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Park National PRK Form 10-Q filing Q2 FY2026

Filed
Aug 7, 2026, 4:15 PM EDT
Fiscal quarter
Q2 FY2026
Calendar quarter
Q2 2026
Accession
0000805676-26-000061

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Condensed Balance Sheets atJune30, 2026and December 31, 2025(unaudited) 6

Consolidated Condensed Statements of Income for the three#i1e2a5c90bd2249edb69a0d0834a9b789_19and sixmonthsendedJune 30, 2026 and 2025(unaudited) 8

Consolidated Condensed Statements of ComprehensiveIncomefor the three#i1e2a5c90bd2249edb69a0d0834a9b789_22and sixmonthsended#i1e2a5c90bd2249edb69a0d0834a9b789_22June 30, 2026 and 2025(unaudited) 10

Consolidated Condensed Statements of Changes in Equity for the threeand sixmonths endedJune 30, 2026 and 2025(unaudited) 11

Consolidated Condensed Statements of Cash Flows for the#i1e2a5c90bd2249edb69a0d0834a9b789_28six#i1e2a5c90bd2249edb69a0d0834a9b789_28months endedJune 30, 2026 and 2025(unaudited) 13

Notes to Unaudited Consolidated Condensed Financial Statements 15

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 81

Item 3. Quantitative and Qualitative Disclosures About Market Risk 114

Item 4. Controls and Procedures 114

PART II. OTHER INFORMATION 116

Item 1. Legal Proceedings 116

Item 1A. Risk Factors 116

Item 2. Unregistered Sales of Equity Securitiesand Use of Proceeds 116

Item 3. Defaults Upon Senior Securities 117

Item 4. Mine Safety Disclosures 117

Item 5. Other Information 117

Item 6. Exhibits 117

SIGNATURES 119

Glossary of Abbreviations and Acronyms

References in this Form 10-Q to "we," "our," "us," "Company," "Corporation," or "Park" are collectively to Park National Corporation and its subsidiaries. In addition, Park has identified the following list of abbreviations and acronyms that are used in the Unaudited Consolidated Condensed Financial Statements, Notes to Unaudited Consolidated Condensed Financial Statements, and Management's Discussion and Analysis of Financial Condition and Results of Operations.

2017 Employees LTIPThe Park National Corporation 2017 Long-Term Incentive Plan for EmployeesKSOPPark's qualified retirement plan that combines an employee stock ownership plan (ESOP) with a 401(k) plan
2017 Non-Employees LTIPThe Park National Corporation 2017 Long-Term Incentive Plan for Non-Employee DirectorsLDALoss driver analysis
2026 Directors LTIPThe Park National Corporation 2026 Long-Term Incentive Plan for Non-Employee DirectorsLGDLoss given default
2026 Employees LTIPThe Park National Corporation 2026 Long-Term Incentive Plan for EmployeesLIBORLondon Inter-bank Offered Rate
ACHAutomated clearing houseMSRsMortgage servicing rights
ACLAllowance for credit lossesNAVNet asset value
AFSAvailable-for-saleNSFNon-sufficient funds
ASCAccounting Standards CodificationOREOOther real estate owned
ASUAccounting Standards UpdatePark's 2025 Form 10-KThe Annual Report on Form 10-K of Park National Corporation for the fiscal year ended December 31, 2025
ATMAutomated teller machinePBRSUsPerformance-based restricted stock units
Carolina AllianceCAB Financial Corporation and its subsidiariesPCDPurchased credit deteriorated
CMEChicago Mercantile ExchangePDProbability of default
COVID-19Novel coronavirusPNBThe Park National Bank
DCFDiscounted cash flowPSLPurchased seasoned loans
DDADemand deposit accountPTPPPre-tax, pre-provision
EPSEarnings per common shareRegistrantPark National Corporation
FASBFinancial Accounting Standards BoardROURight-of-use
FFIECFederal Financial Institutions Examination CouncilSARsStock appreciation rights
FHLBFederal Home Loan BankSECU.S. Securities and Exchange Commission
FRBFederal Reserve BankSERPSupplemental Executive Retirement Plan
FTEFully taxable equivalentSOFRSecured overnight financing rate
First CitizensFirst Citizens Bancshares, Inc. and its subsidiariesTBRSUsTime-based restricted stock units
GDPGross domestic productU.S.United States of America
HELOCHome equity line of creditU.S. GAAPUnited States Generally Accepted Accounting Principles
HPIHome price indexVisionVision Bancshares, Inc.
IRLCInterest rate lock commitmentVOVVerification of value

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Balance Sheets (Unaudited)

(in thousands, except common share and per common share data)

Line itemJune 30,2026December 31, 2025
Assets:
Cash and due from banks
Money market instruments
Cash and cash equivalents580,309233,513
Investment securities:
Debt securities available-for-sale, at fair value (amortized cost of and at June 30, 2026 and December 31, 2025, respectively, and allowance for credit losses at June 30, 2026 or at December 31, 2025)
Other investment securities127,372113,474
Total investment securities
Loans
Allowance for credit losses()()
Net loans
Bank owned life insurance
Prepaid assets
Goodwill
Other intangible assets
Premises and equipment, net
Affordable housing tax credit investments76,41169,932
OREO19,836729
Accrued interest receivable44,76134,619
Operating lease ROU asset
Mortgage loan servicing rights13,49713,697
Other
Total assets

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Balance Sheets (Unaudited) (Continued)

(in thousands, except common share and per common share data)

Line itemJune 30,2026December 31, 2025
Liabilities and Shareholders' Equity:
Deposits:
Non-interest bearing
Interest bearing
Total deposits
Short-term borrowings122,42281,711
Subordinated notes15,000
Unfunded commitments in affordable housing tax credit investments30,05425,586
Operating lease liability
Allowance for credit losses on off-balance sheet commitments
Accrued interest payable6,2264,076
Other79,97074,872
Total liabilities$10,948,379$8,452,220
Equity:
Preferred shares (No par value; shares authorized; shares outstanding at June 30, 2026 or December 31, 2025)
Common shares (No par value; shares authorized at June 30, 2026 and December 31, 2025; common shares issued at June 30, 2026 and at December 31, 2025)
Retained earnings1,128,4481,067,823
Treasury shares ( common shares at June 30, 2026 and common shares at December 31, 2025)()()
Accumulated other comprehensive loss, net of taxes(16,901)(12,739)
Total shareholders' equity$1,726,576$1,352,793
Non-controlling interest in consolidated subsidiary
Total equity$1,728,631$1,352,793
Total liabilities and equity

SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Income (Unaudited)

(in thousands, except common share and per common share data)

Line itemThree Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Interest and dividend income:
Interest and fees on loans
Interest and dividends on:
Debt securities - taxable9,3206,69315,16413,823
Debt securities - tax-exempt2,1231,5034,3492,772
Other interest income
Total interest and dividend income
Interest expense:
Interest on deposits:
Demand and savings deposits$23,517$19,05544,36637,491
Time deposits$9,122$5,82116,65412,591
Interest on borrowings:
Short-term borrowings
Subordinated notes
Total interest expense33,47027,50562,46755,328
Net interest income
Provision for credit losses
Net interest income after provision for credit losses
Other income:
Income from fiduciary activities
Service charges on deposit accounts
Other service income
Debit card fee income
Bank owned life insurance income
ATM fees
Gain on the sale of debt securities, net1,084
Gain on equity securities, net
Other components of net periodic pension benefit income
Miscellaneous
Total other income

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Income (Unaudited) (Continued)

(in thousands, except common share and per common share data)

Line itemThree Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Other expense:
Salaries
Employee benefits
Occupancy expense
Furniture and equipment expense
Data processing fees
Professional fees and services
Marketing
Insurance1,9861,6674,0603,353
Communication1,4009412,8252,143
State tax expense1,5291,3502,8962,536
Amortization of intangible assets
Miscellaneous3,5971,8646,7283,764
Total other expense
Income before income taxes
Income taxes
Net income
Earnings per common share:
Basic
Diluted
Weighted average common shares outstanding:
Basic
Diluted
Regular cash dividends declared per common share

SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Comprehensive Income (Unaudited)

(in thousands)

Line itemThree Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Net income
Other comprehensive (loss) income, net of tax:
Debt securities available-for-sale:
Unrealized net holding (loss) gain on debt securities available-for-sale, net of income tax effect of $() and for the three months ended June 30, 2026 and 2025, respectively and $() and for the six months ended June 30, 2026 and 2025, respectively.(8,347)3,152(3,306)14,668
Net gain realized on sale of debt securities, AFS, net of income tax effect of $() for the six months ended June 30, 2026(856)
Other comprehensive (loss) income$()$()
Comprehensive income

SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Changes in Equity (Unaudited) (Continued)

(in thousands, except common share and per common share data)

Line itemPreferred SharesCommon SharesRetained EarningsTreasury SharesAccumulated Other Comprehensive LossNon-controlling interest in consolidated subsidiary
Balance at December 31, 2025$465,032$1,067,823$(167,323)$(12,739)
Net income41,687
Other comprehensive income, net of tax4,185
Issuance of 1,988,131 common shares for the acquisition of First Citizens Bancshares, Inc321,8912,055
Dividends on common shares at $1.10 per common share(20,129)
Issuance of 29,695 common shares under share-based compensation awards, net of 17,660 common shares withheld to pay employee income taxes(6,566)4633,217
Share-based compensation expense
Balance at March 31, 2026$782,575$1,089,844$(164,106)$(8,554)$2,055
Net income58,752
Other comprehensive loss, net of tax(8,347)
Dividends on common shares at $1.10 per common share(20,157)
Repurchase of common shares to be held as treasury shares(5,606)
Issuance of 1,162 common shares under share-based compensation awards, net of 556 common shares withheld to pay employee income taxes(238)9127
Share-based compensation expense
Balance at June 30, 2026$784,614$1,128,448$(169,585)$(16,901)$2,055

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Changes in Shareholders' Equity (Unaudited)(Continued)

(in thousands, except common share and per common share data)

Line itemPreferred SharesCommon SharesRetained EarningsTreasury SharesAccumulated Other Comprehensive LossNon-controlling interest in consolidated subsidiary
Balance at December 31, 2024$463,706$977,599$(151,282)$(46,175)
Net income42,157
Other comprehensive income, net of tax11,516
Dividends on common shares at $1.07 per common share(17,538)
Issuance of 32,365 common shares under share-based compensation awards, net of 19,468 common shares withheld to pay employee income taxes(6,184)(108)3,344
Share-based compensation expense
Balance at March 31, 2025$459,529$1,002,110$(147,938)$(34,659)
Net income48,119
Other comprehensive income, net of tax3,152
Dividends on common shares at $1.07 per common share(17,436)
Repurchase of common shares to be held as treasury shares(20,134)
Share-based compensation expense
Balance at June 30, 2025$461,266$1,032,793$(168,072)$(31,507)

SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

PARK NATIONAL CORPORATION AND SUBSIDIARIES

Consolidated Condensed Statements of Cash Flows (Unaudited)

(in thousands)

Line itemSix Months Ended June 30, 2026Six Months Ended June 30, 2025
Operating activities:
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses
Accretion of loan fees and costs, net(5,804)(4,843)
Net amortization of purchase accounting adjustments740209
Depreciation of premises and equipment
(Accretion) amortization of investment securities, net()
Gain on the sale of debt securities, net()
Gain on equity securities, net()()
Loan originations to be sold in secondary market(123,629)(82,352)
Proceeds from sale of loans in secondary market118,50384,850
Gain on sale of loans in secondary market(2,295)(1,333)
Share-based compensation expense
Bank owned life insurance income()()
Investment in qualified affordable housing tax credits amortization
Changes in assets and liabilities:
(Increase) decrease in prepaid dealer premiums(734)1,181
Increase in other assets()()
Decrease in other liabilities()()
Net cash provided by operating activities
Investing activities:
Proceeds from the redemption/repurchase of FHLB stock6,1941,088
Proceeds from the redemption/repurchase of FRB stock2,191
Proceeds from sale of:
Debt securities AFS
Equity securities
Proceeds from calls and maturities of:
Debt securities AFS
Purchases of:
Debt securities AFS()()
Equity securities()
FHLB stock(212)(494)
FRB stock()
Net decrease (increase) in other investments()
Net loan originations, portfolio loans()()
Investment in qualified affordable housing tax credits(6,532)(7,396)
Proceeds from the sale of OREO
Bank owned life insurance death benefits
Purchases of bank owned life insurance()()
Cash received from acquisitions, net145,565

PARK NATIONAL CORPORATION AND SUBSIDIARIESConsolidated Condensed Statements of Cash Flows (Unaudited) (Continued)(in thousands)

View SEC source
Line itemSix Months Ended June 30, 2026Six Months Ended June 30, 2025
Purchases of premises and equipment()()
Net cash provided by (used in) investing activities$()
Financing activities:
Net increase in deposits
Net decrease (increase) in off-balance sheet deposits105,265(139,900)
Net (decrease) increase in short-term borrowings()
Repayment of long-term debt()
Value of common shares withheld to pay employee income taxes()()
Repurchase of common shares to be held as Treasury shares(5,606)(20,134)
Cash dividends paid()()
Net cash provided by financing activities
Increase in cash and cash equivalents
Cash and cash equivalents at beginning of year233,513160,566
Cash and cash equivalents at end of period$580,309$193,119
Supplemental disclosures of cash flow information:
Cash paid for:
Interest
Federal income tax12,00014,000
Non-cash items:
Loans transferred to OREO$3,116$757
ROU assets obtained in exchange for lease obligations
New commitments in affordable housing tax credits11,00011,000
Debt securities AFS purchase commitment

SEE ACCOMPANYING NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

PARK NATIONAL CORPORATION

NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Note 1 – Basis of Presentation

The accompanying unaudited consolidated condensed financial statements included in this report have been prepared for Park. In the opinion of management, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the results of operations for the interim periods included herein have been made. The results of operations for the three-month and six-month periods ended June 30, 2026 are not necessarily indicative of the operating results to be anticipated for the year ending December 31, 2026.

As detailed in Note 3, Park acquired First Citizens on February 1, 2026. As part of the acquisition, Park subsidiaries acquired 100% of the outstanding common stock and 60% of the outstanding preferred stock of First Citizens Properties, Inc. Former directors, executive officers and certain employees and affiliates of First Citizens own approximately 40% of the preferred stock of First Citizens Properties, Inc. which is reported as "Non-controlling interest in consolidated subsidiary" in the consolidated condensed balance sheets. Net income attributable to the non-controlling interest was for the three months ended June 30, 2026 and was for the six months ended June 30, 2026 .

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X of the SEC. Therefore, they do not include all information and footnotes necessary for a fair presentation of the consolidated condensed balance sheets, consolidated condensed statements of income, consolidated condensed statements of comprehensive income, consolidated condensed statements of changes in equity and consolidated condensed statements of cash flows in conformity with U.S. GAAP. These financial statements should be read in conjunction with the consolidated financial statements included in Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in Park's 2025 Form 10-K. Certain prior period amounts have been reclassified to conform to the current period presentation.

Park’s significant accounting policies are described in Note 1. Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements included in Park’s 2025 Form 10-K. For interim reporting purposes, Park follows the same basic accounting policies, as updated by the information contained in this report, and considers each interim period an integral part of an annual period. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated condensed financial statements and accompanying notes. Actual results could differ materially from those estimates.

Management evaluated subsequent events through August 7, 2026, the date the financial statements were available to be issued, and determined that no subsequent events occurred that require recognition or disclosure in the accompanying consolidated financial statements.

Note 2 - Adoption of New Accounting Pronouncements and Issued But Not Yet Effective Accounting Standards

The following is a summary of new accounting pronouncements impacting Park's consolidated condensed financial statements:

Adoption of New Accounting Pronouncements

ASU 2025-08 - Financial Instruments - Credit Losses (Topic 326) - Purchased Loans: In November 2025, FASB issued ASU 2025-08 - Financial Instruments - Credit Losses (Topic 326) - Purchased Loans. ASU 2025-08 expands the use of the gross-up method to certain acquired loans beyond purchased financial assets with credit deterioration ("PCD" assets). Under the gross-up method, an allowance for credit losses is recognized at the acquisition date with an offset to the asset's amortized cost basis. ASU 2025-08 does the following: (1) applies the gross-up method to acquired non-PCD assets that are purchased seasoned loans and provides criteria for determining whether acquired loans qualify as purchased seasoned loans; (2) for purchased seasoned loans, eliminates the Day 1 credit loss expense and reduces interest income recognized in subsequent periods as the gross-up method will now apply to these loans; (3) maintains the guidance for PCD assets; (4) results in narrow subsequent measurement differences between purchased seasoned loans and PCD assets.

ASU 2025-08 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2026 and is applied on a prospective basis. Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance. Park elected to adopt ASU 2025-08 effective January 1,

  1. The adoption of ASU 2025-08 did not have an impact on Park's existing loan portfolio or allowance for credit losses, but did impact the accounting for First Citizens purchased loans.

Issued But Not Yet Effective Accounting Standards

ASU 2023-06 - Disclosure Improvements - Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative: In October 2023, FASB issued ASU 2023-06 - Disclosure Improvements - Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative. ASU 2023-06 amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification. ASU 2023-06 was issued in response to the SEC's August 2018 final rule that updated and simplified disclosure requirements. In the final rule, the SEC identified 27 disclosure requirements that were incremental to those in the ASC and referred them to the FASB for potential incorporation into US GAAP. To avoid duplication, the SEC intended to eliminate those disclosure requirements from existing SEC regulations if the FASB incorporated them into the relevant ASC subtopics. The disclosure requirements are currently included in either SEC Regulation S-X or SEC Regulation S-K. ASU 2023-06 adds 14 of the 27 identified disclosure or presentation requirements to the ASC.

For entities, like Park, that are subject to the SEC's existing disclosure requirements, the effective date for each amendment will be the date on which the SEC's removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. The amendments are to be applied prospectively and if by June 30, 2027, the SEC has not removed the applicable requirement from Regulation S-X or S-K, the pending content of the related amendment will be removed from the ASC and will not become effective for any entity. Management intends to adopt the provisions of ASU 2023-06 on their respective effective dates. The adoption of the provisions of ASU 2023-06 is not expected to have a material impact on Park's consolidated financial statements.

ASU 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): In November 2024, FASB issued ASU 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). ASU 2024-03 requires disaggregated disclosure of income statement expenses for public business entities in disclosures within the footnotes to the financial statements. The disclosures will require a footnote disclosure about specific expenses to disaggregate, in a tabular presentation, each relevant expense caption on the income statement that includes any of the following natural expenses: (1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) depreciation, depletion and amortization recognized as part of oil and gas producing activities and other types of depletion expenses. The tabular disclosure would also include certain other expenses, as applicable.

ASU 2024-03 is effective for public business entities for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted and public business entities are required to adopt ASU 2024-03 prospectively; however, entities are permitted to apply the amendments retrospectively. The adoption of the provisions of ASU 2024-03 is not expected to have an impact on Park's consolidated financial statements, but will impact disclosures.

ASU 2025-06 - Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal - Use Software: In September 2025, FASB issued ASU 2025-06 - Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal -Use Software. ASU 2025-06 removes all references to prescriptive and sequential software development stages (referred to as project stages) throughout Subtopic-350-40. An entity is required to start capitalizing software costs when both of the following occur: (1) Management has authorized and committed to funding the software project and (2) it is probable the project will be completed and the software will be used to perform the function intended.

ASU 2025-06 is effective for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The amendments in this update may be applied using a prospective transition approach, a modified transition approach that is based on the status of the project and whether software costs were capitalized before the date of adoption, or a retrospective transition approach. The adoption of the provisions of ASU 2025-06 is not expected to have a material impact on Park's consolidated financial statements.

ASU- 2025-11 - Interim Reporting (Topic 270) - Narrow Scope Improvements: In December 2025, FASB issued

ASU- 2025-11 - Interim Reporting (Topic 270) - Narrow Scope Improvements. ASU 2025-11 clarifies the scope, form and content, and disclosures required under ASC 270, Interim Reporting. The amendments affect all entities that provide interim financial statements and notes in accordance with U.S. GAAP.

The amendments are effective for interim reporting within annual reporting periods after December 15, 2027. Early adoption is permitted. The adoption of the provisions of ASU 2025-11 is not expected to have a material impact on Park's consolidated financial statements.

ASU 2025-12 - Codification Improvements: In December 2025, FASB issued ASU 2025-12 - Codification Improvements. ASU 2025-12 issued amendments to the Codification to make incremental improvements to generally accepted accounting principles.

The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The adoption of the provisions of ASU 2025-12 is not expected to have a material impact on Park's consolidated financial statements.

Note 3-Business Combination

On February 1, 2026, First Citizens merged into Park, with Park continuing as the surviving corporation. Immediately following the merger, First Citizens National Bank ("FCNB"), a national banking association and a wholly-owned subsidiary of First Citizens, merged into The Park National Bank ("PNB"), with PNB as the surviving bank. This acquisition continues Park's expansion strategy into higher-growth, demographically attractive markets.

The First Citizens acquisition was valued at $324.1 million based on Park's closing stock price per share on January 30, 2026, the last trading day prior to the merger effective date, of $162.94, and resulted in Park issuing 1,988,131 Park common shares as merger consideration in exchange for First Citizens outstanding common stock.

First Citizens' results of operations were included in Park's results beginning February 1, 2026. It is not practicable to determine revenue or net income included in Park's operating results related to First Citizens since the date of the acquisition, as First Citizens' results cannot be separately identified. For the three months ended June 30, 2026, Park recorded merger-related expenses of $4.1 million and for the six months ended June 30, 2026, Park recorded merger-related expenses of $19.6 million, associated with the First Citizens acquisition. No merger-related expenses were recorded for the three months or six months ended June 30, 2025.

Park recorded $104.3 million in goodwill, $34.4 million in core deposit intangibles, and $3.6 million in customer relationship intangibles related to wealth management, which reflects the expected synergies and the cost savings resulting from the consolidating the operations of PNB and First Citizens. The goodwill is not deductible for income tax purposes as the transaction was accounted for as a tax-free exchange.

