	)		(687	)
Impairment recovery (charges)		(16	)		147			463			(224	)		131				594			155
Balance at end of period		(162	)		(146	)		(293	)		(756	)		(532	)			(162	)		(532	)
Net carrying value at end of period	$	17,650		$	18,140		$	18,628		$	18,696		$	19,642			$	17,650		$	19,642
Allowance for credit losses - loans
Beginning allowance	$	77,222		$	76,679		$	76,512		$	76,513		$	75,921			$	76,512		$	72,816
Provision (benefit) for credit losses - loans		(475	)		3,173			560			2,143			245				3,258			5,599
Net recoveries (charge-offs)		(605	)		(2,630	)		(393	)		(2,144	)		347				(3,628	)		(1,902	)
Ending allowance	$	76,142		$	77,222		$	76,679		$	76,512		$	76,513			$	76,142		$	76,513
Total loans	$	6,588,728		$	6,682,138		$	6,693,745		$	6,739,387		$	6,696,869
Less: PPP loans		(324	)		(369	)		(417	)		(469	)		(526	)
Total loans ex PPP	$	6,588,404		$	6,681,769		$	6,693,328		$	6,738,918		$	6,696,343
Allowance for credit losses (ACL)	$	76,142		$	77,222		$	76,679		$	76,512		$	76,513
Add: Unaccreted purchase accounting marks		500			575			889			1,160			1,526
Adjusted ACL	$	76,642		$	77,797		$	77,568		$	77,672		$	78,039
ACL/Loans		1.16	%		1.16	%		1.15	%		1.14	%		1.14	%
Adjusted ACL/Loans ex PPP		1.16	%		1.16	%		1.16	%		1.15	%		1.17	%

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Credit Quality
Total non-performing loans (1)	$	81,964		$	64,158		$	39,031		$	35,491		$	39,463
Real estate owned (REO)		326			394			255			243			387
Total non-performing assets (2)	$	82,290		$	64,552		$	39,286		$	35,734		$	39,850
Net charge-offs (recoveries)		605			2,630			393			2,144			(347	)
Allowance for credit losses / non-performing assets		92.53	%		119.63	%		195.18	%		214.12	%		192.00	%
Allowance for credit losses / non-performing loans		92.90	%		120.36	%		196.46	%		215.58	%		193.89	%
Non-performing assets / loans plus REO		1.25	%		0.97	%		0.59	%		0.53	%		0.60	%
Non-performing assets / total assets		0.94	%		0.74	%		0.46	%		0.41	%		0.47	%
Net charge-offs (recoveries) / average loans		0.04	%		0.16	%		0.02	%		0.13	%		-0.02	%
Net charge-offs (recoveries) / average loans LTM		0.09	%		0.07	%		0.03	%		0.06	%		0.04	%
(1) Non-performing loans consist of non-accrual loans.
(2) Non-performing assets are non-performing loans plus real estate and other assets acquired by foreclosure or deed-in-lieu thereof.