The First Citizens acquisition was accounted for under the acquisition method of accounting. Assets acquired and liabilities assumed in the acquisition were recorded at their estimated fair values as of the acquisition date. These estimates were recorded based on preliminary valuations, and these estimates, including the initial accounting for deferred taxes, are considered preliminary as of June 30, 2026, and subject to adjustment for up to one year after the acquisition date.

In many cases, the determination of fair value required management to make estimates about discount rates, expected future cash flows, market conditions, and other future events that are highly subjective in nature and subject to change. While Park believes that the information available on the acquisition date provided a reasonable basis for estimating fair value, additional information may be obtained during the measurement period that would result in changes to the estimated fair value amounts. The measurement period ends on the earlier of one year after the acquisition date or the date Park concludes that all necessary information about the facts and circumstances that existed as of the acquisition date have been obtained. Management anticipates that facts obtained during the measurement period could result in adjustments to the valuation amounts. During the three months ended June 30, 2026, Park made adjustments to decrease acquired asset fair value by $985,000 and decrease acquired liability fair value by $492,000, which resulted in a $493,000 increase in goodwill.

The following table summarizes the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed:

(in thousands)February 1, 2026February 1, 2026
Purchase Consideration
Cash consideration$105
Fair value of Park common shares recorded in "common shares"321,891
Fair value of Park common shares recorded in "Non-controlling interest in consolidated subsidiary"2,055
Fair value of total consideration transferred324,051
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash and cash equivalents145,670
Securities742,952
Loans, net of ACL1,558,903
Loans held for sale4,902
Bank owned life insurance33,887
Premises and equipment30,529
Core deposit intangible34,440
Other intangible assets3,585
Other real estate owned20,286
Other assets36,281
Total assets acquired2,611,435
Deposits2,221,111
Borrowings149,791
Other liabilities20,804
Total liabilities assumed2,391,706
Total identifiable net assets219,729
Goodwill$104,322

Loans acquired in the First Citizens acquisition were reviewed to identify any that had experienced a more-than-insignificant deterioration in credit quality since origination. Loans that met established criteria indicating such deterioration are classified as purchased credit deteriorated ("PCD") loans. The remaining loans were classified as purchased seasoned loans ("PSLs"). In accordance with ASU 2025-08, both PCD loans and PSLs are recorded at the purchase price net of expected allowance for credit losses at the time of acquisition. In addition, a non-credit discount or premium is allocated to the loans based on a valuation by a third-party specialist. Under this method, the acquired loans do not incur a provision for credit losses affecting net income at acquisition. However, changes to the allowance for these loans in subsequent periods would be recognized through the provision for credit losses.

During the three months ended June 30, 2026, Park obtained additional borrower-specific credit information that existed as of the acquisition date that was not available at the time the initial acquisition accounting was completed. Based on the additional

information, Park determined that certain acquired loans met the definition of PCD assets. Accordingly, Park classified an additional $61.3 million in loans as PCD.

Of the $1.6 billion in loans held for investment acquired from First Citizens, $1.5 billion were identified as PSL and $126.4 million were identified as PCD. These loans are summarized in the following table:

(in thousands)PCD LoansPSLsTotal Acquired Loans
Amortized cost of acquired loans$126,388$1,465,388$1,591,776
Allowance of loans at acquisition(1,803)(13,770)(15,573)
Non-credit discount on loans(4,552)(12,748)(17,300)
Fair value price of loans$120,033$1,438,870$1,558,903

The following table presents supplemental pro forma information as if the First Citizens acquisition had occurred as of January 1, 2025. The unaudited pro forma information includes adjustments for interest income on loans and securities acquired, amortization of intangibles arising from the transaction, depreciation expense on property acquired, interest expense on deposits acquired, and the related tax effects. The unaudited pro forma results exclude acquisition‑related costs that were recognized in noninterest expense during the three months and six months ended June 30, 2026, as these costs were directly attributable to the acquisition and are not expected to have a continuing impact on Park's results of operations. The pro forma information is not necessarily indicative of the results of operations that would have occurred had the transactions been effected on the assumed date. The pro forma amounts below do not reflect any adjustments to the provision for credit losses for acquired loans, or Park's expectations as of the pro forma date of further operating cost savings and other business synergies expected to be achieved, including revenue growth as a result of the acquisition.

(in thousands, except per share data)Three months ended June 30, 2026Three months ended June 30, 2025
Net interest income
Net income available to common shareholders
Earnings per common share - basic
Earnings per common share - diluted
(in thousands, except per share data)Six months ended June 30, 2026Six months ended June 30, 2025
Net interest income
Net income available to common shareholders
Earnings per common share - basic
Earnings per common share - diluted

Note 4 – Investment Securities

Investment securities at June 30, 2026 and at December 31, 2025, were as follows:

(In thousands)June 30, 2026:Amortized CostGross Unrealized Holding GainsGross Unrealized Holding LossesFair Value
Debt Securities Available-for-Sale
Obligations of U.S. Government sponsored entities$99,757$561$99,196
Obligations of states and political subdivisions299,1092,43010,037291,502
U.S. Government sponsored entities' asset-backed securities858,81154038,257821,094
Collateralized loan obligations29,44393629,416
Corporate debt securities21,10018648720,799
Total
(In thousands)December 31, 2025:Amortized CostGross Unrealized Holding GainsGross Unrealized Holding LossesFair Value
Debt Securities Available-for-Sale
Obligations of states and political subdivisions$220,285$1,808$10,270$211,823
U.S. Government sponsored entities' asset-backed securities432,0511,14233,229399,964
Collateralized loan obligations56,200217856,143
Corporate debt securities21,07618852620,738
Total

Investment securities in an unrealized loss position at June 30, 2026, were as follows:

(In thousands)Unrealized loss position for less than 12 monthsFair valueUnrealized loss position for less than 12 monthsUnrealizedlossesUnrealized loss position for 12 months or longerFair valueUnrealized loss position for 12 months or longerUnrealizedlossesTotalFairvalueTotalUnrealizedlosses
Debt securities AFS:
Obligations of U.S. Government sponsored entities$99,196$561$99,196$561
Obligations of states and political subdivisions68,88947086,0449,567154,93310,037
U.S. Government sponsored entities' asset-backed securities485,8646,119294,72432,138780,58838,257
Collateralized loan obligations14,1573614,15736
Corporate debt securities389119,77447610,163487
Total

Investment securities in an unrealized loss position at December 31, 2025, were as follows:

(In thousands)Unrealized loss position for less than 12 monthsFair valueUnrealized loss position for less than 12 monthsUnrealizedlossesUnrealized loss position for 12 months or longerFair valueUnrealized loss position for 12 months or longerUnrealizedlossesTotalFairvalueTotalUnrealizedlosses
Debt securities AFS:
Obligations of states and political subdivisions$2,078$33$107,828$10,237$109,906$10,270
U.S. Government sponsored entities' asset-backed securities21,603187335,09533,042356,69833,229
Collateralized loan obligations23,1727823,17278
Corporate debt securities99919,72552510,724526
Total

At June 30, 2026, Park’s debt securities portfolio consisted of billion of securities, billion of which were in an unrealized loss position with aggregate unrealized losses of million. Of the billion of securities in an unrealized loss position, million were in an unrealized loss position for 12 months or longer. Of the million in unrealized losses, $38.8 million were related to Park's "Obligations of U.S. Government sponsored entities" and "U.S. Government sponsored entities' asset-backed securities" portfolios. For non-agency debt securities, Park verified that the current credit ratings remain above investment grade. On a quarterly basis, management reviews the credit profile of each non-agency debt security and assesses whether any impairment to the contractually obligated cash flow is likely to occur. Based on these reviews, management has concluded that the underlying creditworthiness for each security remains sufficient to maintain required payment obligations and that changes in value are largely the result of changes in the yield curve, therefore, unrealized losses have not been recognized into net income. Management does not intend to sell, and it is not more likely than not that management would be required to sell, the securities prior to their anticipated recovery in respect of the unrealized losses. Management believes the value will recover as the securities approach maturity or market interest rates change.

There was allowance for credit losses recorded for debt securities AFS at either June 30, 2026 or December 31, 2025. Additionally, for the three-month and six-month periods ended June 30, 2026 and 2025, there were no credit-related investment impairment losses recognized.

The amortized cost and estimated fair value of investments in debt securities AFS at June 30, 2026, are shown in the following table by contractual maturity, except for asset-backed securities and collateral loan obligations, which are shown as a single total due to the unpredictability of the timing of principal repayments. Expected maturities may differ from contractual maturities if borrowers have the right to call or prepay obligations with or without call or prepayment penalties.

(In thousands)AmortizedcostFair valueTax equivalent yield (1)
Debt Securities AFS
Obligations of U.S.Government sponsored entities
Due within one year$29,755$29,6693.62%
Due one through five years70,00269,5273.66%
Total$99,757$99,1963.65%
Obligations of state and political subdivisions:
Due one through five years$4,710$4,5712.49%
Due six through ten years74,78669,5312.64%
Due over ten years219,613217,4004.64%
Total (1)$299,109$291,5024.10%
U.S. Government sponsored entities' asset-backed securities$858,811$821,0943.29%
Collateralized loan obligations$29,443$29,4165.25%
Corporate debt securities
Due one through five years$2,250$2,2447.45%
Due six through ten years18,85018,5554.30%
Total$21,100$20,7994.64%

The tax equivalent yield for certain obligations of state and political subdivisions includes the effect of a taxable equivalent adjustment using a % federal corporate income tax rate.

AFS debt securities are those debt securities that would be available to be sold in the future in response to the Corporation’s liquidity needs, changes in market interest rates, and asset-liability management strategies, among other reasons. During the six-month period ended June 30, 2026, Park sold certain AFS debt securities with a book value of $364.8 million at a gross gain of million and sold certain AFS debt securities with a book value of $217.3 million at a gross loss of million which sales included certain AFS debt securities acquired in the First Citizens merger. There were no sales of AFS debt securities during the three-month period ended June 30, 2026. There were no sales of AFS debt securities during the three-month or six-month periods ended June 30, 2025.

Investment securities having a fair value of $1.1 billion and $569.5 million at June 30, 2026 and December 31, 2025, respectively, were pledged to collateralize government and public fund deposits and to secure repurchase agreements.

Note 5 – Other Investment Securities

Other investment securities (as shown on the Consolidated Condensed Balance Sheets) consist of restricted stock investments in the FHLB and the FRB, and equity securities. The FHLB and FRB restricted stock investments are carried at their redemption value. Equity securities with a readily determinable fair value are carried at fair value. Equity securities without a readily determinable fair value are recorded at cost, minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions ("modified cost"). Park's portfolio of equity investments in limited partnerships which provide mezzanine funding ("Partnership Investments") are valued using the net asset value practical expedient in accordance with ASC 820.

The carrying amounts of other investment securities at June 30, 2026 and December 31, 2025 were as follows:

(In thousands)June 30, 2026December 31, 2025
FHLB stock
FRB stock
Equity investments carried at fair value22,70117,493
Equity investments carried at modified cost (1)
Equity investments carried at NAV50,73251,867
Total other investment securities$127,372$113,474

(1) There have been no impairments or downward adjustments made to equity investments carried at modified cost. Cumulatively, upward adjustments of $3.5 million have been recorded as a result of observable price changes. There were no adjustments recorded during either of the three-month or six-month periods ended June 30, 2026 or 2025 as a result of observable price changes.

During the three-month period ended June 30, 2026, Park purchased 529 shares of FHLB stock with a book value of $53,000 and the FHLB repurchased 26,061 shares of FHLB stock with a book value of $2.6 million. During the six-month period ended June 30, 2026, Park acquired 58,245 shares of FHLB stock with a book value of $5.8 million in connection with the acquisition of First Citizens. During that same period, Park purchased 2,117 shares of FHLB stock with a book value of $212,000 and the FHLB repurchased 61,942 shares of FHLB stock with a book value of $6.2 million.

During the three-month and six-month periods ended June 30, 2025, Park purchased 4,940 shares of FHLB stock with a book value of $494,000. During the three-month period ended June 30, 2025, the FHLB repurchased 4,635 shares of FHLB stock with a book value of $464,000. During the six-month period ended June 30, 2025, the FHLB repurchased 10,878 shares of FHLB stock with a book value of $1.1 million.

During the three-month period ended June 30, 2026, Park purchased 8,670 shares of FRB stock with a book value of . During the six-month period ended June 30, 2026, Park acquired 43,812 shares of FRB stock with a book value of $2.2 million in connection with the acquisition of First Citizens. These shares were immediately redeemed by the FRB upon the close of the First Citizens acquisition. During that same period, Park purchased 199,642 shares of FRB stock with a book value of million. shares of FRB stock were purchased or sold during the three-month or six-month periods ended June 30, 2025.

During the three-month periods ended June 30, 2026 and 2025, $4.1 million and $2.3 million, respectively, of gains on equity investments carried at fair value were recorded within "Gain on equity securities, net" on the Consolidated Condensed Statements of Income. During the six-month periods ended June 30, 2026 and 2025, $4.4 million and $1.7 million, respectively, of gains on equity investments carried at fair value were recorded within "Gain on equity securities, net" on the Consolidated Condensed Statements of Income.

During the three-month periods ended June 30, 2026 and 2025, $414,000 and $182,000, respectively, of gains on equity investments carried at NAV were recorded within “Gain on equity securities, net” on the Consolidated Condensed Statements of Income. During the six-month periods ended June 30, 2026 and 2025, $920,000 and $(117,000), respectively, of gains (losses) on equity investments carried at NAV were recorded within “Gain on equity securities, net” on the Consolidated Condensed Statements of Income.

Note 6 – Loans

The composition of the loan portfolio at June 30, 2026 and at December 31, 2025 was as follows:

(In thousands)June 30, 2026Amortized CostDecember 31, 2025Amortized Cost
Commercial, financial and agricultural: (1)
Commercial, financial and agricultural (1)$1,366,431$1,210,047
Overdrafts2,6572,103
Commercial real estate (1)3,063,5662,208,660
Construction real estate:
Commercial490,100298,491
Retail123,812100,934
Residential real estate:
Commercial974,231752,695
Mortgage1,481,7561,375,641
HELOC321,202241,058
Installment5,5925,988
Consumer:
Consumer1,874,2681,821,471
Check loans1,6941,776
Leases26,04732,378
Total
Allowance for credit losses()()
Net loans

(1) Included within each of commercial, financial and agricultural loans and commercial real estate loans is an immaterial amount of consumer loans that were not broken out by class.

Loans are shown net of deferred origination fees, costs and unearned income of million at June 30, 2026, and of million at December 31, 2025, which represented a net deferred income position at both dates. Additionally, at June 30, 2026, loans included purchase accounting adjustments of million, which represented a net deferred income position. This fair market value purchase accounting adjustment is expected to be recognized into interest income on a level yield basis over the remaining expected life of the loans. At December 31, 2025, there were purchase accounting adjustments included in loans.

Overdrawn deposit accounts of million and million were reclassified to loans at June 30, 2026 and at December 31, 2025, respectively.

Credit Quality

Nonperforming loans consist of nonaccrual loans and loans past due 90 days or more and still accruing.

The following tables present the amortized cost of nonaccrual loans and loans past due 90 days or more and still accruing, by class of loan, at June 30, 2026 and December 31, 2025.

June 30, 2026

View SEC source
(In thousands)Nonaccrual LoansLoans Past Due90 Days or Moreand AccruingTotal Nonperforming Loans
Commercial, financial and agricultural:
Commercial, financial and agricultural$18,415$11$18,426
Overdrafts
Commercial real estate34,42334,423
Construction real estate:
Commercial1,3301,330
Retail212212
Residential real estate:
Commercial3,3673,367
Mortgage18,7361,84720,583
HELOC1,6381481,786
Installment2626
Consumer:
Consumer2,8885073,395
Check loans11
Leases214214
Total loans$81,249

December 31, 2025

View SEC source
(In thousands)Nonaccrual LoansLoans Past Due 90 Days or More and AccruingTotal Nonperforming Loans
Commercial, financial and agricultural
Commercial, financial and agricultural$15,817$10$15,827
Overdrafts
Commercial real estate28,87928,879
Construction real estate:
Commercial577577
Retail9717114
Residential real estate:
Commercial1,5651,565
Mortgage14,9641,48316,447
HELOC1,7021,702
Installment5353
Consumer
Consumer2,6931,2283,921
Check loans
Leases168168
Total loans$66,515

The following tables provide additional detail on nonaccrual loans and the related ACL, by class of loan, at June 30, 2026 and December 31, 2025:

June 30, 2026

View SEC source
(In thousands)Nonaccrual Loans With No ACLNonaccrual Loans With an ACLRelated ACL
Commercial, financial and agricultural:
Commercial, financial and agricultural$9,709$8,706$4,133
Overdrafts
Commercial real estate31,3873,03695
Construction real estate:
Commercial1,01431638
Retail2125
Residential real estate:
Commercial2,793574142
Mortgage18,736270
HELOC1,638169
Installment261
Consumer
Consumer2,8881,070
Check loans
Leases10411027
Total loans$45,007$5,950

December 31, 2025

View SEC source
(In thousands)Nonaccrual Loans With No ACLNonaccrual Loans With an ACLRelated ACL
Commercial, financial and agricultural:
Commercial, financial and agricultural$13,633$2,184$744
Overdrafts
Commercial real estate28,879
Construction real estate:
Commercial577
Retail9741
Residential real estate:
Commercial1,565
Mortgage14,964225
HELOC1,702108
Installment531
Consumer
Consumer2,693947
Check loans
Leases1224611
Total$44,776$2,077

Nonaccrual commercial loans are evaluated on an individual basis and are excluded from the collective evaluation. Additionally, accruing collateral dependent commercial loans to borrowers experiencing financial difficulty are to be individually evaluated and an inquiry is performed to identify any additional loans which do not share similar risk characteristics and are to be individually evaluated. Management’s general practice is to proactively charge down nonaccrual loans individually evaluated to the fair value of the underlying collateral. Nonaccrual consumer loans are collectively evaluated based on similar risk characteristics

The following tables provide the amortized cost basis of collateral-dependent loans by class of loan, at June 30, 2026 and at December 31, 2025:

June 30, 2026

View SEC source
(In thousands)Real EstateBusiness AssetsOtherTotal
Commercial, financial and agricultural
Commercial, financial and agricultural$249$12,627$16,017$28,893
Commercial real estate33,99243134,423
Construction real estate:
Commercial1,3301,330
Residential real estate:
Commercial3,315523,367
Mortgage
Leases214214
Total loans$38,886$13,324$16,017$68,227

December 31, 2025

View SEC source
(In thousands)Real EstateBusiness AssetsOtherTotal
Commercial, financial and agricultural
Commercial, financial and agricultural$3,938$9,444$20,678$34,060
Commercial real estate29,55465030,204
Construction real estate:
Commercial1,1191,119
Residential real estate:
Commercial1,6121,612
Mortgage7676
Leases168168
Total loans$36,299$10,262$20,678$67,239

Interest income on nonaccrual loans is recognized on a cash basis only when Park expects to receive the entire recorded investment in the loans. The following table presents interest income recognized on nonaccrual loans for the three-month and six-month periods ended June 30, 2026 and 2025:

(In thousands)Interest Income RecognizedThree Months Ended June 30, 2026Interest Income RecognizedThree Months Ended June 30, 2025Interest Income RecognizedSix Months Ended June 30, 2026Interest Income RecognizedSix Months Ended June 30, 2025
Commercial, financial and agricultural:
Commercial, financial and agricultural$290$287$503$619
Overdrafts
Commercial real estate467355853615
Construction real estate:
Commercial172283
Retail2
Residential real estate:
Commercial37186340
Mortgage18396331188
HELOC1655513
Installment212
Consumer:
Consumer46448689
Check loans
Leases22
Total loans$1,058$809$1,924$1,569

The following tables present the aging of the amortized cost in past due loans at June 30, 2026 and at December 31, 2025 by class of loan:

June 30, 2026

View SEC source
(In thousands)Accruing Loans Past Due 30-89 DaysPast Due Nonaccrual Loans and Loans Past Due 90 Days or More and Accruing (1)Total Past DueTotal Current (2)Total Amortized Cost
Commercial, financial and agricultural:
Commercial, financial and agricultural$951$1,843$2,794$1,363,637$1,366,431
Overdrafts2,6572,657
Commercial real estate1,8563,8215,6773,057,8893,063,566
Construction real estate:
Commercial490,100490,100
Retail162196358123,454123,812
Residential real estate:
Commercial1,1427991,941972,290974,231
Mortgage22,05913,27335,3321,446,4241,481,756
HELOC4517011,152320,050321,202
Installment7226985,4945,592
Consumer:
Consumer9,7161,03410,7501,863,5181,874,268
Check loans331,6911,694
Leases17417425,87326,047
Total loans$36,412$21,867$58,279$9,673,077

(1) Includes an aggregate of million of loans past due 90 days or more and accruing. The remaining loans were past due nonaccrual loans.

(2) Includes an aggregate of million of nonaccrual loans which were current with respect to contractual principal and interest payments.

December 31, 2025

View SEC source
(in thousands)Accruing Loans Past Due 30-89 DaysPast Due Nonaccrual Loans and Loans Past Due 90 Days or More and Accruing (1)Total Past DueTotal Current (2)Total Amortized Cost
Commercial, financial and agricultural
Commercial, financial and agricultural$231$6,382$6,613$1,203,434$1,210,047
Overdrafts2,1032,103
Commercial real estate771,2981,3752,207,2852,208,660
Construction real estate:
Commercial154154298,337298,491
Retail14974223100,711100,934
Residential real estate:
Commercial33219252752,443752,695
Mortgage16,5038,31724,8201,350,8211,375,641
HELOC271688959240,099241,058
Installment103501535,8355,988
Consumer
Consumer11,1581,73712,8951,808,5761,821,471
Check loans331,7731,776
Leases212132,35732,378
Total loans$28,703$18,765$47,468$8,003,774

(1) Includes an aggregate of million of loans past due 90 days or more and accruing. The remaining loans were past due nonaccrual loans.

(2) Includes an aggregate of million of nonaccrual loans which were current with respect to contractual principal and interest payments.

Credit Quality Indicators

Management utilizes past due information as a credit quality indicator across the loan portfolio. Past due information at June 30, 2026 and December 31, 2025 is included in the previous tables. The past due information is the primary credit quality indicator within the following classes of loans: (1) overdrafts in the commercial, financial and agricultural portfolio segment; (2) retail loans in the construction real estate portfolio segment; (3) mortgage loans, HELOC and installment loans in the residential real estate portfolio segment; and (4) consumer loans and check loans in the consumer portfolio segment. The primary credit indicator for commercial loans is based on an internal grading system that grades all commercial loans on a scale from 1 to 8. Credit grades are continuously monitored by the responsible loan officer and adjustments are made when appropriate. A grade of 1 indicates little or no credit risk and a grade of 8 is considered a loss. Commercial loans that are pass-rated (graded a 1 through a 4) are considered to be of acceptable credit risk. Commercial loans graded a 5 (special mention) are considered to be watch list credits and a higher PD is applied to these loans. Loans classified as special mention have potential weaknesses that require management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of Park’s credit position at some future date. Commercial loans graded a 6 (substandard), also considered watch list credits, are considered to represent higher credit risk and, as a result, a higher PD is applied to these loans. Loans classified as substandard are inadequately protected by the current sound worth and paying capacity of the obligor or the value of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that Park will sustain some loss if the weaknesses are not corrected. Commercial loans graded a 7 (doubtful) are shown as nonaccrual and Park generally charges these loans down to their fair value by taking a partial charge-off or recording an individual reserve. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Certain 6-rated loans and all 7-rated loans are placed on nonaccrual status and included within the individually evaluated category. A commercial loan is deemed nonaccrual, and is individually evaluated, when management determines the borrower's ability to perform in accordance with the contractual loan agreement is in doubt. Any commercial loan graded an 8 (loss) is completely charged off.

Based on the most recent analysis performed, the risk category of commercial loans by class of loans at June 30, 2026 and at December 31, 2025 are detailed in the tables below. Also included in the tables detailing loan balances are gross charge offs for the six months ended June 30, 2026 and for the year ended December 31, 2025. For purposes of the following tables, when a refinancing is treated as a new loan for accounting purposes, the loan is assigned a new origination year based on the date the new loan is recognized.

June 30, 2026(In thousands)Term Loans Amortized Cost Basis by Origination Year2026Term Loans Amortized Cost Basis by Origination Year2025Term Loans Amortized Cost Basis by Origination Year2024Term Loans Amortized Cost Basis by Origination Year2023Term Loans Amortized Cost Basis by Origination Year2022Term Loans Amortized Cost Basis by Origination YearPriorRevolving Loans Amortized Cost BasisTotal
Commercial, financial and agricultural: Commercial, financial and agricultural (1)
Risk rating
Pass$149,463$271,678$152,135$98,240$54,354$95,071$484,184$1,305,125
Special Mention23,7412,0481,1136622,7226849,89340,863
Substandard4,1906,6981,2631,0481,3112852,59717,392
Doubtful18455317923315171,8703,051
Total$177,578$280,977$154,690$100,183$58,402$96,057$498,544$1,366,431
Current period gross charge-offs$4$126$184$76$28$1,032$42$1,492
Commercial real estate (1)Risk ratingCommercial real estate (1)Commercial real estate (1)
Pass$316,807$561,219$477,499$279,874$351,766$938,556$39,561$2,965,282
Special Mention5,11417,6618,3808,6394,87811,18920056,061
Substandard3,0332,7313,7403,6677,43617,5103,07341,190
Doubtful8252081,033
Total$324,954$581,611$490,444$292,180$364,080$967,463$42,834$3,063,566
Current period gross charge-offs$$$33$$$4$$37
Construction real estate: CommercialRisk ratingConstruction real estate: CommercialConstruction real estate: CommercialConstruction real estate: CommercialConstruction real estate: Commercial
Pass$124,120$216,590$91,445$4,968$4,660$7,271$26,650$475,704
Special Mention2,4859226604,067
Substandard3,6996,584202610,329
Doubtful
Total$130,304$224,096$91,445$4,988$4,660$7,957$26,650$490,100
Current period gross charge-offs$$$$$$$$
Residential Real Estate: CommercialRisk ratingResidential Real Estate: CommercialResidential Real Estate: CommercialResidential Real Estate: CommercialResidential Real Estate: Commercial
Pass$117,310$188,188$130,374$133,307$106,506$243,968$38,349$958,002
Special Mention1,5234781,4899821,9632,0963208,851
Substandard7863,9202805353468726,739
Doubtful532107639
Total$120,151$192,586$132,143$134,931$108,815$246,936$38,669$974,231
Current period gross charge-offs$$$1$1$$53$$55

(1) Included within each of commercial, financial and agricultural loans and commercial real estate loans is an immaterial amount of consumer loans that are not broken out by class.

December 31, 2025(In thousands)Term Loans Amortized Cost Basis by Origination Year2025Term Loans Amortized Cost Basis by Origination Year2024Term Loans Amortized Cost Basis by Origination Year2023Term Loans Amortized Cost Basis by Origination Year2022Term Loans Amortized Cost Basis by Origination Year2021Term Loans Amortized Cost Basis by Origination YearPriorRevolving Loans Amortized Cost BasisTotal
Commercial, financial and agricultural: Commercial, financial and agricultural (1)
Risk rating
Pass$259,100$166,315$108,536$54,698$58,964$47,051$461,081$1,155,745
Special Mention1,3301,4191,0222,2205134931,64538,036
Substandard1,8101,3823851,6011,2163,9664,26514,625
Doubtful3020244673228681,641
Total$262,270$169,318$110,389$58,592$60,253$51,366$497,859$1,210,047
Current period gross charge-offs$63$3$156$128$16$1,600$24$1,990
Commercial real estate (1)Risk ratingCommercial real estate (1)Commercial real estate (1)
Pass$413,843$365,788$227,712$278,165$267,480$570,688$27,614$2,151,290
Special Mention1,4254,2115,9125,8471,5365,64471625,291
Substandard2,3762,6061,3707,3343,5619,5833,87830,708
Doubtful7901192142481,371
Total$417,644$372,605$235,784$291,465$272,577$586,129$32,456$2,208,660
Current period gross charge-offs$$1$96$$$6$$103

(1) Included within each of commercial, financial and agricultural loans and commercial real estate loans is an immaterial amount of consumer loans that are not broken out by class.

Park considers the performance of the loan portfolio and its impact on the ACL. For residential and consumer loan classes, Park also evaluates credit quality based on the aging status of the loan, which was previously presented, and by performing status. The following tables present the amortized cost in residential and consumer loans based on performing status and gross charge offs for the six months ended June 30, 2026 and for the year ended December 31, 2025. Nonperforming loans consisted of nonaccrual loans and loans past due 90 days or more and still accruing. For purposes of the following tables, when a refinancing is treated as a new loan for accounting purposes, the loan is assigned a new origination year based on the date the new loan is recognized.

June 30, 2026(In thousands)Term Loans Amortized Cost Basis by Origination Year2026Term Loans Amortized Cost Basis by Origination Year2025Term Loans Amortized Cost Basis by Origination Year2024Term Loans Amortized Cost Basis by Origination Year2023Term Loans Amortized Cost Basis by Origination Year2022Term Loans Amortized Cost Basis by Origination YearPriorRevolving Loans Amortized Cost BasisTotal
Commercial, financial and agricultural: Overdrafts
Performing$2,657$2,657
Nonperforming
Total$2,657$2,657
Current period gross charge-offs$549$549
Construction Real Estate: RetailConstruction Real Estate: RetailConstruction Real Estate: Retail
Performing$⁠26,293$62,824$10,786$4,863$7,154$11,233$447123,600
Nonperforming12587212
Total$⁠26,293$62,824$10,911$4,863$7,154$11,320$447123,812
Current period gross charge-offs
Residential Real Estate: MortgageResidential Real Estate: MortgageResidential Real Estate: Mortgage
Performing$⁠69,353$177,408$216,880$221,222$230,574$545,7361,461,173
Nonperforming12,8983,0753,5273,1087,97420,583
Total$⁠69,354$180,306$219,955$224,749$233,682$553,7101,481,756
Current period gross charge-offs$102$24$9135
Residential Real Estate: HELOCResidential Real Estate: HELOCResidential Real Estate: HELOC
Performing$29$231$696$557$628$317,275319,416
Nonperforming2453905071,1121,786
Total$29$255$749$647$1,135$318,387321,202
Current period gross charge-offs$11
Residential Real Estate: InstallmentResidential Real Estate: InstallmentResidential Real Estate: Installment
Performing$⁠372$1,292$791$795$32$2,2845,566
Nonperforming176326
Total$⁠372$1,292$791$812$38$2,2875,592
Current period gross charge-offs$88

Loans Acquired with Deteriorated Credit Quality

With the acquisition of First Citizens on February 1, 2026, Park purchased loans for which there was, at acquisition, evidence of more than insignificant deterioration of credit quality since origination. The initial carrying amount of those loans was as follows.

(in thousands)February 1, 2026February 1, 2026
Par value of acquired loans at acquisition$126,388
Allowance for credit losses at acquisition(1,803)
Non-credit discount at acquisition(4,552)
Purchase price of loans at acquisition$120,033

The carrying amount of PCD loans at June 30, 2026 and December 31, 2025 was $114.5 million and $2.5 million, respectively. The allowance for credit losses on PCD loans totaled $5.1 million at June 30, 2026. There was no allowance for credit losses on PCD loans at December 31, 2025.

Modifications to Borrowers Experiencing Financial Difficulty

Management identifies loans as modifications to borrowers experiencing financial difficulty when a borrower is experiencing financial difficulties and Park has altered the cash flow of the loan as part of a modification or in the loan renewal process. In order to determine whether a borrower is experiencing financial difficulty, an evaluation is performed of the probability that the borrower will be in payment default on any of the borrower's debt in the foreseeable future without the modification. This evaluation is performed in accordance with the Company’s internal underwriting policy. Park modifies loans to borrowers experiencing financial difficulty by providing principal forgiveness, a term extension, an other-than-insignificant payment delay or an interest rate reduction.

In some cases, Park provides multiple types of modifications on one loan. Typically, one type of modification, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another modification, such as principal forgiveness, may be granted. For the loans included in the combination columns below, multiple types of modifications have been made on the same loan within the current reporting period. The combination is at least two of the following: a term extension, principal forgiveness, an other-than-insignificant payment delay and/or an interest rate reduction.

The starting point for the estimate of the ACL is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. As a result, the effect of most modifications made to borrowers experiencing financial difficulty is already included in the ACL and a change to the ACL is generally not recorded upon modification. When principal forgiveness is provided, the amount of forgiveness is charged off against the ACL.

The following tables present the amortized cost basis of loans at June 30, 2026 and 2025 that were both experiencing financial difficulty and modified during the three months and the six months ended June 30, 2026 and 2025 by class and type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers in financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below.

Three Months Ended June 30, 2026

View SEC source
(Dollars in thousands)Principal ForgivenessPayment DelayTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment DelayTotalPercent of Total Class of Financing Receivable
Commercial, financial and agricultural:
Commercial, financial and agricultural$206$29,546$190$29,9422.19%
Overdrafts
Commercial real estate4454,1653,1343918,1350.27%
Construction real estate:
Commercial4,5404,5400.93%
Retail3723720.30%
Residential real estate:
Commercial9545681,5220.16%
Mortgage1621620.01%
HELOC
Installment23230.41%
Consumer:
Consumer
Check loans
Leases
Total$651$39,228$3,296$1,521$44,6960.46%

Three Months Ended June 30, 2025

View SEC source
(Dollars in thousands)Principal ForgivenessPayment DelayTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment DelayTotalPercent of Total Class of Financing Receivable
Commercial, financial and agricultural:
Commercial, financial and agricultural$19,796$19,7961.63%
Overdrafts
Commercial real estate3,8567474,6030.22%
Construction real estate:
Commercial
Retail
Residential real estate:
Commercial9049040.13%
Mortgage5255250.04%
HELOC
Installment121391602.67%
Consumer:
Consumer5858
Check loans
Leases
Total$24,677$58$786$525$26,0460.33%

Six Months Ended June 30, 2026

View SEC source
(Dollars in thousands)Principal ForgivenessPayment DelayTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment DelayTotalPercent of Total Class of Financing Receivable
Commercial, financial and agricultural:
Commercial, financial and agricultural$206$30,091$58$256$30,6112.24%
Overdrafts
Commercial real estate4454,2833,1343918,2530.27%
Construction real estate:
Commercial4,5404,5400.93%
Retail23723740.30%
Residential real estate:
Commercial9545681,5220.16%
Mortgage2962255210.04%
HELOC
Installment23230.41%
Consumer:
Consumer
Check loans
Leases
Total$651$39,893$3,488$1,812$45,8440.47%

Six Months Ended June 30, 2025

View SEC source
(Dollars in thousands)Principal ForgivenessPayment DelayTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment DelayTotalPercent of Total Class of Financing Receivable
Commercial, financial and agricultural:
Commercial, financial and agricultural$928$22,564$147$23,6391.95%
Overdrafts
Commercial real estate6,2133,2651,4679221,42713,2940.63%
Construction real estate:
Commercial
Retail68680.07%
Residential real estate:
Commercial8989041,8020.26%
Mortgage9759750.07%
HELOC
Installment194392333.89%
Consumer:
Consumer5959
Check loans
Leases
Total$8,039$26,927$1,526$1,108$2,470$40,0700.50%

At June 30, 2026, Park had commitments to lend million related to loans that were experiencing both financial difficulty and had been modified during the six months ended June 30, 2026.

The following tables present the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for the three months and six months ended June 30, 2026 and 2025:

Three Months Ended June 30, 2026

View SEC source
(Dollars in thousands)Principal ForgivenessWeighted Average Interest Rate ReductionWeighted Average Term Extension (years)Weighted Average Payment Delay (years)
Commercial, financial and agricultural:
Commercial, financial and agricultural(0.60)%0.40.5
Overdrafts0.00.0
Commercial real estate(0.41)%7.00.5
Construction real estate:
Commercial0.30.0
Retail(0.76)%0.30.0
Residential real estate:
Commercial(0.90)%6.60.0
Mortgage(1.88)%0.00.0
HELOC0.00.0
Installment9.80.0
Consumer:
Consumer0.00.0
Check loans0.00.0
Leases0.00.0
Total(0.55)%1.40.5

Three Months Ended June 30, 2025

View SEC source
(Dollars in thousands)Principal ForgivenessWeighted Average Interest Rate ReductionWeighted Average Term Extension (years)Weighted Average Payment Delay (years)
Commercial, financial and agricultural:
Commercial, financial and agricultural1.00.0
Overdrafts0.00.0
Commercial real estate(0.50)%1.00.0
Construction real estate:
Commercial0.00.0
Retail0.00.0
Residential real estate:
Commercial1.30.0
Mortgage0.50.5
HELOC0.00.0
Installment(0.31)%9.40.0
Consumer:
Consumer(0.42)%0.00.0
Check loans0.00.0
Leases0.00.0
Total(0.49)%1.10.5

Six Months Ended June 30, 2026

View SEC source
(Dollars in thousands)Principal ForgivenessWeighted Average Interest Rate ReductionWeighted Average Term Extension (years)Weighted Average Payment Delay (years)
Commercial, financial and agricultural:
Commercial, financial and agricultural(0.81)%0.40.5
Overdrafts0.00.0
Commercial real estate(0.41)%6.90.5
Construction real estate:
Commercial0.30.0
Retail(0.76)%0.30.0
Residential real estate:
Commercial(0.90)%6.60.0
Mortgage(2.42)%0.30.0
HELOC0.00.0
Installment9.80.0
Consumer:
Consumer0.00.0
Check loans0.00.0
Leases0.00.0
Total(0.71)%1.40.5

Six Months Ended June 30, 2025

View SEC source
(Dollars in thousands)Principal ForgivenessWeighted Average Interest Rate ReductionWeighted Average Term Extension (years)Weighted Average Payment Delay (years)
Commercial, financial and agricultural:
Commercial, financial and agricultural(0.35)%1.10.4
Overdrafts0.00.0
Commercial real estate(0.70)%1.90.5
Construction real estate:
Commercial0.00.0
Retail0.50.5
Residential real estate:
Commercial1.30.5
Mortgage0.50.5
HELOC0.00.0
Installment(0.31)%11.20.0
Consumer:
Consumer(0.44)%0.00.0
Check loans0.00.0
Leases0.00.0
Total(0.66)%1.30.5

Park closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of Park's modification efforts. The following tables provide the performance of loans as of the period end date, of modifications made to borrowers experiencing financial difficulty during the twelve months preceding June 30, 2026 and June 30, 2025, respectively:

Twelve Months Ended June 30, 2026

View SEC source
(Dollars in thousands)Current30-59 days past due60-89 days past due90 days or more past dueTotal
Commercial, financial and agricultural:
Commercial, financial and agricultural$48,467$$256$$48,723
Overdrafts
Commercial real estate11,49111,491
Construction real estate:
Commercial5,8075,807
Retail374374
Residential real estate:
Commercial1,9771,977
Mortgage361225134152872
HELOC
Installment7474
Consumer:
Consumer
Check loans
Leases
Total$68,551$225$390$152

Twelve Months Ended June 30, 2025

View SEC source
(Dollars in thousands)Current30-59 days past due60-89 days past due90 days or more past dueTotal
Commercial, financial and agricultural:
Commercial, financial and agricultural$26,669$$$$26,669
Overdrafts
Commercial real estate15,39814715,545
Construction real estate:
Commercial
Retail6868
Residential real estate:
Commercial1,8021,802
Mortgage1,11041810721,610
HELOC
Installment374374
Consumer:
Consumer501868
Check loans
Leases
Total$45,471$418$28$219

The following tables present the amortized cost basis of loans that had a payment default subsequent to modification during the three months and six months ended June 30, 2026 and 2025 and were modified in the twelve months prior to that default to borrowers experiencing financial difficulty. For these tables, a loan is considered to be in default when it becomes 30 days contractually past due under the modified terms:

Three Months Ended June 30, 2026

View SEC source
Line itemTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment Delay
Commercial, financial and agricultural:
Commercial, financial and agricultural$905
Overdrafts
Commercial real estate
Construction real estate:
Commercial
Retail
Residential real estate:
Commercial
Mortgage296225152
HELOC
Installment
Consumer:
Consumer
Check loans
Leases
Total loans$905$296$225$152

Three Months Ended June 30, 2025

View SEC source
Line itemTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment Delay
Commercial, financial and agricultural:
Commercial, financial and agricultural$25$147
Overdrafts
Commercial real estate263
Construction real estate:
Commercial
Retail
Residential real estate:
Commercial
Mortgage1767210243
HELOC
Installment
Consumer:
Consumer18
Check loans
Leases
Total loans$464$90$157$243

Six Months Ended June 30, 2026

View SEC source
Line itemTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment Delay
Commercial, financial and agricultural:
Commercial, financial and agricultural$905
Overdrafts
Commercial real estate
Construction real estate:
Commercial
Retail
Residential real estate:
Commercial
Mortgage296225152
HELOC
Installment
Consumer:
Consumer
Check loans
Leases
Total loans$905$296$225$152

Six Months Ended June 30, 2025

View SEC source
Line itemTerm ExtensionInterest Rate ReductionCombination Term Extension and Interest Rate ReductionCombination Term Extension and Payment Delay
Commercial, financial and agricultural:
Commercial, financial and agricultural$25$262
Overdrafts
Commercial real estate263
Construction real estate:
Commercial
Retail
Residential real estate:
Commercial
Mortgage1767210243
HELOC
Installment
Consumer:
Consumer18
Check loans
Leases
Total loans$464$90$272$243

Upon the determination that a modified loan (or a portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is charged-off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the ACL is adjusted by the same amounts.

Note 7 – Allowance for Credit Losses

The ACL is an estimate of the expected credit losses on financial assets measured at amortized cost, which is measured using relevant information about past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. A provision for credit losses is charged to operations based on management’s periodic evaluation of these and other pertinent factors.

As part of the acquisition of First Citizens, Park recorded a day 1 ACL of $15.6 million. In accordance with ASU 2025-08, the day 1 ACL was recorded as an increase to the ACL with a corresponding increase to Goodwill.