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Premier Financial Corp.
Non-GAAP Reconciliations	Three Months Ended																		Nine Months Ended
(In thousands, except per share and ratio data)	9/30/24			6/30/24			3/31/24			12/31/23			9/30/23						9/30/24			9/30/23
Total non-interest expenses	$	41,915		$	38,208		$	39,900		$	37,893		$	38,052					$	120,024		$	125,338
Less: Transaction costs (pre-tax)(1)		2,789			50			-			-			-						2,839			3,652
Core non-interest expenses	$	39,126		$	38,158		$	39,900		$	37,893		$	38,052					$	117,185		$	121,686
Average total assets	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219					$	8,644,861		$	8,538,248
Core non-interest expenses / average assets		1.79	%		1.78	%		1.87	%		1.76	%		1.76	%					1.81	%		1.91	%
Core non-interest expenses	$	39,126		$	38,158		$	39,900		$	37,893		$	38,052					$	117,185		$	121,686
Less: Insurance agency expenses		-			-			-			-			-						-			6,425
Core non-interest expenses excluding insurance agency	$	39,126		$	38,158		$	39,900		$	37,893		$	38,052			-		$	117,185		$	115,261
Non-interest income	$	12,574		$	12,078		$	12,496		$	11,789		$	13,253					$	37,148		$	79,061
Less: Gain on sale of insurance agency (pre-tax)		-			-			-			-			-						-			36,296
Core non-interest income	$	12,574		$	12,078		$	12,496		$	11,789		$	13,253					$	37,148		$	42,765
Less: Securities gains (losses)		410			(176	)		(37	)		675			256						197			(1,091	)
Core non-interest income (ex securities gains/losses)	$	12,164		$	12,254		$	12,533		$	11,114		$	12,997					$	36,951		$	43,856
Tax-equivalent net interest income	$	50,255		$	49,297		$	49,649		$	52,593		$	54,318					$	149,201		$	164,768
Core non-interest income (ex securities gains/losses)		12,164			12,254			12,533			11,114			12,997						36,951			43,856
Total core revenues		62,419			61,551			62,182			63,707			67,315						186,152			208,624
Core non-interest expenses	$	39,126		$	38,158		$	39,900		$	37,893		$	38,052					$	117,185		$	121,686
Core efficiency ratio		62.68	%		61.99	%		64.17	%		59.48	%		56.53	%					62.95	%		58.33	%
Income (loss) before income taxes	$	21,130		$	20,193		$	22,303		$	24,686		$	30,238					$	63,626		$	114,793
Add: Provision (benefit) for credit losses		(290	)		2,902			(133	)		1,761			(773	)					2,478			3,473

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Pre-tax pre-provision income		20,840			23,095			22,170			26,447			29,465					66,104			118,266
Add: Transaction costs (pre-tax)		2,789			50			-			-			-					2,839			3,652
Less: Gain on sale of insurance agency (pre-tax)		-			-			-			-			-					-			36,296
Core pre-tax pre-provision income	$	23,629		$	23,145		$	22,170		$	26,447		$	29,465				$	68,943		$	85,622
Average total assets	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219				$	8,644,861		$	8,538,248
Core pre-tax pre-provision return on average assets		1.08	%		1.08	%		1.04	%		1.23	%		1.36	%				1.07	%		1.34	%
Net income (loss)	$	16,665		$	16,176		$	17,789		$	20,070		$	24,687				$	50,630		$	91,227
Less: Gain on sale of insurance agency (pre-tax)		-			-			-			-			-					-			36,296
Add: Transaction costs (pre-tax)		2,789			50			-			-			-					2,839			3,652
Add: Tax impact of above items		(165	)		(11	)		-			-			-					(176	)		8,483
Core net income	$	19,289		$	16,215		$	17,789		$	20,070		$	24,687				$	53,293		$	67,066
Diluted shares - Reported		35,737			35,793			35,771			35,772			35,794					35,778			35,769
Core diluted EPS	$	0.54		$	0.45		$	0.50		$	0.56		$	0.69				$	1.49		$	1.87
Average total assets	$	8,696,051		$	8,646,024		$	8,591,947		$	8,536,193		$	8,582,219				$	8,644,861		$	8,538,248
Core return on average assets		0.88	%		0.75	%		0.83	%		0.93	%		1.14	%				0.82	%		1.05	%
Average total equity	$	997,845		$	968,451		$	974,560		$	930,835		$	939,456				$	980,349		$	920,967
Core return on average equity		7.69	%		6.73	%		7.34	%		8.55	%		10.43	%				7.26	%		9.74	%
Average total tangible equity	$	692,465		$	662,148		$	667,334		$	622,592		$	630,126				$	674,049		$	594,196
Core return on average tangible equity		11.08	%		9.85	%		10.72	%		12.79	%		15.54	%				10.56	%		15.09	%
(1) Transaction costs for 2024 relate to the strategic merger transaction. Transaction costs for 2023 relate to the insurance agency sale.

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v3.24.3

Document And Entity Information	Oct. 22, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 22, 2024
Entity Registrant Name	Premier Financial Corp.
Entity Central Index Key	0000946647
Entity Emerging Growth Company	false
Entity File Number	0-26850
Entity Incorporation, State or Country Code	OH
Entity Tax Identification Number	34-1803915
Entity Address, Address Line One	601 Clinton Street
Entity Address, City or Town	Defiance
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43512
City Area Code	419
Local Phone Number	785-8700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, Par Value $0.01 Per Share
Trading Symbol	PFC
Security Exchange Name	NASDAQ

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