Quantitative Considerations

The ACL is primarily calculated utilizing a DCF model or an undiscounted Expected Loss Model for purchased loans. Key inputs and assumptions used in both models are discussed below:

  • First Citizens acquired portfolio - Park elected to utilize its existing 2025 LDA, prepayment study, curtailment study, and funding analysis as the acquired portfolio is similar in credit risk and loss experience to Park’s. This was confirmed through extensive due diligence. Additionally, the current loss driver analysis is calculated heavily utilizing Park’s proxy peer group which is not expected to change significantly in 2026. The ACL on PSLs and PCD loans shares all relevant inputs and assumptions, but utilizes undiscounted credit losses from the analysis to calculate the ACL.
  • Forecast model - For each portfolio segment, a LDA was performed in order to identify appropriate loss drivers and create a regression model for use in forecasting cash flows. The LDA analysis utilized Park's own FFIEC Call Report data for the residential real estate portfolio segments. Peer data was incorporated into the analysis for the commercial, financial, and agricultural, commercial real estate, construction real estate, and consumer portfolio segments. Prior to 2025, only Park's own data was used for the commercial, financial and agricultural segment. Park updated the LDA in the fourth quarter of 2025. During the COVID-19 pandemic, macroeconomic indicators showed significant deterioration, however, Park, along with most financial institutions, observed little to no meaningful increase in default activity. This can be attributed to external intervention in the form of deferral programs and government stimulus which is unlikely to reoccur in future downturns. For these reasons, management has excluded data from 2020-2022 in the LDA by using indicator variables during this time period.
  • Probability of default – PD is the probability that an asset will be in default within a given time frame. Park has defined default to be when a charge-off has occurred, a loan is placed on nonaccrual, or a loan is greater than 90 days past due. Whenever possible, Park utilizes its own loan-level PDs for the reasonable and supportable forecast period. When loan-level data is not available reflecting the forecasted economic conditions, the LDA is utilized to estimate PDs. In all cases, the LDA is then utilized to determine the long-term historical average, which is reached over the reversion period.
  • Loss given default – LGD is the percentage of the asset not expected to be collected due to default. Whenever possible, Park utilizes its own loan-level LGDs for the reasonable and supportable forecast period. When it is not possible to use Park's own LGDs, the LGD is derived using a method referred to as Frye Jacobs. In all cases, the Frye Jacobs method is utilized to calculate LGDs during the reversion period and long-term historical average.
  • Prepayments and curtailments – Prepayments and curtailments are calculated based on Park’s own data utilizing a combination of three-year and four-year averages based on the weighted average remaining life of each segment. Prior to 2025, only a three-year average was used. A four-year average was incorporated in 2025 to improve the estimate of prepayments and curtailments rates over the life of loan for longer duration segments. This analysis is updated annually in the fourth quarter and was last updated in the fourth quarter of 2025.
  • Forecast and reversion – Park has established a one-year reasonable and supportable forecast period with a one-year straight line reversion to the long-term historical average.
  • Economic forecast - Park utilizes a third party to provide economic forecasts under various scenarios, which are weighted in order to reflect model risk in the current economic environment. The scenario weighting is evaluated by management on a quarterly basis.
    • As of June 30, 2025, the "most likely" scenario forecasted Ohio unemployment between 5.02% and 5.35% during the next four quarters. In determining the appropriate weighting of scenarios at June 30, 2025, management considered the range of forecasted unemployment as well as a number of economic indicators. While some economic indications are showing stabilization or slight improvement, volatile and low levels of consumer confidence, higher unemployment rates, the impact of elevated inflation for several years with the impact of tariffs being unknown, the interest rate environment, financial system stress, geopolitical conflict (including conflict related to tariffs), uncertainty regarding fiscal policy of the new political administration, including tariffs, and stress in the commercial real estate sector cause uncertainty to the overall economic environment. Considering these factors, management determined it was appropriate to maintain the existing weighting, and weigh the "most likely" scenario 50% and the "moderate recession" scenario 50% at June 30, 2025.
    • As of December 31, 2025, the "most likely" scenario forecasted Ohio unemployment between 5.21% and 5.54% during the next four quarters. In determining the appropriate weighting of scenarios at December 31, 2025, management considered the range of forecasted unemployment as well as a number of economic indicators. While some economic indications are showing stabilization or slight improvement, volatile and low levels of consumer confidence, higher unemployment rates, the impact of elevated inflation for several years with the impact of tariffs being still unknown, the interest rate environment, geopolitical conflict (including conflict related to tariffs), uncertainty regarding fiscal policy of the current political administration,

including tariffs, and continued stress in the commercial real estate sector cause uncertainty to the overall economic environment. Considering these factors, management determined it was appropriate to maintain the existing weighting, and weigh the "most likely" scenario 50% and the "moderate recession" scenario 50% at December 31, 2025.

  • As of March 31, 2026, the "most likely" scenario forecasted Ohio unemployment between 4.86% and 4.98% during the next four quarters. In determining the appropriate weighting of scenarios at March 31, 2026, management considered the range of forecasted unemployment as well as a number of economic indicators. While some economic indications are showing stabilization or slight improvement, volatile and low levels of consumer confidence, higher unemployment rates, the impact of elevated inflation for several years with the impact of tariffs being still unknown, the interest rate environment, geo-political conflict (including conflict related to tariffs and the conflict between the U.S. and Iran), uncertainty regarding fiscal policy of the current political administration, and continued stress in the commercial real estate sector cause uncertainty to the overall economic environment. Considering these factors, management determined it was appropriate to maintain the existing weighting, and weigh the "most likely" scenario 50% and the "moderate recession" scenario 50% at March 31, 2026.
    • As of June 30, 2026, the "most likely" scenario forecasted Ohio unemployment between 4.39% and 5.10% during the next four quarters. In determining the appropriate weighting of scenarios at June 30, 2026, management considered the range of forecasted unemployment as well as a number of economic indicators. While some economic indications are showing stabilization or slight improvement, higher levels of inflation, volatile and low levels of consumer confidence, unemployment rate volatility, the interest rate environment, geo-political conflict (including conflict related to tariffs and the conflict between the U.S. and Iran), uncertainty regarding fiscal policy of the current political administration, and continued stress in the commercial real estate sector cause uncertainty to the overall economic environment. Considering these factors, management determined it was appropriate to maintain the existing weighting, and weigh the "most likely" scenario 50% and the "moderate recession" scenario 50% at June 30, 2026. Changes in forecasts, incorporation of an acquired loan portfolio, as well as changes in loan mix resulted in a 10 basis point decrease in the weighted quantitative allowance from December 31, 2025 and a 2 basis point decrease in the weighted quantitative allowance from March 31, 2026.

Qualitative Considerations

Park reviews various internal and external factors to consider the need for any qualitative adjustments to the quantitative model. Factors considered include the following:

  • The nature and volume of Park’s financial assets; the existence, growth, and effect of any concentrations of credit and the volume and severity of past due financial assets, the volume of nonaccrual assets, and the volume and severity of adversely classified or graded assets. Specifically, management considers:
    • Trends (e.g., growth, reduction) in specific categories of the loan portfolio, as well as adjustments to the types of loans offered by Park.
    • Level of and trend in loan delinquencies, troubled loans, commercial watch list loans and nonperforming loans.
    • Level of and trend in new nonaccrual loans.
    • Level of and trend in loan charge-offs and recoveries.
  • Park's lending policies and procedures, including changes in lending strategies, underwriting standards and practices for collections, charge-offs, and recoveries.
  • The quality of Park’s credit review function.
  • The experience, ability, and depth of Park’s lending, investment, collection, and other relevant management and staff.
  • The effect of other external factors such as the regulatory, legal and technological environments; competition; geopolitical conflict; and events such as natural disasters or pandemics.
  • Actual and expected changes in international, national, regional, and local economic and business conditions and developments in the markets in which Park operates that affect the collectability of financial assets.
  • Where the U.S. economy is within a given credit cycle.
  • The extent that there is government assistance (stimulus).
  • Expansion into new markets, including the risks associated with entering new geographic or product markets and the effectiveness of integrating and assimilating underwriting standards, credit administration practices, risk oversight, and portfolio management processes with Park’s existing framework.

Qualitative adjustments amounted to million and million at June 30, 2026 and December 31, 2025, respectively. Significant qualitative adjustments include the following:

  • Helene: Qualitative adjustments included a $635,000 and $561,000 reserve at June 30, 2026 and December 31, 2025, respectively, related to Hurricane Helene which impacted borrowers in Park's Carolina region. This reserve considers the overall population of loans to borrowers in this area. While Helene impacted this region in October 2024, many borrowers are still navigating the insurance claim process and local businesses are waiting to see the full economic impact on tourist season.
  • Special purpose mortgage: Qualitative adjustments included a $2.4 million and $2.3 million reserve at June 30, 2026 and December 31, 2025, respectively, related to several special purpose mortgage loan programs to assist borrowers in attaining home ownership. As of June 30, 2026, the total loans in these special purpose mortgage loan programs totaled million. Delinquency rates within these special purpose mortgage loan programs have become higher than those of Park's traditional 30-year mortgage portfolio loans. These special purpose mortgage loan programs require very little, if any, down payment, and the loan-to-value on these loans are generally at 90% or above. For these reasons, management expects that the PD and LGD related to loans within these programs will be higher than that of Park's standard 30-year portfolio loans and established a qualitative factor related to the increased risk of loss on mortgage loans within these programs.
  • Former First Citizens loans: Qualitative adjustments included a $3.2 million additional reserve at June 30, 2026 related to the newly acquired First Citizens loan portfolio. The qualitative adjustment reflects risks associated with entry into new markets, the integration of credit administration practices, and a lower quantitative reserve compared to legacy segments. Although pre‑acquisition due diligence indicated a risk profile generally consistent with Park’s existing loan portfolio, the quantitative ACL calculated for former First Citizens loans was significantly below that of the legacy portfolio. In order to take into consideration all of these factors, management added an additional 20 bps reserve to the affected loans, or $3.2 million, as of June 30, 2026. Park believes that the resulting reserve on former First Citizens loans is more in line with the legacy portfolio.
  • Expected extension: During the second quarter, management identified one special mention loan that is reasonably expected to be extended beyond its current contractual term. As a result, the allowance at June 30, 2026 included an additional qualitative reserve of $1.2 million related to this $21.3 million loan to account for the expected extension of the loan term.

ACL Activity

The activity in the ACL for the three-month periods ended June 30, 2026 and June 30, 2025 is summarized in the following tables:

Three Months Ended June 30, 2026

View SEC source
(In thousands)Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
ACL:
Beginning balance$17,586$25,872$8,435$30,688$25,743$266
Charge-offs1,44217802,9314,470
Recoveries2401711341,599
Net charge-offs/(recoveries)$1,202$(1)$(54)$1,332
Provision for (recovery of) credit losses3,596333(543)(400)1,5881
Ending balance$19,980$26,205$7,893$30,342$25,999$267

Three Months Ended June 30, 2025

View SEC source
(In thousands)Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
ACL:
Beginning balance$11,408$19,838$8,139$22,749$25,815$181
Charge-offs272681003,5193,959
Recoveries1877847551,728
Net charge-offs/(recoveries)$85$(716)$(7)$45$1,791
(Recovery of) provision for credit losses(220)(55)(381)1,8061,69211
Ending balance$11,103$20,499$7,765$24,510$25,716$192

Six Months Ended June 30, 2026

View SEC source
(In thousands)Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
ACL:
Beginning balance$14,142$18,177$7,709$27,344$25,393$208
Initial allowance-PCD loans4116305801802
Initial allowance-PSL1,2786,8411,7223,75217713,770
Charge-offs2,041371996,6338,910
Recoveries5862381733,013
Net charge-offs/(recoveries)$1,455$14$(8)$26$3,620
Provision for (recovery of) credit losses5,604571(2,126)(908)4,04759
Ending balance$19,980$26,205$7,893$30,342$25,999$267

Six Months Ended June 30, 2025

View SEC source
(In thousands)Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
ACL:
Beginning balance$12,683$19,571$7,125$22,355$26,081$151
Charge-offs573681256,7987,564
Recoveries5247981,1111003,241
Net charge-offs/(recoveries)$49$(730)$(1,111)$25$3,557
(Recovery of) provision for credit losses(1,531)198(471)2,1803,19241
Ending balance$11,103$20,499$7,765$24,510$25,716$192

Note 8 – Loans Held For Sale

Mortgage loans held for sale are carried at their fair value. At June 30, 2026 and at December 31, 2025, respectively, Park had million and million in mortgage loans held for sale. These amounts are included in loans on the Consolidated Condensed Balance Sheets and in the residential real estate loan portfolio segment in Note 6 - Loans, and Note 7 - Allowance for Credit Losses. The contractual balance was $16.0 million and $3.9 million at June 30, 2026 and at December 31, 2025, respectively. The gain expected upon sale was $294,000 and $65,000 at June 30, 2026 and at December 31, 2025, respectively. None of these loans were 90 days or more past due or on nonaccrual status at June 30, 2026 or at December 31, 2025.

Note 9 – Goodwill and Other Intangible Assets

The following table shows the activity in goodwill and other intangible assets for three-month and the six-month periods ended June 30, 2026 and 2025.

(in thousands)GoodwillCore deposit intangible assetOtherintangible assetsTotal
April 1, 2025$3,163
Amortization273
June 30, 2025$2,890
April 1, 2026$35,556$3,585
Acquired goodwill and other intangible assets493
Amortization1,800272
June 30, 2026$33,756$3,313
(in thousands)GoodwillCore deposit intangible assetOtherintangible assetsTotal
December 31, 2024$3,437
Amortization547
June 30, 2025$2,890
December 31, 2025$2,395
Acquired goodwill and other intangible assets34,4403,585142,347
Amortization3,079272
June 30, 2026$33,756$3,313

The First Citizens acquisition was accounted for under the acquisition method of accounting. Assets acquired and liabilities assumed in the acquisition were recorded at their estimated fair values as of the acquisition date. These estimates were recorded based on preliminary valuations, and these estimates, including the initial accounting for deferred taxes, are considered preliminary as of June 30, 2026, and subject to adjustment for up to one year after the acquisition date. During the three months ended June 30, 2026, adjustments were made to goodwill totaling .

In past years, Park evaluated goodwill for impairment during the second quarter, with financial data as of the immediately prior March 31. To align the impairment analysis more closely with year-end, Park is moving its annual goodwill impairment testing to the fourth quarter, starting with fiscal year 2026. Based on the qualitative analysis performed as of April 1, 2025, the Company determined that goodwill for Park's reporting unit, PNB, was not impaired.

Acquired Intangible Assets

The following table shows the balance of acquired intangible assets at June 30, 2026 and at December 31, 2025:

(in thousands)June 30, 2026Gross Carrying AmountJune 30, 2026Accumulated AmortizationDecember 31, 2025Gross Carrying AmountDecember 31, 2025Accumulated Amortization
Other intangible assets:
Core deposit intangible asset$48,896$15,140$14,456$12,061
Customer relationship intangible asset3,585272
Total

The core deposit intangible asset and the customer relationship intangible asset are being amortized, on an accelerated basis, over a period of ten years. Aggregate amortization expense was million and for the three-month periods and million and for the six-month periods ended June 30, 2026 and 2025, respectively.

Estimated amortization expense related to core deposit intangible asset and the customer relationship intangible asset for the remainder of 2026 and the next four years follows:

(in thousands)Core deposit intangible assetCustomer relationship intangible asset
Six months ending December 31, 2026$3,549$326
20276,442592
20285,679527
20294,572462
20303,809396

Note 10 – Investment in Qualified Affordable Housing

Park makes certain equity investments in various limited partnerships that sponsor affordable housing projects. The purposes of these investments are to achieve a satisfactory return on capital, help create affordable housing opportunities, and assist the Company to achieve its goals associated with the Community Reinvestment Act.

The table below details the balances of Park’s affordable housing tax credit investments and related unfunded commitments at June 30, 2026 and December 31, 2025.

(in thousands)June 30, 2026December 31, 2025
Affordable housing tax credit investments$76,411$69,932
Unfunded commitments30,05425,586

Commitments are funded when capital calls are made by the general partner. Park expects that the current commitments will be funded between the remainder of 2026 through 2039.

Park recognized amortization expense of million for each of the three-month periods ended June 30, 2026 and 2025, and million and million, respectively, for the six-month periods ended June 30, 2026 and 2025, which were included within "Income taxes" in the consolidated condensed statements of income. Additionally, during the three months ended June 30, 2026 and 2025, Park recognized tax credits and other benefits from its affordable housing tax credit investments of million and million, and during the six months ended June 30, 2026 and 2025, Park recognized tax credits and other benefits from its affordable housing tax credit investments of million and million, respectively, which were included within "Income taxes" in the consolidated condensed statements of income.

Note 11 – Foreclosed and Repossessed Assets

Park typically transfers a loan to OREO at the time that Park takes deed/title to the real estate property asset. In addition, during the three months ended March 31, 2026, Park acquired $20.3 million of OREO in connection with the acquisition of First Citizens. The carrying amounts of foreclosed real estate properties held at June 30, 2026 and December 31, 2025 are listed

below, as well as the recorded investment of loans secured by residential real estate properties for which formal foreclosure proceedings were in process at those dates.

(in thousands)June 30, 2026December 31, 2025
OREO:
Commercial real estate$111$91
Residential real estate19,725
Construction real estate638
Total OREO$19,836$729
Loans in process of foreclosure:
Residential real estate$3,410$3,932

In addition to real estate, Park may also repossess different types of collateral. As of June 30, 2026 and December 31, 2025, Park had $1.4 million and $0.9 million in other repossessed assets which are included in "Other assets" on the Consolidated Condensed Balance Sheets.

Note 12 – Loan Servicing

Park serviced sold mortgage loans of billion at June 30, 2026, compared to billion at both December 31, 2025 and June 30, 2025. At both June 30, 2026 and December 31, 2025, million of the sold mortgage loans were sold with recourse, compared to million at June 30, 2025. Management closely monitors the delinquency rates on the mortgage loans sold with recourse. At both June 30, 2026 and December 31, 2025, management had established reserves of , to account for expected losses on loan repurchases.

When Park sells mortgage loans with servicing rights retained, these servicing rights are initially recorded at fair value. Park has selected the “amortization method” as permissible within U.S. GAAP, whereby the servicing rights capitalized are amortized in proportion to and over the period of estimated future servicing income with respect to the underlying loan. At the end of each reporting period, the carrying value of MSRs is assessed for impairment with a comparison to fair value. MSRs are carried at the lower of their amortized cost or fair value. The amortization of MSRs is included within "Other service income" in the consolidated condensed statements of income.

Activity for MSRs and the related valuation allowance follows:

(In thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
MSRs:
Carrying amount, net, beginning of period
Additions
Amortization()()()()
Change in valuation allowance(6)(1)(4)
Carrying amount, net, end of period
Valuation allowance:
Beginning of period$4$17$3$19
Change in valuation allowance
End of period$4$23$4$23

Servicing fees included in "Other service income" were million for both the three months ended June 30, 2026 and 2025, respectively, and million for both the six months ended June 30, 2026 and 2025, respectively.

Note 13 - Leases

Park is a lessee in several noncancellable operating lease arrangements, primarily for retail branches, administrative and warehouse buildings, ATMs, and certain office equipment within its Ohio, North Carolina, South Carolina, Kentucky, and Tennessee markets. Certain of these leases contain renewal options for periods ranging from one year to five years. Park’s leases generally do not include termination options for either party to the lease or restrictive financial or other covenants. Payments due under the lease arrangements include fixed payments plus, for many of Park’s real estate leases, variable payments such as Park's proportionate share of property taxes, insurance and common area maintenance.

Park's operating lease ROU asset and lease liability are presented in “Operating lease ROU asset" and "Operating lease liability," respectively, on Park's Consolidated Condensed Balance Sheets. The carrying amounts of Park's ROU asset and lease liability at June 30, 2026 were million and million, respectively. At December 31, 2025, the carrying amounts of Park's ROU asset and lease liability were million and million, respectively. Park's operating lease expense is recorded in "Occupancy expense" on the Company's Consolidated Condensed Statements of Income.

Other information related to operating leases for the three-month and six-month periods ended June 30, 2026 and 2025 follows:

(in thousands)Three Months EndedJune 30, 2026Three Months EndedJune 30, 2025Six Months EndedJune 30, 2026Six Months EndedJune 30, 2025
Lease cost
Operating lease cost$809$657$1,564$1,297
Sublease income
Total lease cost
Other information
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases (1)
Acquired ROU assets and operating lease liabilities2,041
ROU assets obtained in exchange for new operating lease liabilities
Reductions to ROU assets resulting from reductions to lease obligations$()$()$()$()

(1) Includes a tenant improvement allowance of related to the reimbursement of leasehold expenditures for the six-month period ended June 30, 2025.

Park's operating leases had a weighted average remaining term of 8.5 years and 9.3 years at June 30, 2026 and December 31, 2025, respectively. The weighted average discount rate of Park's operating leases was % at both June 30, 2026 and at December 31, 2025.

Undiscounted cash flows included in lease liabilities have expected contractual payments as follows:

(in thousands)June 30, 2026June 30, 2026
Six months ending December 31, 2026$1,584
20273,138
20283,059
20293,060
2030
Thereafter
Total undiscounted minimum lease payments
Present value adjustment()
Total lease liabilities

Note 14 – Repurchase Agreement Borrowings

Securities sold under agreements to repurchase ("repurchase agreements") with customers represent funds deposited by customers, generally on an overnight basis, that are collateralized by investment securities owned by Park. Repurchase agreements with customers are included in "Short-term borrowings" on the Consolidated Condensed Balance Sheets.

All repurchase agreements are subject to terms and conditions of repurchase/security agreements between Park and the customer and are accounted for as secured borrowings. Park's repurchase agreements consist of customer accounts and securities that are pledged on an individual security basis.

At June 30, 2026 and at December 31, 2025, Park's repurchase agreement borrowings totaled $122.4 million and $81.7 million, respectively. These borrowings were collateralized with U.S. Government sponsored entities' asset-backed securities with a fair value of $183.2 million and $110.3 million at June 30, 2026 and at December 31, 2025, respectively. Declines in the value of the collateral would require Park to pledge additional securities. At June 30, 2026 and at December 31, 2025, Park had million and million, respectively, of available unpledged securities.

The table below shows the remaining contractual maturity of repurchase agreements by collateral pledged at June 30, 2026 and at December 31, 2025:

June 30, 2026

View SEC source
(in thousands)Remaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the AgreementsRemaining Contractual Maturity of the Agreements
Overnight and ContinuousUp to 30 days30 - 90 daysGreater than 90 daysTotal
U.S. government sponsored entities' asset-backed securities$122,422$$$$122,422
December 31, 2025
(in thousands)Remaining Contractual Maturity of the Agreements
Overnight and ContinuousUp to 30 days30 - 90 daysGreater than 90 daysTotal
U.S. government sponsored entities' asset-backed securities$81,711$$$$81,711

Note 15 - Subordinated Notes

On February 1, 2026, following the acquisition of First Citizens, Park assumed the role of successor to First Citizens in several Trust Agreements and Junior Subordinated Indentures related to the issuance of subordinated notes. The agreements are summarized in the following paragraphs.

First Citizens Subordinated Notes

In March 2005, First Citizens formed First Citizens (TN) Statutory Trust III ("FC Trust III"), a Delaware statutory trust, that issued million of FC Trust III's floating rate preferred securities (the “FC III Trust Preferred Securities”) to institutional investors. These FC III Trust Preferred Securities qualify as Tier I capital under FRB guidelines. All of the common securities of FC Trust III are owned by Park. The proceeds from the issuance of the common securities and the FC III Trust Preferred Securities were used by FC Trust III to purchase $5.2 million of junior subordinated notes, which, following the cessation of LIBOR on June 30, 2023, carry a floating rate based on three-month CME Term SOFR plus 206 basis points. The junior subordinated notes represent the sole asset of FC Trust III. The FC Trust III Preferred Securities accrue and pay distributions at a floating rate of three-month CME Term SOFR plus 206 basis points per annum. The FC Trust III Trust Preferred Securities are mandatorily redeemable upon maturity of the junior subordinated notes in March 2035, or upon earlier redemption as provided in the junior subordinated notes. The junior subordinated notes purchased by FC Trust III have been available for redemption since March 2010. As specified in the indenture, if the junior subordinated notes are redeemed prior to maturity, the redemption price will be the principal amount, plus any unpaid accrued interest. In accordance with U.S. GAAP, FC Trust III is not consolidated with Park’s financial statements, but rather the subordinated notes are reflected as a liability.

In March 2007, First Citizens formed First Citizens (TN) Statutory Trust IV ("FC Trust IV"), a Delaware statutory trust, that issued million of FC Trust IV's floating rate preferred securities (the “FC IV Trust Preferred Securities”) to institutional investors. These FC IV Trust Preferred Securities qualify as Tier I capital under FRB guidelines. All of the common securities of FC Trust IV are owned by Park. The proceeds from the issuance of the common securities and the FC IV Trust Preferred Securities were used by FC Trust IV to purchase $5.2 million of junior subordinated notes, which, following the cessation of LIBOR on June 30, 2023, carry a floating rate based on three-month CME Term SOFR plus 201 basis points. The junior subordinated notes represent the sole asset of FC Trust IV. The FC Trust IV Preferred Securities accrue and pay distributions at a floating rate of three-month CME Term SOFR plus 201 basis points per annum. The FC Trust IV Trust Preferred Securities are mandatorily redeemable upon maturity of the junior subordinated notes in June 2037, or upon earlier redemption as provided in the junior subordinated notes. The junior subordinated notes purchased by FC Trust IV have been available for redemption since March 2012. As specified in the indenture, if the junior subordinated notes are redeemed prior to maturity, the redemption price will be the principal amount, plus any unpaid accrued interest. In accordance with U.S. GAAP, FC Trust IV is not consolidated with Park’s financial statements, but rather the subordinated notes are reflected as a liability.

Pursuant to First Citizens merger with Southern Heritage Bancshares on October 1, 2014, First Citizens assumed the debentures issued to Southern Heritage Statutory Trust I ("SH Trust I"). In December 2004, Southern Heritage Bancshares formed SH Trust I, a Delaware statutory trust, that issued million of SH Trust I's floating rate preferred securities (the “SH I Trust Preferred Securities”) to institutional investors. These SH I Trust Preferred Securities qualify as Tier I capital under FRB guidelines. All of the common securities of SH Trust I are owned by Park. The proceeds from the issuance of the common securities and the SH I Trust Preferred Securities were used by SH Trust I to purchase $5.2 million of junior subordinated notes, which, following the cessation of LIBOR on June 30, 2023, carry a floating rate based on three-month CME Term SOFR plus 231 basis points. The junior subordinated notes represent the sole asset of SH Trust I. The SH I Preferred Securities accrue and pay distributions at a floating rate of three-month CME Term SOFR plus 231 basis points per annum. The SH Trust I Trust Preferred Securities are mandatorily redeemable upon maturity of the junior subordinated notes in December 2034, or upon earlier redemption as provided in the junior subordinated notes. The junior subordinated notes purchased by SH Trust I have been available for redemption since December 2009. As specified in the indenture, if the junior subordinated notes are redeemed prior to maturity, the redemption price will be the principal amount, plus any unpaid accrued interest. In accordance with U.S. GAAP, SH Trust I is not consolidated with Park’s financial statements, but rather the subordinated notes are reflected as a liability.

Repaid Subordinated Notes

As part of the acquisition of Vision’s parent bank holding company (“Vision Parent”) on March 9, 2007, Park acquired a wholly-owned statutory business trust of Vision Parent (“Trust I”). On December 5, 2005, Trust I issued $15.0 million floating rate preferred securities to institutional investors which it used to purchase $15.5 million of junior subordinated notes from Vision. On September 30, 2025, Park redeemed in full, $15.0 million in trust preferred securities at a redemption price in cash equal to 100% of the principal amount, plus accrued and unpaid interest.

On August 20, 2020, Park completed the issuance and sale of million aggregate principal amount of its 4.50% Fixed-to-Floating Rate Subordinated Notes due 2030 (the "Subordinated Notes"). On September 1, 2025, Park redeemed in full the Subordinated Notes at a redemption price in cash equal to 100% of the principal amount of the Subordinated Notes, plus accrued and unpaid interest.

All of the repayments described in this Note 15 were made using available cash on hand and did not involve any refinancing or issuance of new debt.

Note 16 - Derivatives

Park uses certain derivative financial instruments (or "derivatives") to meet the needs of its customers while managing the interest rate risk associated with certain transactions. Park does not use derivatives for speculative purposes. A summary of derivative financial instruments utilized by Park follows.

Interest Rate Swaps

Park utilizes interest rate swap agreements (or "interest rate swaps") as part of its asset-liability management strategy to help manage its interest rate risk position and as a means to meet the financing, interest rate and other risk management needs of qualifying commercial banking customers. The notional amount of the interest rate swaps does not represent the amount exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements.

In conjunction with the Carolina Alliance acquisition, Park acquired interest rate swaps related to certain commercial loans. Simultaneously with borrowers entering into interest rate swaps, Carolina Alliance entered into offsetting interest rate swaps executed with a third party, such that Carolina Alliance minimized its net interest rate risk exposure resulting from such transactions. These interest rate swaps had a notional amount totaling $12.3 million and $13.1 million at June 30, 2026 and at December 31, 2025, respectively.

While these derivatives represent economic hedges, they do not qualify as hedges for accounting purposes. The aggregate fair value of the interest rate swaps is recorded in "Other assets" and "Other liabilities" with changes in fair value recorded in "Miscellaneous Other Income" and "Miscellaneous Other Expense". During the three-month and six-month periods ended June 30, 2026 and 2025, no net gain or loss was recorded related to these interest rate swaps.

Summary information about Park's interest rate swaps at June 30, 2026 and at December 31, 2025 follows:

(In thousands, except weighted average data)June 30, 2026Loan DerivativesDecember 31, 2025Loan Derivatives
Notional amounts$12,323$13,060
Weighted average pay rates4.550%4.533%
Weighted average receive rates4.550%4.533%
Weighted average maturity (years)4.54.9
Unrealized losses

The following table reflects the interest rate swaps included in the consolidated condensed balance sheets at June 30, 2026 and at December 31, 2025.

(In thousands) · Included in "Other assets": · Loan derivatives - instruments associated with loansMatched interest rate swaps with borrowerJune 30, 2026 · Notional Amount$June 30, 2026 · Notional AmountJune 30, 2026 · Fair Value$June 30, 2026 · Fair ValueDecember 31, 2025 · Notional Amount$December 31, 2025 · Notional AmountDecember 31, 2025 · Fair Value$December 31, 2025 · Fair Value
Matched interest rate swaps with counterparty12,32362013,060548
Total included in "Other assets"$12,323$620$13,060$548
Included in "Other liabilities":
Loan derivatives - instruments associated with loans
Matched interest rate swaps with borrower$12,323$(620)$13,060$(548)
Matched interest rate swaps with counterparty
Total included in "Other liabilities"$12,323$(620)$13,060$(548)

Mortgage Banking Derivatives

Commitments to fund mortgage loans (interest rate locks) to be sold into the secondary market and forward commitments for the future delivery of these mortgage loans are accounted for as free standing derivatives. In order to hedge the change in interest rates resulting from its commitments to fund the loans, the Company enters into forward commitments for the future delivery of mortgage loans when interest rate locks are entered into. These mortgage banking derivatives are not designated as hedge relationships. The fair value of an interest rate lock is recorded at the time the commitment to fund the mortgage loan is executed and is adjusted for the expected exercise of the commitment before the loan is funded. Fair values of these mortgage banking derivatives are estimated based on changes in mortgage interest rates from the date the interest on the loan is locked. Changes in the fair values of these derivatives are included in "Other service income" in the consolidated condensed statements of income.

At June 30, 2026 and at December 31, 2025, Park had $6.9 million and $6.0 million, respectively, of interest rate lock commitments. The fair value of these mortgage banking derivatives was reflected by a derivative asset of and at June 30, 2026 and at December 31, 2025, respectively.

Other Derivatives

In connection with the sale during 2009 of the Class B Visa Inc. shares held by Park, Park entered into a swap agreement with the purchaser of the shares. The swap agreement adjusts for dilution in the conversion ratio of the Class B Visa shares resulting from certain Visa litigation. At June 30, 2026 and December 31, 2025, the fair value of the swap agreement liability of $160,000 and $268,000, respectively, represented an estimate of the exposure based upon probability-weighted potential Visa litigation losses.

Note 17 – Accumulated Other Comprehensive Loss

Other comprehensive income (loss) components, net of tax, are shown in the following table for the three-month and six-month periods ended June 30, 2026 and 2025:

(in thousands)Changes in pension plan assets and benefit obligationsUnrealized (losses) gains on debt securities AFSTotal
Beginning balance at April 1, 2026$19,607$(28,161)$(8,554)
Other comprehensive loss before reclassifications(8,347)()
Net current period other comprehensive loss()()
Ending balance at June 30, 2026$19,607$(36,508)$(16,901)
Beginning balance at April 1, 2025$16,754$(51,413)$(34,659)
Other comprehensive income before reclassifications3,152
Net current period other comprehensive income
Ending balance at June 30, 2025$16,754$(48,261)$(31,507)

The following table provides information concerning amounts reclassified out of accumulated other comprehensive loss for the three-month and six-month periods ended June 30, 2026 and 2025:

(In thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025Affected Line Item in the Consolidated Condensed Statements of Income
Unrealized losses on AFS debt securities
Net gain on the sale of debt securities$()Gain on the sale of debt securities, net
Income before income taxes()Income before income taxes
Income tax effect()Income taxes
Net of income tax benefit$()Net income

Note 18 – Earnings Per Common Share

The following table sets forth the computation of basic and diluted earnings per common share for three months and six months ended June 30, 2026 and 2025.

(In thousands, except common share and per common share data)Three Months Ended June 30, 20262026Three Months Ended June 30, 20262025Six Months Ended June 30, 20262026Six Months Ended June 30, 20262025
Numerator:
Net income
Denominator:
Weighted-average common shares outstanding
Effect of dilutive PBRSUs and TBRSUs
Weighted-average common shares outstanding adjusted for the effect of dilutive PBRSUs and TBRSUs
Earnings per common share:
Basic earnings per common share
Diluted earnings per common share

Park awarded 58,778 PBRSUs and 49,350 PBRSUs to certain employees during the six months ended June 30, 2026 and 2025, respectively. No PBRSUs were awarded during either of the three months ended June 30, 2026 and 2025

On February 1, 2026, Park issued 1,988,131 common shares to complete its acquisition of First Citizens and granted 13,890 TBRSUs to former First Citizens employees. These common shares are included in average common shares outstanding beginning on that date. In total, Park awarded 610 TBRSUs and 14,500 TBRSUs during the three and six months ended June 30, 2026, respectively. No TBRSUs were awarded during the three or six months ended June 30, 2025.

Park repurchased an aggregate of common shares during both the three and six months ended June 30, 2026, and an aggregate of common shares during both the three and six months ended June 30, 2025 to fund the PBRSUs, TBRSUs, and the common shares to be awarded to directors of Park and to directors of Park's subsidiary PNB (and its divisions) as well as pursuant to Park's previously announced stock repurchase authorizations

Note 19 - Share-Based Compensation

The 2017 Employees LTIP was adopted by the Board of Directors of Park on January 23, 2017 and was approved by Park's shareholders at the Annual Meeting of Shareholders on April 24, 2017. The 2017 Employees LTIP made equity-based awards and cash-based awards available for grant to employee participants in the form of incentive stock options, nonqualified stock options, SARs, restricted stock, restricted stock units, other stock-based awards and cash-based awards. Under the 2017 Employees LTIP, 750,000 common shares were authorized to be delivered in connection with grants under the 2017 Employees LTIP. The common shares to be delivered under the 2017 Employees LTIP are to consist of either common shares currently held or common shares subsequently acquired by Park as treasury shares, including common shares purchased in the open market or in private transactions. At June 30, 2026, there were 190,642 common shares subject to PBRSUs and 13,890 common shares subject to TBRSUs issued under the 2017 Employees LTIP, which represented the only awards outstanding under the 2017 Employees LTIP.

The 2026 Employees LTIP was approved by Park's Board of Directors on January 20, 2026 and by Park's shareholders at the Annual Meeting of Shareholders on April 27, 2026. The 2026 Employees LTIP became effective on April 27, 2026, and replaced the 2017 Employees LTIP. Accordingly, no new awards could be granted under the 2017 Employees LTIP after April 27, 2026, although previously granted awards remain outstanding in accordance with their terms. The 2026 Employees LTIP makes equity-based awards and cash-based awards available for grant to eligible employee participants in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards and cash-based awards. Subject to adjustment as provided in the 2026 Employees LTIP, 1,500,000 common shares are authorized for issuance in connection with awards granted under the 2026 Employees LTIP. The 2026 Employees LTIP will terminate on April 27, 2036, unless earlier terminated by Park's Board of Directors; however, no incentive stock option may be granted after January 20, 2036. At June 30, 2026, 1,499,390 common shares were available for future grants under the 2026 Employees LTIP.

The 2017 Non-Employee Directors LTIP was adopted by the Board of Directors of Park on January 23, 2017 and was approved by Park's shareholders at the Annual Meeting of Shareholders on April 24, 2017. The 2017 Non-Employee Directors LTIP made equity-based awards and cash-based awards available for grant to non-employee director participants in the form of nonqualified stock options, SARs, restricted stock, restricted stock units, other stock-based awards, and cash-based awards. Under the 2017 Non-Employee Directors LTIP, 150,000 common shares were authorized to be delivered in connection with grants under the 2017 Non-Employee Directors LTIP. The common shares to be delivered under the 2017 Non-Employee Directors LTIP are to consist of either common shares currently held or common shares subsequently acquired by Park as treasury shares, including common shares purchased in the open market or in private transactions. At June 30, 2026, there were no outstanding awards issued under the 2017 Non-Employee Directors LTIP.

The 2026 Directors LTIP was approved by Park's Board of Directors on January 20, 2026, and by Park's shareholders at the Annual Meeting of Shareholders on April 27, 2026. The 2026 Directors LTIP became effective on April 27, 2026, and replaced the 2017 Non-Employee Directors LTIP. Accordingly, no new awards could be granted under the 2017 Non-Employee Directors LTIP after April 27, 2026, although previously granted awards remain outstanding in accordance with their terms. The 2026 Directors LTIP makes equity-based awards and cash-based awards available for grant to non-employee director participants in the form of nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards and cash-based awards. Subject to adjustment as provided in the 2026 Directors LTIP, 150,000 common shares are authorized for issuance in connection with awards granted under the 2026 Directors LTIP. The 2026 Directors LTIP will terminate on April 27, 2036, unless earlier terminated by Park's Board of Directors. At June 30, 2026, 150,000 common shares were available for future grants under the 2026 Directors LTIP.

During the six months ended June 30, 2026 and 2025, the Compensation Committee of the Board of Directors of Park granted awards of PBRSUs, under the 2017 Employees LTIP, covering an aggregate of 58,778 common shares and 49,350 common shares, respectively, to certain employees of Park and its subsidiaries. No PBRSU awards were granted during either of the three months ended June 30, 2026 and 2025. At June 30, 2026, Park reported 190,642 nonvested PBRSUs. The number of PBRSUs earned or settled will depend on the level of achievement with respect to certain performance criteria over a three-year period. The PBRSUs are also subject to subsequent service-based vesting.

Additionally, on February 1, 2026, Park granted 13,890 TBRSUs to former First Citizens employees under the 2017 Employees LTIP. In total, Park awarded 610 TBRSUs and 14,500 TBRSUs during the three and six months ended June 30, 2026, respectively. No TBRSUs were granted during the three or six months ended June 30, 2025. The number of TBRSUs earned or settled are subject to service-based vesting.

A summary of changes in the common shares subject to nonvested PBRSUs and TBRSUs for the six months ended June 30, 2026 and 2025 follows. PBRSUs herein represent the maximum number of nonvested PBRSUs. The fair value of the PBRSUs and TBRSUs was determined using the quoted price of Park stock on the date of grant.

Line itemCommon shares subject to PBRSUs and TBRSUsWeighted-Average Grant-Date Fair Value
Nonvested at January 1, 2025
Granted49,350
Vested()
Forfeited
Adjustment for performance conditions of PBRSUs (1)
Nonvested at June 30, 2025
Nonvested at January 1, 2026
Granted
Vested()
Forfeited()148.13
Adjustment for performance conditions of PBRSUs (1)
Nonvested at June 30, 2026 (2)

(1) The number of PBRSUs earned depends on the level of achievement with respect to certain performance criteria. Adjustment herein, if any, represents the difference between the maximum number of common shares which could be earned and the actual number earned for those PBRSUs as to which the performance period was completed.

(2) Nonvested amount herein represents the maximum number of nonvested PBRSUs and TBRSUs. As of June 30, 2026, an aggregate of PBRSUs and TBRSUs were expected to vest.

A summary of awards vested during the three months and six months ended June 30, 2026 and 2025 follows:

Line itemThree Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
PBRSUs vested
Common shares withheld to satisfy employee income tax withholding obligations
Net common shares issued1,16230,85732,365

Share-based compensation expense of million and million was recognized for the three-month periods ended June 30, 2026 and 2025, respectively, and share-based compensation expense of million and million was recognized for the six-month periods ended June 30, 2026 and 2025, respectively.

The following table details expected additional share-based compensation expense related to PBRSUs and TBRSUs outstanding at June 30, 2026:

(In thousands)
Six months ending December 31, 2026$4,610
20276,883
20284,193
20291,772
2030279
Total

Note 20 – Benefit Plans

Park has a noncontributory defined benefit pension plan (the "Pension Plan") covering substantially all of its employees. The Pension Plan provides benefits based on an employee’s years of service and compensation.

There were Pension Plan contributions for any of the three-month and six-month periods ended June 30, 2026 or 2025. Additionally, no contributions are expected to be made during the remainder of 2026.

The following table shows the components of net periodic pension benefit income:

(In thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025Affected Line Item in the Consolidated Condensed Statements of Income
Service costEmployee benefits
Interest costOther components of net periodic pension benefit income
Expected return on plan assets(4,035)(3,834)(8,070)(7,668)Other components of net periodic pension benefit income
Recognized prior service cost(30)12(57)24Other components of net periodic pension benefit income
Net periodic pension benefit income$()$()$()$()

Park has entered into Supplemental Executive Retirement Plan Agreements (the “SERP Agreements”) with certain key officers of Park and its subsidiaries which provide defined pension benefits in excess of limits imposed by federal tax law. The expense for the Corporation related to the SERP Agreements for the three months and six months ended June 30, 2026 and 2025 was as follows:

(In thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025Affected Line Item in the Consolidated Condensed Statements of Income
Service cost$182$194$383$388Employee benefits
Interest cost232182442364Miscellaneous expense
Total SERP expense$414$376$825$752

Note 21 – Fair Value

The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that Park uses to measure fair value are as follows:

  • Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that Park has the ability to access as of the measurement date.
  • Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
  • Level 3: Significant unobservable inputs that reflect Park's own assumptions about the assumptions that market participants would use in pricing an asset or liability. This could include the use of internally developed models, financial forecasting and similar inputs.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the balance sheet date. When possible, the Company looks to active and observable markets to price identical assets or liabilities. When identical assets and liabilities are not traded in active markets, the Company looks to observable market data for similar assets and liabilities. However, certain assets and liabilities are not traded in observable markets and Park must use other valuation methods to develop a fair value. The fair value of individually evaluated collateral dependent loans is typically based on the fair value of the underlying collateral, which is estimated through third-party appraisals in accordance with Park's valuation requirements under its commercial and real estate loan policies.

Assets and Liabilities Measured at Fair Value on a Recurring Basis:

The following table presents assets and liabilities measured at fair value on a recurring basis:

Fair Value Measurements at June 30, 2026 using:

View SEC source
(In thousands)Level 1Level 2Level 3Balance at June 30, 2026
Assets
Investment securities:
Obligations of U.S. Government sponsored entities$99,196$99,196
Obligations of states and political subdivisions290,631871291,502
U.S. Government sponsored entities’ asset-backed securities821,094821,094
Collateralized loan obligations29,41629,416
Corporate debt securities13,7787,02120,799
Equity securities21,59745465022,701
Mortgage loans held for sale16,32716,327
Mortgage IRLCs137137
Loan interest rate swaps620620
Liabilities
Fair value swap$160$160
Loan interest rate swaps620620

Fair Value Measurements at December 31, 2025 using:

View SEC source
(In thousands)Level 1Level 2Level 3Balance at December 31, 2025
Assets
Investment securities:
Obligations of states and political subdivisions$211,823$211,823
U.S. Government sponsored entities’ asset-backed securities399,964399,964
Collateralized loan obligations56,14356,143
Corporate debt securities13,3227,41620,738
Equity securities16,86762617,493
Mortgage loans held for sale4,0044,004
Mortgage IRLCs115115
Loan interest rate swaps548548
Liabilities
Fair value swap$268$268
Loan interest rate swaps548548

The following methods and assumptions were used by the Company in determining the fair value of the financial assets and financial liabilities discussed above:

Fair value swap: The fair value of the swap agreement entered into with the purchaser of the Visa Class B shares represents an internally developed estimate of the exposure based upon probability-weighted potential Visa litigation losses and is classified as Level 3.

Interest rate swaps: The fair values of interest rate swaps are based on valuation models using observable market data as of the measurement date (Level 2).

Investment securities: Fair values for investment securities are based on quoted market prices, where available (Level 1). If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments (Level 2). This includes the use of "matrix pricing" to value debt securities absent the exclusive use of quoted prices. For equity securities where quoted prices or market prices of similar securities are not available, fair values are calculated using alternative valuation techniques, based on unobservable inputs (Level 3). For debt securities where quoted prices or market prices of similar securities are not available, fair values are calculated using DCF (Level 3).

Mortgage interest rate lock commitments: Mortgage IRLCs are based on current secondary market pricing and are classified as Level 2.

Mortgage loans held for sale: Mortgage loans held for sale are carried at their fair value. Mortgage loans held for sale are estimated using market prices for similar product types and, therefore, are classified in Level 2.

The following tables present a reconciliation of the beginning and ending balances of the Level 3 inputs for the three-month periods ended June 30, 2026 and 2025, for financial instruments measured on a recurring basis and classified as Level 3:

Level 3 Fair Value Measurements

Three months ended June 30, 2026 and 2025

View SEC source
(In thousands)Debt securitiesEquity securitiesFair valueswap
Balance at April 1, 2026$7,816$636$(100)
Transfer into (out of) level 3, net
Total gains / (losses)
Included in other income / other (expense)14(60)
Included in other comprehensive loss76
Purchases, sales, issuances and settlements, other, net
Balance at June 30, 2026$7,892$650$(160)
Balance at April 1, 2025$6,722$611$(233)
Transfers into (out of) level 3, net
Total gains / (losses)
Included in other income / other (expense)2
Included in other comprehensive income58
Purchases, sales, issuances and settlements, other, net124
Balance at June 30, 2025$6,780$613$(109)

Level 3 Fair Value Measurements

Six months ended June 30, 2026 and 2025

View SEC source
(In thousands)Debt securitiesEquity securitiesFair valueswap
Balance at January 1, 2026$7,416$626$(268)
Acquired900
Transfer into (out of) level 3, net(404)
Total gains / (losses)
Included in other income / other (expense)24(102)
Included in other comprehensive loss(20)
Purchases, sales, issuances and settlements, other, net210
Balance at June 30, 2026$7,892$650$(160)
Balance at January 1, 2025$6,664$603$(103)
Transfers into (out of) level 3, net
Total gains / (losses)
Included in other income / other (expense)10(130)
Included in other comprehensive income116
Purchases, sales, issuances and settlements, other, net124
Balance at June 30, 2025$6,780$613$(109)

One debt security with a fair value of $404,000 as of December 31, 2025, was transferred out of Level 3 and into Level 2, during the six months ended June 30, 2026, because observable market data became available for this investment. Level 3 debt securities consisted of two debt securities at June 30, 2026 and at December 31, 2025, which were valued using a discounted cash flow calculation. Significant unobservable inputs included a credit spread assumption which ranged from 0.75% to 3.67% at June 30, 2026, and ranged from 3.67% to 4.45% at December 31, 2025.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis:

The following methods and assumptions were used by the Company in determining the fair value of assets and liabilities measured at fair value on a nonrecurring basis as described below:

Individually evaluated collateral dependent loans: When a loan is individually evaluated, it is valued at the lower of cost or fair value. Collateral dependent loans which are individually evaluated and carried at fair value have been partially charged off or receive allocations of the allowance for credit losses. For collateral dependent loans, fair value is generally based on real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value. Collateral is then adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the customer and the customer’s business, resulting in a Level 3 fair value classification. Individually evaluated loans are evaluated on a quarterly basis for additional impairment and adjusted accordingly. Additionally, valuations for all collateral dependent loans are updated annually, either through independent valuations by a licensed appraiser or a VOV performed by an internal licensed appraiser, in accordance with Company policy. A VOV can only be used in select circumstances and verifies that the original appraised value has not deteriorated through property inspection, consideration of market conditions, and performance of all valuation methods utilized in a prior valuation.

Loans individually evaluated for impairment include all internally classified commercial nonaccrual loans and accruing collateral dependent loans to borrowers experiencing financial difficulty.

OREO: Assets acquired through or in lieu of loan foreclosure are initially recorded at fair value less costs to sell when acquired. The carrying value of OREO is not re-measured to fair value on a recurring basis, but is subject to fair value adjustments when the carrying value exceeds the fair value, less estimated selling costs. Fair value is based on recent real estate appraisals and is updated at least annually. These appraisals may utilize a single valuation approach or a combination of approaches including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value.

Appraisals for both individually evaluated collateral dependent loans and OREO are performed by licensed appraisers. Appraisals are generally obtained to support the fair value of collateral. In general, there are three types of appraisals received by the Company: real estate appraisals, income approach appraisals, and lot development loan appraisals. These are discussed below:

  • Real estate appraisals typically incorporate measures such as recent sales prices for comparable properties. Appraisers may make adjustments to the sales prices of the comparable properties as deemed appropriate based on the age, condition or general characteristics of the subject property. Management generally applies a 15% discount to real estate appraised values which management expects will cover all disposition costs (including selling costs). This 15% discount is based on historical discounts to appraised values on sold OREO.
  • Income approach appraisals typically incorporate the annual net operating income of the business divided by an appropriate capitalization rate, as determined by the appraiser. Management generally applies a 15% discount to income approach appraised values which management expects will cover all disposition costs (including selling costs).
  • Lot development loan appraisals are typically performed using a DCF analysis. Appraisers determine an anticipated absorption period and a discount rate that takes into account an investor’s required rate of return based on recent comparable sales. Management generally applies a 6% discount to lot development appraised values, which is an additional discount above the net present value calculation included in the appraisal, to account for selling costs.

MSRs: MSRs are carried at the lower of cost or fair value. MSRs do not trade in active, open markets with readily observable prices. For example, sales of MSRs do occur, but precise terms and conditions typically are not readily available. As such, management, with the assistance of a third-party specialist, determines fair value based on the discounted value of the future cash flows estimated to be received. Significant inputs include the discount rate and assumed prepayment speeds. The calculated fair value is then compared to market values where possible to ascertain the reasonableness of the valuation in relation to current market expectations for similar products. Accordingly, MSRs are classified as Level 2.

The following tables present assets and liabilities measured at fair value on a nonrecurring basis. Individually evaluated collateral dependent loans secured by real estate are carried at fair value if they have been charged down to fair value or if a specific valuation allowance has been established. At June 30, 2026 and December 31, 2025, there were no PCD loans carried at fair value. Additionally, there were no accruing, individually evaluated, collateral-dependent loans carried at fair value. A new cost basis is established at the time a property is initially recorded in OREO. OREO properties are carried at fair value if a devaluation has been taken with respect to the property's value subsequent to the initial measurement.

Fair Value Measurements at June 30, 2026 using:

View SEC source
(In thousands)Level 1Level 2Level 3Balance at June 30, 2026
Nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value:
Commercial, financial and agricultural (1)$30$30
Commercial real estate3,0993,099
Construction real estate277277
Residential real estate398398
Total nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value$3,804$3,804
MSRs$29$29
OREO recorded at fair value
Residential real estate19,67819,678
Total OREO recorded at fair value$19,678$19,678

(1) Includes commercial, financial and agricultural loans in which real estate collateral was obtained subsequent to loan origination.

Fair Value Measurements at December 31, 2025 using:

View SEC source
(In thousands)Level 1Level 2Level 3Balance at December 31, 2025
Nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value:
Commercial, financial and agricultural (1)$3,674$3,674
Commercial real estate370370
Residential real estate1717
Total nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value$4,061$4,061
MSRs$35$35

(1) Includes commercial, financial and agricultural loans in which real estate collateral was obtained subsequent to loan origination.

The tables below provide additional detail on those nonaccrual individually evaluated loans which are recorded at fair value as well as the remaining nonaccrual individually evaluated loan portfolio not included above. The remaining nonaccrual individually evaluated loans consist of 1) loans which are not collateral dependent, 2) loans which are not secured by real estate, and 3) loans carried at cost as the fair value of the underlying collateral or the present value of expected future cash flows on each of the loans exceeded the book value for each respective credit.

June 30, 2026

View SEC source
(In thousands)Loan BalancePrior Charge-OffsSpecific Valuation AllowanceCarrying Balance
Total nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value$165$279
Remaining nonaccrual, individually evaluated loans1124,145
Total nonaccrual, individually evaluated loans$277$4,424

December 31, 2025

View SEC source
(In thousands)Loan BalancePrior Charge-OffsSpecific Valuation AllowanceCarrying Balance
Total nonaccrual, individually evaluated, collateral-dependent loans recorded at fair value$4,640$20
Remaining nonaccrual, individually evaluated loans100719
Total nonaccrual, individually evaluated loans$4,740$739

The (expense) income from credit adjustments related to nonaccrual individually evaluated loans carried at fair value was $(0.2) million and $116,000 for the three-month periods ended June 30, 2026 and 2025, respectively and was $(1.4) million and $48,000 for the six-month periods ended June 30, 2026 and 2025, respectively.

MSRs totaled million at June 30, 2026, of which was recorded at fair value and included a valuation allowance of $4,000. The remaining million was recorded at cost, as the fair value exceeded cost at June 30, 2026. At December 31, 2025, MSRs totaled million, of which was recorded at fair value and included a valuation allowance of $3,000. The remaining million was recorded at cost, as the fair value exceeded cost at December 31, 2025. There was expense related to MSRs carried at fair value for the three-month period ended June 30, 2026. The expense related to MSRs carried at fair value was for the three-month period ended June 30, 2025, and was and for the six-month periods ended June 30, 2026 and 2025, respectively.

Total OREO held by Park at June 30, 2026 and December 31, 2025 was $19.8 million and $0.7 million, respectively. There was $19.7 million of OREO held by Park that was carried at fair value due to fair value adjustments made subsequent to the initial OREO measurement at June 30, 2026. At December 31, 2025, there was no OREO held by Park that was carried at fair value due to fair value adjustments made subsequent to the initial OREO measurement. The net expense related to OREO fair value adjustments was $585,000 and $607,000 during the three-month and six-month periods ended June 30, 2026, respectively, and was $60,000 during both the three-month and six-month periods ended June 30, 2025.

The following tables present qualitative information about Level 3 fair value measurements for financial instruments measured at fair value on a nonrecurring basis at June 30, 2026 and December 31, 2025:

June 30, 2026

View SEC source
(In thousands)Fair ValueValuation TechniqueUnobservable Input(s)Range (Weighted Average)
Nonaccrual, individually evaluated, collateral-dependent loans:
Commercial, financial and agricultural$30Sales comparison approachAdj to comparables0.0% - 0.0% (0.0%)
Commercial real estate$3,099Sales comparison approachAdj to comparables0.0% - 26.0% (12.5%)
Income approachCapitalization rate6.0% - 10.0% (6.6%)
Construction real estate$277Sales comparison approachAdj to comparables1.2% - 15.0% (8.1%)
Cost approachEntrepreneurial profit10.0% (10.0%)
Residential real estate$398Sales comparison approachAdj to comparables0.2% - 27.0% (12.0%)
Other real estate owned:
Residential real estate$19,678Sales comparison approachAdj to comparables0.0% - 24.0% (12.0%)
Income approachCapitalization rate5.8% (5.8%)

December 31, 2025

View SEC source
(In thousands)Fair ValueValuation TechniqueUnobservable Input(s)Range (Weighted Average)
Nonaccrual, individually evaluated, collateral-dependent loans:
Commercial, financial and agricultural$3,674Sales comparison approachAdj to comparables5.0% - 46.0% (25.5%)
Commercial real estate$370Sales comparison approachAdj to comparables0.0% - 10.0% (3.8%)
Income approachCapitalization rate10.0% (10.0%)
Residential real estate$17Sales comparison approachAdj to comparables11.9% - 38.9% (25.4%)

Assets Measured at Net Asset Value:

Park's portfolio of Partnership Investments is valued using the NAV practical expedient in accordance with ASC 820.

At June 30, 2026 and at December 31, 2025, Park had Partnership Investments with a NAV of $39.1 million and $39.3 million, respectively. At June 30, 2026 and at December 31, 2025, Park had million and million, respectively, in unfunded commitments related to these Partnership Investments. For the three-month periods ended June 30, 2026 and 2025, Park recognized income of $414,000 and $182,000, respectively, and for the six-month periods ended June 30, 2026 and 2025, Park recognized income (expense) of $920,000 and $(117,000), respectively, related to these Partnership Investments.

Fair Value Balance Sheet:

The fair value of certain financial instruments at June 30, 2026 and at December 31, 2025, was as follows:

June 30, 2026

View SEC source
(In thousands)Carrying valueFair Value MeasurementsLevel 1Fair Value MeasurementsLevel 2Fair Value MeasurementsLevel 3Fair Value MeasurementsTotal fair value
Financial assets:
Cash and money market instruments$580,309$580,309$580,309
Investment securities (1)1,262,0071,254,1157,8921,262,007
Other investment securities (2)22,70121,59745465022,701
Mortgage loans held for sale16,32716,32716,327
Mortgage IRLCs137137137
Individually evaluated loans carried at fair value3,8043,804
Other loans, net9,600,4029,500,574
Loans receivable, net$9,620,670$16,464$9,504,378
Financial liabilities:
Time deposits$1,339,123$1,345,633
Brokered deposits and Bid Ohio CDs40,35940,067
Other4,2104,210
Deposits (excluding demand deposits)$1,383,692$4,210$1,385,700$1,389,910
Short-term borrowings$122,422$122,422
Subordinated notes15,00014,65914,659
Derivative financial instruments - assets:
Loan interest rate swaps$620$620$620
Derivative financial instruments - liabilities:
Fair value swap$160$160$160
Loan interest rate swaps620620620

(1) Includes debt securities AFS.

(2) Excludes FHLB stock and FRB stock which are carried at their respective redemption values, investment securities accounted for at modified cost as these investments do not have a readily determinable fair value, and Partnership Investments valued using the NAV practical expedient.

December 31, 2025

View SEC source
(In thousands)Carrying valueFair Value MeasurementsLevel 1Fair Value MeasurementsLevel 2Fair Value MeasurementsLevel 3Fair Value MeasurementsTotal fair value
Financial assets:
Cash and money market instruments$233,513$233,513$233,513
Investment securities (1)688,668681,2527,416688,668
Other investment securities (2)17,49316,86762617,493
Mortgage loans held for sale4,0044,0044,004
Mortgage IRLCs115115115
Individually evaluated loans carried at fair value4,0614,0614,061
Other loans, net7,950,0897,848,810
Loans receivable, net$7,958,269$4,119$7,852,871
Financial liabilities:
Time deposits$772,952$774,487
Brokered deposits and Bid Ohio CDs17,00017,000
Other1,2161,216
Deposits (excluding demand deposits)$791,168$1,216$791,487$792,703
Short-term borrowings$81,711$81,711
Derivative financial instruments - assets:
Loan interest rate swaps$548$548$548
Derivative financial instruments - liabilities:
Fair value swap$268$268$268
Loan interest rate swaps548548548

(1) Includes debt securities AFS.

(2) Excludes FHLB stock and FRB stock which are carried at their respective redemption values, investment securities accounted for at modified cost as these investments do not have a readily determinable fair value, and Partnership Investments valued using the NAV practical expedient.

Note 22 - Segment Information

Park's chief operating decision maker is Park's Chief Executive Officer and President. While the chief decision maker monitors the operating results of its lines of business, operations are managed and financial performance is evaluated on a consolidated basis. Accordingly, all of the financial service operations are considered by management to be aggregated in reportable operating segment.

The segment is determined by the level of information provided to the chief operating decision maker, who uses such information to review performance of various components of the business, which are then aggregated if operating performance, products, and services are similar. The chief operating decision maker will evaluate the financial performance of Park's business components such as by evaluating interest income, interest expense, other revenue streams, significant expenses, and budget to actual results in assessing Park's segment and in the determination of allocation resources. The chief operating decision maker uses consolidated net income to benchmark Park against its peers. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessment of performance and in establishing compensation. Loans, investments, deposits, and fiduciary income provide the revenues in the banking operation. Interest expense, provisions for credit losses, and payroll/benefits provide the significant expenses in the banking operation. All operations are domestic.

Accounting policies for Park's reportable segment are the same as described in Note 1 - Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements included in Park’s 2025 Form 10-K. Segment performance is evaluated using consolidated net income. Information reported internally for performance assessment by the chief operating decision maker follows, inclusive of reconciliations of significant segment totals to the financial statements.

Note 23 - Revenue from Contracts with Customers

All of Park's revenue from contracts with customers within the scope of ASC 606 is recognized within "Other income" in the Consolidated Condensed Statements of Income. All of Park's operations are considered by management to be aggregated in one reportable segment.

The following table presents the Corporation's sources of other income by revenue stream for the three-month and six-month periods ended June 30, 2026 and June 30, 2025:

Revenue by Operating Segment (in thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025
Income from fiduciary activities
Personal trust and agency accounts
Employee benefit and retirement-related accounts
Investment management and investment advisory agency accounts
Other
Service charges on deposit accounts
NSF fees
DDA charges
Other
Other service income (1)
Credit card
HELOC
Installment
Real estate
Commercial
Debit card fee income
Bank owned life insurance income (2)
ATM fees
Gain on the sale of debt securities, net (2)
Gain on equity securities, net (2)
Other components of net periodic pension benefit income (2)
Miscellaneous (3)
Total other income

(1) "Other Service Income" totaled million and million for the three months ended June 30, 2026 and 2025, respectively. Of this aggregate revenue approximately million was within the scope of ASC 606 for both three-months periods, with the remaining million and million consisting primarily of certain residential real estate loan fees which were out of scope for the three months ended June 30, 2026 and 2025, respectively.

(2) Not within the scope of ASC 606.

(3) "Miscellaneous Income" included brokerage income, safe deposit box rentals, gains/losses on asset sales and miscellaneous bank fees totaling million and million for the three months ended June 30, 2026 and 2025, respectively, all of which were within the scope of ASC 606.

(1) "Other Service Income" totaled million and million for the six months ended June 30, 2026 and 2025, respectively. Of this aggregate revenue approximately million and million was within the scope of ASC 606, with the remaining million and million consisting primarily of certain residential real estate loan fees which were out of scope for the six months ended June 30, 2026 and 2025, respectively.

(2) Not within the scope of ASC 606.

(3) "Miscellaneous Income" included brokerage income, safe deposit box rentals, gains/losses on asset sales and miscellaneous bank fees totaling million and million for the six months ended June 30, 2026 and 2025, respectively, all of which were within the scope of ASC 606.

A description of Park's material revenue streams accounted for under ASC 606 follows:

Income from fiduciary activities (gross): Park earns fiduciary fee income and investment brokerage fees from its contracts with wealth management customers for various fiduciary and investment-related services. These fees are earned over time as the Company provides the contracted monthly and quarterly services and are generally assessed based on the market value of the trust assets.

Service charges on deposit accounts and ATM fees: The Corporation earns fees from the Corporation's deposit customers for transaction-based, account maintenance, and overdraft services. Fees for transaction-based services, which include services such as ATM use fees, stop payment charges, statement rendering fees, and ACH fees, are recognized at the time the transaction is executed as that is the point in time the Corporation fulfills the customer's request. Account maintenance fees, which relate primarily to monthly maintenance, are generally recognized at the end of the month, representing the period over which the Corporation satisfies the performance obligation. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer's account balance.

Other service income: Other service income includes income from (1) the sale and servicing of loans sold to the secondary market, (2) incentive income from third-party credit card issuers, and (3) loan customers for various loan-related activities and services. Income related to the sale and servicing of loans sold to the secondary market is included within "Other service income", but is not within the scope of ASC 606. Services that fall within the scope of ASC 606 are recognized as revenue when the Company satisfies the Company's performance obligation to the customer.

Debit card fee income: Park earns interchange fees from debit cardholder transactions conducted primarily through the Visa payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, net of card network fees, concurrently with the transaction processing services provided to the cardholder.

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

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

Non-U.S. GAAP Financial Measures

This Management's Discussion and Analysis of Financial Condition and Results of Operations (or "MD&A") contains non-U.S. GAAP financial measures where management believes them to be helpful in understanding Park’s results of operations or financial position. Where non-U.S. GAAP financial measures are used, the comparable U.S. GAAP financial measures, as well as the reconciliation from the comparable U.S. GAAP financial measures, can be found herein.

Items Impacting Comparability of Period Results

From time to time, revenue, expenses and/or taxes are impacted by items judged by management of Park to be outside of ordinary banking activities and/or by items that, while they may be associated with ordinary banking activities, are so unusually large that their impact is believed by management of Park at that time to be infrequent or short-term in nature. Most often, these items impacting comparability of period results are due to merger and acquisition activities and revenue and expenses related to former Vision Bank loan relationships. In other cases, they may result from management's decisions associated with significant corporate actions outside of the ordinary course of business.

Even though certain revenue and expense items are naturally subject to more volatility than others due to changes in market and economic environment conditions, as a general rule volatility alone does not result in the inclusion of an item as one impacting comparability of period results. For example, changes in the provision for/(recovery of) credit losses (aside from those related to former Vision Bank loan relationships), gains (losses) on equity securities, net, and asset valuation adjustments, reflect ordinary banking activities and are, therefore, typically excluded from consideration as items impacting comparability of period results.

Management believes the disclosure of items impacting comparability of period results provides a better understanding of Park's performance and trends and allows management to ascertain which of such items, if any, to include or exclude from an analysis of Park's performance; i.e., within the context of determining how that performance differed from expectations, as well as how, if at all, to adjust estimates of future performance taking such items into account.

Items impacting comparability of the results of particular periods are not intended to be a complete list of items that may materially impact current or future period performance.

Calculation of Non-U.S. GAAP Financial Measures

Park's management uses certain non-U.S. GAAP financial measures to evaluate Park's performance. Specifically, management reviews the return on average tangible equity, the return on average tangible assets and pre-tax, pre-provision net income.

Management has included in the tables included within the "Items Impacting Comparability" section of this MD&A information relating to the annualized return on average tangible equity, the annualized return on average tangible assets and pre-tax, pre-provision net income for the three months ended and at June 30, 2026, March 31, 2026, and June 30, 2025 and for the six months ended June 30, 2026 and June 30, 2025. For the purpose of calculating the annualized return on average tangible equity, a non-U.S. GAAP financial measure, net income for each period is divided by average tangible equity during the period. Average tangible equity equals average shareholders' equity during the applicable period less average goodwill and other intangible assets during the applicable period. For the purpose of calculating the annualized return on average tangible assets, a non-U.S. GAAP financial measure, net income for each period is divided by average tangible assets during the period. Average tangible assets equals average assets during the applicable period less average goodwill and other intangible assets during the applicable period. For the purpose of calculating pre-tax, pre-provision net income, a non-U.S. GAAP financial measure, income taxes and the provision for credit losses are added back to net income, in each case during the applicable period.

Management believes that the disclosure of the annualized return on average tangible equity, the annualized return on average tangible assets and pre-provision net income presents additional information to the reader of the condensed consolidated financial statements, which, when read in conjunction with the condensed consolidated financial statements prepared in accordance with U.S. GAAP, assists in analyzing Park's operating performance, ensures comparability of operating performance from period to period, and facilitates comparisons with the performance of Park's peer financial holding companies and bank holding companies, while eliminating certain non-operational effects of acquisitions. In the tables included within the "Items Impacting Comparability" section of this MD&A, Park has provided a reconciliation of average tangible equity from average shareholders' equity, average tangible assets from average assets and pre-tax, pre-provision net income from net income solely for the purpose of complying with SEC Regulation G and not as an indication that the annualized return on average tangible equity, the annualized return on average tangible assets and pre-tax, pre-provision net

income are substitutes for the annualized return on average equity, the annualized return on average assets and net income, respectively, as determined in accordance with U.S. GAAP.

FTE (fully taxable equivalent) Financial Measures

Interest income, yields, and ratios on a FTE basis are considered non-U.S. GAAP financial measures. Management believes net interest income on a FTE basis provides an insightful picture of the interest margin for comparison purposes. The FTE basis also allows management to assess the comparability of revenue arising from both taxable and tax-exempt sources. The FTE basis assumes a federal corporate income tax rate of 21%. In the tables included within the "Items Impacting Comparability" section of this MD&A, Park has provided a reconciliation of FTE interest income solely for the purpose of complying with SEC Regulation G and not as an indication that FTE interest income, yields and ratios are substitutes for interest income, yields and ratios, as determined in accordance with U.S. GAAP.

Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates.

Allowance for Credit Losses: Park believes the determination of the allowance for credit losses involves a higher degree of judgment and complexity than its other significant accounting policies. The allowance for credit losses is calculated with the objective of maintaining a reserve level believed by management to be sufficient to absorb estimated credit losses over the life of an asset or an off-balance sheet credit exposure. Management’s determination of the adequacy of the allowance for credit losses is based on periodic evaluations of past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. However, this evaluation has subjective components requiring material estimates, including expected default probabilities, the expected loss given default, the amounts and timing of expected future cash flows on individually evaluated loans, and estimated losses based on historical loss experience and forecasted economic conditions. All of these factors may be susceptible to significant change. To the extent that actual results differ from management estimates, additional provisions for credit losses may be required that would adversely impact earnings in future periods.

One of the significant judgments impacting the ACL estimate is the economic forecasts for Ohio unemployment, Ohio GDP, and Ohio HPI. These economic forecasts inform the regression model used to calculate cash flows during the reasonable and supportable forecast period. Additionally, multiple economic forecast scenarios are weighted to arrive at the quantitative reserve. Changes in the economic forecast or weighting could significantly affect the estimated credit losses which could potentially lead to materially different allowance levels from one reporting period to the next.

As noted above, in calculating the ACL, management weighs different scenarios, including a baseline (most likely) scenario and an adverse scenario. At June 30, 2026, management applied a 50% weighting to the baseline scenario and applied a 50% weighting to the adverse scenario. To create hypothetical sensitivity analyses, management calculated a quantitative allowance using a 100% weighting applied to a baseline scenario and a quantitative allowance using a 100% weighting applied to an adverse scenario. The adverse scenario assumes among other things that: (1) Russia’s invasion of Ukraine will persist longer than expected. Risk increases that China might block the Taiwan Strait. Business and consumer confidence declines. Declines in European economies and retaliatory tariffs hurt US exports and corporate earnings in subsidiaries. (2) The negotiations between the U.S. and Iran take much longer than expected. Furthermore, the damage to energy infrastructure is worse than expected and takes longer to repair. As a result, the decline in oil prices in the third quarter is less than in the Baseline forecast, to about $98 per barrel for Brent, compared with about $91 in the Baseline forecast. (3) The combination of recession and rising inflation cause the Federal Reserve to lower federal funds rates in Q3 2026 but only slightly below baseline for a couple of quarters. As the recession persists and inflation subsides the Federal Reserve subsequently reduces the federal funds rate more significantly. (4) Europe goes into a recession as increased tariffs lower exports. Populism in Europe rises, raising uncertainties about longevity of the Euro zone and causes financial stress to highly indebted nations, especially Italy. These developments further lower US exports and corporate earnings of foreign subsidiaries of US companies. (5) The tariff rate rises to 15%, more than the 8% in baseline, and it remains there through the end of 2028. There is full and permanent extension of the Tax Cuts and Jobs Act with enhancements included in the One Big Beautiful Bill Act. Growth in Medicaid and food assistance funding is reduced but rising health care costs will keep upward pressure on public health spending and the discretionary non-defense budget is capped below historic average. Defense spending is expected to grow. Tax revenues are lower than in the baseline creating a higher deficit and concerns about national debt level raises uncertainty over the course of tax policy. Though no crisis materializes, business and consumer sentiment is damaged. (6) Recession Q2 2026 and lasts through Q1 2027 and real GDP declines by 2.6%. Unemployment rate rises to a peak of 8.5% in Q3 2027. The stock market falls 35% from Q2 2026 to

Q1 2027. Excluding consideration of qualitative adjustments, this sensitivity analysis would result in a hypothetical increase in Park's ACL of $31.6 million as of June 30, 2026 if only the adverse scenario was used. Excluding consideration of qualitative adjustments, a corresponding $31.6 million decrease in Park's ACL would occur in a hypothetical scenario if only the baseline (most likely) scenario was used.

Refer to the "Credit Metrics and Provision for Credit Losses" section of this MD&A for additional discussion.

Pension Plan: The determination of pension plan obligations and related expenses requires the use of assumptions to estimate the amount of benefits that employees will earn while working, as well as the present value of those benefits. Annual pension income/expense is principally based on four components: (1) the value of benefits earned by employees for working during the year (service cost), (2) the increase in the liability due to the passage of time (interest cost), and (3) other gains and losses, reduced by (4) the expected return on plan assets for our pension plan.

Significant assumptions used to measure our annual pension expense include:

  • the interest rate used to determine the present value of liabilities (discount rate);
  • certain employee-related factors, such as turnover, retirement age and mortality;
  • the expected return on assets in our funded Pension Plan; and
  • the rate of salary increases where benefits are based on earnings.

Our assumptions reflect our historical experience and management’s best judgment regarding future expectations. Due to the significant management judgment involved, our assumptions could have a material impact on the measurement of our Pension Plan income/expense and obligation.

Business Combinations: Business combinations are accounted for by applying the acquisition method. As of acquisition date, the identifiable assets acquired and liabilities assumed are measured at fair value and recognized separately from goodwill. The calculation of the core deposit intangible asset and the fair value of loans are based on significant judgments.

The valuation of core deposit intangibles acquired in business combinations is a critical accounting estimate due to the significant judgment required in estimating deposit attrition, discount rates, the cost of alternative funding sources, and net maintenance costs. These assumptions directly affect the recorded value and amortization of the intangible asset, and changes in assumptions could materially impact future earnings.

The valuation of loans acquired in a business combination is a critical accounting estimate due to the significant judgment required in estimating expected cash flows, credit losses, and discount rates. Following adoption of ASU 2025‑08, acquired loans are accounted for using a gross‑up approach, with expected credit losses recorded as an adjustment to the loan’s amortized cost basis rather than through a day 1 provision for credit loss expense. Determining the acquisition‑date fair value of these loans involves estimating the principal and interest cash flows expected to be collected, considering a number of factors including the remaining contractual life of the loans, delinquency status, estimated prepayment behavior, payment options and other loan features, internal risk grades, estimated values of underlying collateral, and the prevailing interest rate environment. Changes in these assumptions could materially affect future earnings

Acquisition of First Citizens

On February 1, 2026, First Citizens Bancshares, Inc., a Tennessee corporation (“First Citizens”) merged into Park, with Park continuing as the surviving corporation. Immediately following the merger, First Citizens National Bank ("FCNB"), a national banking association and a wholly-owned subsidiary of First Citizens, merged into PNB, with PNB as the surviving bank. FCNB’s former operations now comprise Park’s newly established Tennessee region.

On the acquisition date, First Citizens had $2.6 billion in total assets, $1.6 billion in total loans, and $2.2 billion in total deposits. The acquisition was valued at $324.1 million and resulted in Park issuing 1,988,131 Park common shares as merger consideration in exchange for First Citizens outstanding common stock. For the six months ended June 30, 2026, Park recorded merger-related expenses of $19.6 million associated with the First Citizens acquisition.

The First Citizens acquisition was accounted for under the acquisition method of accounting. Assets acquired and liabilities assumed in the acquisition were recorded at their estimated fair values as of the acquisition date. These estimates were recorded based on preliminary valuations, and these estimates, including the initial accounting for deferred taxes, are considered preliminary as of June 30, 2026, and subject to adjustment for up to one year after the acquisition date. Accordingly, the

preliminary estimates and assumptions are subject to change and the final acquisition accounting may differ materially from the amounts presented herein.

In many cases, the determination of fair value required management to make estimates about discount rates, expected future cash flows, market conditions and other future events that are highly subjective in nature and subject to change. While Park believes that the information available on the acquisition date provided a reasonable basis for estimating fair value, additional information may be obtained during the measurement period that would result in changes to the estimated fair value amounts. The measurement period ends on the earlier of one year after the acquisition date or the date Park concludes that all necessary information about the facts and circumstances that existed as of the acquisition date have been obtained. Management anticipates that facts obtained during the measurement period could result in adjustments to the valuation amounts.

Comparison of Results of Operations

For the Three and Six Months Ended June 30, 2026 and 2025

Summary Discussion of Results

Net income for the three months ended June 30, 2026 of $58.8 million represented a $10.6 million, or 22.1%, increase compared to $48.1 million for the three months ended June 30, 2025. Pre-tax, pre-provision net income for the three months ended June 30, 2026 of $77.4 million represented a $15.2 million, or 24.5%, increase compared to $62.2 million for the three months ended June 30, 2025.

Net income for the six months ended June 30, 2026 of $100.4 million represented a $10.2 million, or 11.3%, increase compared to $90.3 million for the six months ended June 30, 2025. Pre-tax, pre-provision net income for the six months ended June 30, 2026 of $131.8 million represented a $17.6 million, or 15.4%, increase compared to $114.2 million for the six months ended June 30, 2025.

The following discussion provides additional information regarding Park's financial results for the second quarter and first half of 2026.

Overview

The following table reflects Park's net income for the first and second quarters of 2026, for the first half of 2026 and 2025 (the six months ended June 30), and for the year ended December 31, 2025.

(In thousands)Q2 2026Q1 2026Six months YTD 2026Six months YTD 20252025
Net interest income$138,857$125,780$264,637$213,368$437,311
Provision for credit losses4,5752,6727,2473,60911,488
Other income39,54033,72873,26857,932119,881
Other expense100,960105,159206,119157,141324,381
Income before income taxes$72,862$51,677$124,539$110,550$221,323
Income tax expense14,1109,99024,10020,27441,250
Net income$58,752$41,687$100,439$90,276$180,073

Net interest income of $264.6 million for the six months ended June 30, 2026 represented a $51.3 million, or 24.0%, increase compared to $213.4 million for the six months ended June 30, 2025. The increase was a result of a $58.4 million increase in interest income, partially offset by a $7.1 million increase in interest expense. The $58.4 million increase in interest income was due to a $50.5 million increase in interest income on loans and a $7.9 million increase in investment income.

The $50.5 million increase in interest income on loans was primarily the result of a $1.51 billion (or 19.22%) increase in average loans, from $7.88 billion for the six months ended June 30, 2025 to $9.39 billion for the six months ended June 30, 2026, as well as an increase in the yield on loans, which increased 7 basis points to 6.39% for the six months ended June 30, 2026, compared to 6.32% for the six months ended June 30, 2025. Interest income on loans was impacted by the acquisition of First Citizens on February 1, 2026. The newly formed Tennessee region contributed $42.1 million to loan interest income during the six months ended June 30, 2026.

The $7.9 million increase in investment income was primarily the result of a $443.6 million (or 32.78%) increase in average investments, including money market investments, from $1.35 billion for the six months ended June 30, 2025 to $1.80 billion for the six months ended June 30, 2026. This increase was also impacted by an increase in the yield on investments, including money market investments, which increased 8 basis points to 3.54% for the six months ended June 30, 2026, compared to 3.46% for the six months ended June 30, 2025.

The $7.1 million increase in interest expense was due to a $10.9 million increase in interest expense on deposits, partially offset by a $3.8 million decrease in interest expense on borrowings.

The increase in interest expense on deposits was the result of a $1.64 billion (or 28.29%) increase in average on-balance sheet interest bearing deposits from $5.78 billion for the six months ended June 30, 2025, to $7.42 billion for the six months ended June 30, 2026. This increase was partially offset by a decrease in the cost of deposits of 9 basis points, from 1.75% for the six months ended June 30, 2025 to 1.66% for the six months ended June 30, 2026. Interest expense on deposits was impacted by the acquisition of First Citizens which contributed $17.7 million to interest expense on deposits during the six months ended June 30, 2026.

The decrease in interest expense on borrowings was the result of a decrease in the cost of borrowings of 165 basis points, from 3.93% for the six months ended June 30, 2025 to 2.28% for the six months ended June 30, 2026 as well as a $141.0 million (or 52.37%) decrease in average borrowings from $269.2 million for the six months ended June 30, 2025, to $128.2 million for the six months ended June 30, 2026. The balance of average borrowings was impacted by the redemption of subordinated debt. On September 1, 2025, $175.0 million of subordinated debt was repaid, followed by an additional repayment of $15.0 million of subordinated debt on September 30, 2025.

The provision for credit losses of $7.2 million for the six months ended June 30, 2026 represented an increase of $3.6 million, compared to $3.6 million for the six months ended June 30, 2025. Refer to the “Credit Metrics and Provision for Credit Losses” section for additional details regarding the level of the provision for credit losses recognized in each period presented.

Other income of $73.3 million for the six months ended June 30, 2026 represented an increase of $15.3 million, or 26.5%, compared to $57.9 million for the six months ended June 30, 2025. Total other income was impacted by the acquisition of First Citizens which added $6.9 million to total other income for the six months ended June 30, 2026. Refer to the “Other Income” section for additional details regarding the change in other income for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Total other expense of $206.1 million for the six months ended June 30, 2026 represented an increase of $49.0 million compared to $157.1 million for the six months ended June 30, 2025. Included within total other expense were merger-related costs, along with the expanded other expense base that stems from the acquisition of First Citizens. Total other expense for the six months ended 2026 included $19.6 million in merger-related expenses and $24.7 million related to Park's newly formed Tennessee region and other acquired entities. Refer to the “Other Expense” section for additional details regarding the change in other expense for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

The table below provides certain balance sheet information and financial ratios for Park as of or for the six months ended June 30, 2026 and 2025 and the year ended December 31, 2025.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025% change from 12/31/25% change from 6/30/25
Loans9,731,3568,051,2427,963,22120.87%22.20%
Allowance for credit losses110,68692,97389,78519.05%23.28%
Net loans9,620,6707,958,2697,873,43620.89%22.19%
Investment securities1,389,379802,1421,062,52673.21%30.76%
Total assets12,677,0109,805,0139,949,57829.29%27.41%
Total deposits10,670,2848,243,7138,237,76629.44%29.53%
Average assets (1)12,316,81510,107,81610,062,12521.85%22.41%
Efficiency ratio (2)60.65%57.94%57.65%4.68%5.20%
Return on average assets1.64%1.78%1.81%(7.87)%(9.39)%

(1) Average assets for the six months ended June 30, 2026 and 2025 and for the year ended December 31, 2025.

(2) Efficiency ratio is calculated by dividing total other expense by the sum of fully taxable equivalent net interest income and other income. Fully taxable equivalent net interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustments were $1.9 million, $1.3 million and $2.7 million, respectively, for the six months ended June 30, 2026 and 2025 and the year ended December 31, 2025, respectively.

Loans

Loans outstanding at June 30, 2026 were $9.73 billion, compared to (i) $8.05 billion at December 31, 2025, an increase of $1.68 billion, and (ii) $7.96 billion at June 30, 2025, an increase of $1.77 billion. The table below breaks out the change in loans outstanding, by loan type.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Home equity$321,649$241,478$219,450$80,17133.2%$102,19946.6%
Installment1,885,3271,843,4941,889,96241,8332.3%(4,635)(0.2)%
Real estate1,611,2261,482,7281,495,477128,4988.7%115,7497.7%
Commercial5,908,3544,481,5194,355,6381,426,83531.8%1,552,71635.6%
Other4,8002,0232,6942,777137.3%2,10678.2%
Total loans$9,731,356$8,051,242$7,963,221$1,680,11420.9%$1,768,13522.2%

Excluding loans outstanding in Park's newly formed Tennessee region, loans outstanding at June 30, 2026 were $8.14 billion, compared to (i) $8.05 billion at December 31, 2025, an increase of $93.7 million, and (ii) $7.96 billion at June 30, 2025, an increase of $181.7 million. The table below breaks out the change in loans outstanding, by loan type.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Home equity$253,965$241,478$219,450$12,4875.2%$34,51515.7%
Installment1,867,3941,843,4941,889,96223,9001.3%(22,568)(1.2)%
Real estate1,428,7581,482,7281,495,477(53,970)(3.6)%(66,719)(4.5)%
Commercial4,591,8254,481,5194,355,638110,3062.5%236,1875.4%
Other3,0132,0232,69499048.9%31911.8%
Total loans$8,144,955$8,051,242$7,963,221$93,7131.2%$181,7342.3%

Park's allowance for credit losses was $110.7 million at June 30, 2026, compared to $93.0 million at December 31, 2025, an increase of $17.7 million, or 19.1%. Refer to the “Credit Metrics and Provision for Credit Losses” section for additional information regarding Park's loan portfolio and the level of provision for credit losses recognized in each period presented.

Deposits

Total deposits at June 30, 2026 were $10.67 billion, compared to (i) $8.24 billion at December 31, 2025, an increase of $2.43 billion and (ii) $8.24 billion at June 30, 2025, an increase of $2.43 billion. Total deposits including off balance sheet deposits at June 30, 2026 were $10.67 billion, compared to (i) $8.35 billion at December 31, 2025, an increase of $2.32 billion and (ii) $8.49 billion at June 30, 2025, an increase of $2.18 billion.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Non-interest bearing deposits$3,084,889$2,656,093$2,620,106$428,79616.1%$464,78317.7%
Transaction accounts3,096,4862,032,4972,034,7421,063,98952.3%1,061,74452.2%
Savings3,109,4272,765,1712,777,634344,25612.4%331,79311.9%
Certificates of deposit1,339,123772,952777,284566,17173.2%561,83972.3%
Brokered and bid CD deposits40,35917,00028,00023,359137.4%12,35944.1%
Total deposits$10,670,284$8,243,713$8,237,766$2,426,57129.4%$2,432,51829.5%
Off balance sheet deposits$105,265$255,086(105,265)(100.0)%(255,086)(100.0)%
Total deposits including off balance sheet deposits$10,670,284$8,348,978$8,492,8522,321,30627.8%2,177,43225.6%

Excluding total deposits in Park's newly formed Tennessee region, total deposits at June 30, 2026 were $8.51 billion, compared to (i) $8.24 billion at December 31, 2025, an increase of $270.6 million and (ii) $8.24 billion at June 30, 2025, an increase of $276.5 million. Total deposits, excluding total deposits in Park's newly formed Tennessee region, including off balance sheet deposits at June 30, 2026 were $8.51 billion, compared to (i) $8.35 billion at December 31, 2025, an increase of $165.3 million and (ii) $8.49 billion at June 30, 2025, an increase of $21.4 million.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Non-interest bearing deposits$2,715,739$2,656,093$2,620,106$59,6462.2%$95,6333.6%
Transaction accounts2,139,2102,032,4972,034,742106,7135.3%104,4685.1%
Savings2,943,5452,765,1712,777,634178,3746.5%165,9116.0%
Certificates of deposit715,784772,952777,284(57,168)(7.4)%(61,500)(7.9)%
Brokered and bid CD deposits17,00028,000(17,000)(100.0)%(28,000)(100.0)%
Total deposits$8,514,278$8,243,713$8,237,766$270,5653.3%$276,5123.4%
Off balance sheet deposits$105,265$255,086(105,265)(100.0)%(255,086)(100.0)%
Total deposits including off balance sheet deposits$8,514,278$8,348,978$8,492,852165,3002.0%21,4260.3%

In order to manage the impact of deposit growth on its balance sheet, Park utilized a program where certain deposit balances were transferred off balance sheet while maintaining the customer relationship. Park is able to increase or decrease the amount of deposit balances transferred off balance sheet based on its balance sheet management strategies and liquidity needs.

The table below breaks out the change in deposit balances, including off balance sheet deposits, by deposit type, for Park.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Retail deposits$5,276,832$4,081,871$4,024,571$1,194,96129.3%$1,252,26131.1%
Commercial deposits5,351,4064,144,8424,185,1951,206,56429.1%1,166,21127.9%
Brokered and bid CD deposits40,28217,00028,00023,282137.0%12,28243.9%
Purchase accounting1,7641,764N.M.1,764N.M.
Total deposits$10,670,284$8,243,713$8,237,766$2,426,57129.4%$2,432,51829.5%
Off balance sheet deposits105,265255,086(105,265)(100.0)%(255,086)(100.0)%
Total deposits including off balance sheet deposits$10,670,284$8,348,978$8,492,852$2,321,30627.8%$2,177,43225.6%
Total deposits including off balance sheet deposits excluding Brokered and bid CD deposits$10,630,002$8,331,978$8,464,852$2,298,02427.6%$2,165,15025.6%
Noninterest bearing deposits to total deposits28.9%32.2%31.8%

During the six months ended June 30, 2026, total deposits including off balance sheet deposits increased by $2.32 billion, or 27.8%. This increase consisted of a $1.21 billion increase in total commercial deposits, a $1.19 billion increase in retail deposits and a $23.3 million increase in brokered and bid CD deposits, partially offset by a $105.3 million decrease in off balance sheet deposits. The majority of off balance sheet deposits are commercial and thus impact the change in commercial deposits as the deposits are moved on or off the balance sheet.

Included in the total commercial deposits and off balance sheet deposits shown in the previous tables are public fund deposits. These balances fluctuate based on seasonality and the cycle of collection and remittance of tax funds. Public funds are also included in Bid Ohio CDs. The following table details the change in public funds held on and off Park's balance sheet.

(Dollars in thousands)June 30, 2026December 31, 2025June 30, 2025$ change from 12/31/25% change from 12/31/25$ change from 6/30/25% change from 6/30/25
Public funds included in commercial deposits$1,791,810$1,320,070$1,579,102$471,74035.7%$212,70813.5%
Bid Ohio CDs17,00028,000$(17,000)(100.0)%$(28,000)(100.0)%
Total public fund deposits$1,791,810$1,337,070$1,607,102$454,74034.0%$184,70811.5%
Cost of public fund deposits (1)1.91%1.94%1.97%
Cost of total interest bearing deposits (1)1.66%1.71%1.75%

1 Cost of funds for the six months ended June 30, 2026 and 2025 and for the year ended December 31, 2025.

As of June 30, 2026, Park had approximately $2.3 billion of uninsured deposits, which was 21.5% of total deposits. Uninsured deposits of $2.3 billion included $699 million of deposits that were over $250,000, but were fully collateralized by Park's investment securities portfolio.

Net Interest Income

Park’s principal source of earnings is net interest income, the difference between total interest income and total interest expense. Net interest income results from average balances outstanding for interest earning assets and interest bearing liabilities in conjunction with the average rates earned and paid on them.

Comparison for the Second Quarters of 2026 and 2025

Net interest income increased by $29.9 million, or 27.4%, to $138.9 million for the second quarter of 2026, compared to $109.0 million for the second quarter of 2025. See the discussion under the table below.

(Dollars in thousands)Three months ended June 30, 2026AveragebalanceThree months ended June 30, 2026InterestThree months ended June 30, 2026Taxequivalent yield/costThree months ended June 30, 2025AveragebalanceThree months ended June 30, 2025InterestThree months ended June 30, 2025Taxequivalent yield/cost
Loans (1)$9,691,723$155,0616.42%$7,922,263$125,8186.37%
Taxable investments1,096,4099,3203.41%851,1856,6933.15%
Tax-exempt investments (2)269,2762,6874.00%223,8711,9033.41%
Money market instruments607,2636,1924.09%254,6972,7574.34%
Interest earning assets$11,664,671$173,2605.96%$9,252,016$137,1715.95%
Interest bearing deposits$7,718,858$32,6391.70%$5,768,900$24,8761.73%
Short-term borrowings121,2766001.99%79,2413001.52%
Long-term debt15,0002316.18%189,8472,3294.92%
Interest bearing liabilities$7,855,134$33,4701.71%$6,037,988$27,5051.83%
Excess interest earning assets$3,809,537$3,214,028
Tax equivalent net interest income$139,790$109,666
Net interest spread4.25%4.12%
Net interest margin4.81%4.75%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $369,000 for the three months ended June 30, 2026 and $275,000 for the same period of 2025.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $564,000 for the three months ended June 30, 2026 and $400,000 for the same period of 2025.

Average interest earning assets for the second quarter of 2026 increased by $2.41 billion, or 26.1%, to $11.66 billion for the second quarter of 2026, compared to $9.25 billion for the second quarter of 2025. The average yield on interest earning assets increased by 1 basis points to 5.96% for the second quarter of 2026, compared to 5.95% for the second quarter of 2025.

Average interest bearing liabilities for the second quarter of 2026 increased by $1.82 billion, or 30.1%, to $7.86 billion, compared to $6.04 billion for the second quarter of 2025. The average cost of interest bearing liabilities decreased by 12 basis points to 1.71% for the second quarter of 2026, compared to 1.83% for the second quarter of 2025.

Interest income and interest expense for the three months ended June 30, 2026 and June 30, 2025, included purchase accounting accretion on loans and deposits, as well as payments received on former Vision Bank impaired loan relationships, some of which were participated with PNB. The tables below show the impact of these items on interest earning assets and interest bearing liabilities.

Three months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalanceInterestPurchase accounting accretionPayments on former Vision relationshipsAdjusted InterestTaxequivalent yield/cost
Loans (1)$9,691,723$155,061$738$154,3236.38%
Taxable investments1,096,4099,3209,3203.41%
Tax-exempt investments (2)269,2762,6872,6874.00%
Money market instruments607,2636,1926,1924.09%
Interest earning assets$11,664,671$173,260$738$172,5225.92%
Interest bearing deposits$7,718,858$32,639$(1,409)$34,0481.77%
Short-term borrowings121,2766006001.99%
Long-term debt15,0002312316.18%
Interest bearing liabilities$7,855,134$33,470$(1,409)$34,8791.78%
Excess interest earning assets$3,809,537
Tax equivalent net interest income$139,790$2,147$137,643
Net interest spread4.14%
Net interest margin4.73%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $369,000 for the three months ended June 30, 2026.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $564,000 for the three months ended June 30, 2026.

Three months ended June 30, 2025

View SEC source
(Dollars in thousands)AveragebalanceInterestPurchase accounting accretionPayments on former Vision relationshipsAdjusted InterestTaxequivalent yield/cost
Loans (1)$7,922,263$125,818$168$1,006$124,6446.31%
Taxable investments851,1856,6936,6933.15%
Tax-exempt investments (2)223,8711,9031,9033.41%
Money market instruments254,6972,7572,7574.34%
Interest earning assets$9,252,016$137,171$168$1,006$135,9975.90%
Interest bearing deposits$5,768,900$24,87624,8761.73%
Short-term borrowings79,2413003001.52%
Long-term debt189,8472,3292,3294.92%
Interest bearing liabilities$6,037,988$27,505$27,5051.83%
Excess interest earning assets$3,214,028
Tax equivalent net interest income$109,666$168$1,006$108,492
Net interest spread4.07%
Net interest margin4.70%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $275,000 for the three months ended June 30, 2025.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $400,000 for the three months ended June 30, 2025.

Yield on Loans: Average loan balances increased $1.77 billion, or 22.3%, to $9.69 billion for the second quarter of 2026, compared to $7.92 billion for the second quarter of 2025. The average yield on the loan portfolio increased by 5 basis points to 6.42% for the second quarter of 2026, compared to 6.37% for the second quarter of 2025.

The table below shows the average balance and tax equivalent yield by type of loan for the three months ended June 30, 2026 and 2025.

(Dollars in thousands)Three months ended June 30, 2026AveragebalanceThree months ended June 30, 2026Taxequivalent yieldThree months ended June 30, 2025AveragebalanceThree months ended June 30, 2025Taxequivalent yield
Home equity loans$317,7006.80%$214,1607.46%
Installment loans1,879,7447.06%1,892,6656.88%
Real estate loans1,617,7465.96%1,480,9165.47%
Commercial loans (1)5,867,0686.32%4,331,6476.40%
Other9,4652.96%2,87510.58%
Total loans before allowance$9,691,7236.42%$7,922,2636.37%

(1) Commercial loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $369,000 for the three months ended June 30, 2026 and $275,000 for the same period of 2025.

Interest income for the three months ended June 30, 2026 and June 30, 2025, included purchase accounting accretion on loans, as well as payments received on former Vision Bank impaired loan relationships, some of which were participated with PNB. The tables below show the impact on the tax equivalent yield by type of loan excluding the impact of these items.

Three months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionPayments on former Vision relationshipsTaxequivalent yield
Home equity loans$317,700$536.72%
Installment loans1,879,7441617.03%
Real estate loans1,617,746715.94%
Commercial loans (1)5,867,0684536.27%
Other9,4652.96%
Total loans before allowance$9,691,723$7386.38%

Three months ended June 30, 2025

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionPayments on former Vision relationshipsTaxequivalent yield
Home equity loans$214,160$197.42%
Installment loans1,892,6656.88%
Real estate loans1,480,9165.47%
Commercial loans (1)4,331,6471491,0066.29%
Other2,87510.58%
Total loans before allowance$7,922,263$168$1,0066.31%

(1) Commercial loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $369,000 for the three months ended June 30, 2026 and $275,000 for the same period of 2025.

Cost of Deposits: Average interest bearing deposit balances increased $1.95 billion, or 33.8%, to $7.72 billion for the second quarter of 2026, compared to $5.77 billion for the second quarter of 2025. The average cost of funds on deposit balances decreased by 3 basis points to 1.70% for the second quarter of 2026, compared to 1.73% for the second quarter of 2025. The table below shows for the three months ended June 30, 2026 and 2025, the average balance and cost of funds by type of deposit.

(Dollars in thousands)Three months ended June 30, 2026AveragebalanceThree months ended June 30, 2026Cost of fundsThree months ended June 30, 2025AveragebalanceThree months ended June 30, 2025Cost of funds
Transaction accounts$3,190,4891.58%$2,141,0271.42%
Savings deposits and clubs3,126,9711.40%2,832,5761.63%
Time deposits1,357,0762.54%767,6602.89%
Brokered/bid CD deposits44,3224.77%27,6374.21%
Total interest bearing deposits$7,718,8581.70%$5,768,9001.73%

Interest expense for the three months ended June 30, 2026 included purchase accounting accretion on deposits. The table below shows the impact on the tax equivalent yield by type of deposit excluding the impact of these items. There was no purchase accounting accretion on deposits for the three months ended June 30, 2025.

Three months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionCost of funds
Transaction accounts$3,190,4891.58%
Savings deposits and clubs3,126,9711.40%
Time deposits1,357,076(1,400)2.96%
Brokered/bid CD deposits44,322(9)4.87%
Total interest bearing deposits$7,718,858$(1,409)1.77%

Comparison for the First Half of 2026 and 2025

Net interest income increased by $51.3 million, or 24.0%, to $264.6 million for the first half of 2026, compared to $213.4 million for the first half of 2025. See the discussion under the table below.

(Dollars in thousands)Six months ended June 30, 2026AveragebalanceSix months ended June 30, 2026InterestSix months ended June 30, 2026Taxequivalent yield/costSix months ended June 30, 2025AveragebalanceSix months ended June 30, 2025InterestSix months ended June 30, 2025Taxequivalent yield/cost
Loans (1)$9,392,367$297,4976.39%$7,877,994$246,7366.32%
Taxable investments967,96115,1643.16%869,28113,8233.21%
Tax-exempt investments (2)285,6055,5043.89%213,2743,5093.32%
Money market instruments543,31910,8574.03%270,7675,9104.40%
Interest earning assets$11,189,252$329,0225.93%$9,231,316$269,9785.90%
Interest bearing deposits$7,416,819$61,0201.66%$5,781,338$50,0821.75%
Short-term borrowings114,3061,0671.88%79,3885911.50%
Long-term debt13,9123805.50%189,7824,6554.95%
Interest bearing liabilities$7,545,037$62,4671.67%$6,050,508$55,3281.84%
Excess interest earning assets$3,644,215$3,180,808
Tax equivalent net interest income$266,555$214,650
Net interest spread4.26%4.06%
Net interest margin4.80%4.69%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $763,000 for the six months ended June 30, 2026 and $545,000 for the same period of 2025.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $1.2 million for the six months ended June 30, 2026 and $737,000 for the same period of 2025.

Average interest earning assets for the first half of 2026 increased by $1.96 billion, or 21.2%, to $11.19 billion for the first half of 2026, compared to $9.23 billion for the first half of 2025. The average yield on interest earning assets increased by 3 basis points to 5.93% for the first half of 2026, compared to 5.90% for the first half of 2025.

Average interest bearing liabilities for the first half of 2026 increased by $1.49 billion, or 24.7%, to $7.55 billion, compared to $6.05 billion for the first half of 2025. The average cost of interest bearing liabilities decreased by 17 basis points to 1.67% for the first half of 2026, compared to 1.84% for the first half of 2025.

Interest income and interest expense for the six months ended June 30, 2026 and June 30, 2025, included purchase accounting accretion on loans and deposits, as well as payments received on former Vision Bank impaired loan relationships, some of which were participated with PNB. The tables below show the impact of these items on interest earning assets and interest bearing liabilities.

Six months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalanceInterestPurchase accounting accretionPayments on former Vision relationshipsAdjusted InterestTaxequivalent yield/cost
Loans (1)$9,392,367$297,497$151$396$296,9506.37%
Taxable investments967,96115,16415,1643.16%
Tax-exempt investments (2)285,6055,5045,5043.89%
Money market instruments543,31910,85710,8574.03%
Interest earning assets$11,189,252$329,022$151$396$328,4755.91%
Interest bearing deposits$7,416,819$61,020$(2,808)$63,8281.74%
Short-term borrowings114,3061,0671,0671.88%
Long-term debt13,9123803805.50%
Interest bearing liabilities$7,545,037$62,467$(2,808)$65,2751.75%
Excess interest earning assets$3,644,215
Tax equivalent net interest income$266,555$2,959$396$263,200
Net interest spread4.16%
Net interest margin4.74%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $763,000 for the six months ended June 30, 2026.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $1.2 million for the six months ended June 30, 2026.

Six months ended June 30, 2025

View SEC source
(Dollars in thousands)AveragebalanceInterestPurchase accounting accretionPayments on former Vision relationshipsAdjusted InterestTaxequivalent yield/cost
Loans (1)$7,877,994$246,736$343$2,025$244,3686.25%
Taxable investments869,28113,82313,8233.21%
Tax-exempt investments (2)213,2743,5093,5093.32%
Money market instruments270,7675,9105,9104.40%
Interest earning assets$9,231,316$269,978$343$2,025$267,6105.85%
Interest bearing deposits$5,781,338$50,08250,0821.75%
Short-term borrowings79,3885915911.50%
Long-term debt189,7824,6554,6554.95%
Interest bearing liabilities$6,050,508$55,328$55,3281.84%
Excess interest earning assets$3,180,808
Tax equivalent net interest income$214,650$343$2,025$212,282
Net interest spread4.01%
Net interest margin4.64%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $545,000 for the six months ended June 30, 2025.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $737,000 for the six months ended June 30, 2025.

Yield on Loans: Average loan balances increased $1.51 billion, or 19.2%, to $9.39 billion for the first half of 2026, compared to $7.88 billion for the first half of 2025. The average yield on the loan portfolio increased by 7 basis points to 6.39% for the first half of 2026, compared to 6.32% for the first half of 2025.

The table below shows the average balance and tax equivalent yield by type of loan for the six months ended June 30, 2026 and 2025.

(Dollars in thousands)Six months ended June 30, 2026AveragebalanceSix months ended June 30, 2026Taxequivalent yieldSix months ended June 30, 2025AveragebalanceSix months ended June 30, 2025Taxequivalent yield
Home equity loans$303,1316.79%$210,2907.46%
Installment loans1,864,8797.09%1,901,6716.83%
Real estate loans1,603,0435.90%1,467,2625.42%
Commercial loans (1)5,613,5626.27%4,295,4186.33%
Other7,7523.71%3,3539.35%
Total loans before allowance$9,392,3676.39%$7,877,9946.32%

(1) Commercial loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $763,000 for the six months ended June 30, 2026 and $545,000 for the same period of 2025.

Interest income for the six months ended June 30, 2026 and June 30, 2025, included purchase accounting accretion on loans, as well as payments received on former Vision Bank impaired loan relationships, some of which were participated with PNB. The tables below show the impact on the tax equivalent yield by type of loan excluding the impact of these items.

Six months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionPayments on former Vision relationshipsTaxequivalent yield
Home equity loans$303,131$676.73%
Installment loans1,864,8792727.06%
Real estate loans1,603,043935.89%
Commercial loans (1)5,613,562(281)3966.26%
Other7,7523.71%
Total loans before allowance$9,392,367$151$3966.37%

Six months ended June 30, 2025

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionPayments on former Vision relationshipsTaxequivalent yield
Home equity loans$210,290$377.42%
Installment loans1,901,6716.83%
Real estate loans1,467,2625.42%
Commercial loans (1)4,295,4183062,0256.22%
Other3,3539.35%
Total loans before allowance$7,877,994$343$2,0256.25%

(1) Commercial loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $763,000 for the six months ended June 30, 2026 and $545,000 for the same period of 2025.

Cost of Deposits: Average interest bearing deposit balances increased $1.64 billion, or 28.3%, to $7.42 billion for the first half of 2026, compared to $5.78 billion for the first half of 2025. The average cost of funds on deposit balances decreased by 9 basis points to 1.66% for the first half of 2026, compared to 1.75% for the first half of 2025. The table below shows for the six months ended June 30, 2026 and 2025, the average balance and cost of funds by type of deposit.

(Dollars in thousands)Six months ended June 30, 2026AveragebalanceSix months ended June 30, 2026Cost of fundsSix months ended June 30, 2025AveragebalanceSix months ended June 30, 2025Cost of funds
Transaction accounts$3,000,3441.53%$2,134,8351.42%
Savings deposits and clubs3,104,7651.40%2,818,6091.61%
Time deposits1,270,7432.50%757,0852.95%
Brokered/bid CD deposits40,9674.38%70,8094.35%
Total interest bearing deposits$7,416,8191.66%$5,781,3381.75%

Interest expense for the six months ended June 30, 2026 included purchase accounting accretion on deposits. The table below shows the impact on the tax equivalent yield by type of deposit excluding the impact of these items. There was no purchase accounting accretion on deposits for the six months ended June 30, 2025.

Six months ended June 30, 2026

View SEC source
(Dollars in thousands)AveragebalancePurchase accounting accretionCost of funds
Transaction accounts$3,000,3441.53%
Savings deposits and clubs3,104,7651.40%
Time deposits1,270,743(2,790)2.95%
Brokered/bid CD deposits40,967(18)4.48%
Total interest bearing deposits$7,416,819$(2,808)1.74%

Yield on Average Interest Earning Assets: The following table shows the tax equivalent yield on average interest earning assets for the six months ended June 30, 2026 and for the years ended December 31, 2025, 2024 and 2023.

Loans (1)Investments (2)Money Market InstrumentsTotal
2023 - year5.55%3.73%5.00%5.18%
2024 - year6.14%3.74%5.16%5.78%
2025 - year6.33%3.10%4.29%5.90%
2026 - first six months6.39%3.32%4.03%5.93%

(1) Loan interest income includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $763,000 for the six months ended June 30, 2026, and $1.1 million, $964,000 and $811,000 for the years ended December 31, 2025, 2024 and 2023, respectively.

(2) Interest income on tax-exempt investment securities includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustment was $1.2 million for the six months ended June 30, 2026, and $1.5 million, $1.5 million and $2.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Cost of Average Interest Bearing Liabilities: The following table shows the cost of funds on average interest bearing liabilities for the six months ended June 30, 2026 and for the years ended December 31, 2025, 2024 and 2023.

Interest bearing depositsShort-term borrowingsLong-term debtTotal
2023 - year1.52%2.58%4.97%1.67%
2024 - year1.97%2.60%4.98%2.08%
2025 - year1.71%1.45%4.91%1.77%
2026 - first six months1.66%1.88%5.50%1.67%

Credit Metrics and Provision for Credit Losses

The provision for credit losses is the amount subtracted from/added to the allowance for credit losses to ensure the allowance is sufficient to absorb estimated credit losses over the life of a loan. The amount of the provision for credit losses is determined by management based on relevant information about past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets.

The table below provides additional information on the provision for credit losses and the ACL for the three-month and six-month periods ended June 30, 2026 and 2025.

(Dollars in thousands)Three Months Ended June 30, 2026Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Allowance for credit losses:
Beginning balance$108,590$88,130$92,973$87,966
First Citizens - Day 1 ACL15,573
Charge-offs4,4703,9598,9107,564
Recoveries1,9912,7613,8035,774
Net charge-offs2,4791,1985,1071,790
Provision for credit losses4,5752,8537,2473,609
Ending balance$110,686$89,785$110,686$89,785
Net charge-offs as a % of average loans (annualized)0.10%0.06%0.11%0.05%

As part of the acquisition of First Citizens, Park recorded a day 1 allowance for credit losses of $15.6 million related to the acquired First Citizens loan portfolio.

Net charge-offs were $2.5 million or 0.10% annualized, of total average loans, for the three months ended June 30, 2026, compared to $1.2 million or 0.06% annualized, of total average loans, for the three months ended June 30, 2025. Net charge-offs were $5.1 million or 0.11% annualized, of total average loans, for the six months ended June 30, 2026, compared to $1.8 million or 0.05% annualized, of total average loans, for the six months ended June 30, 2025. Included in recoveries for the three months ended June 30, 2025 were $717,000 of recoveries related to former Vision Bank loan relationships compared to no such recoveries for the three months ended June 30, 2026. Included in recoveries for the six months ended June 30, 2025 were $1.8 million of recoveries related to former Vision Bank loan relationships compared to $7,000 of such recoveries for the six months ended June 30, 2026.

The following table provides additional information related to the allowance for credit losses for Park including information related to individual reserves and general reserves, at June 30, 2026, March 31, 2026, December 31, 2025, and June 30, 2025. Park has determined that any commercial loans which have been placed on nonaccrual status are to be individually evaluated. Additionally, accruing collateral dependent commercial loans to borrowers experiencing financial difficulty are to be individually evaluated and an inquiry is performed to identify any additional loans which do not share similar risk characteristics and are to be individually evaluated.

(Dollars in thousands)6/30/20263/31/202612/31/20256/30/2025
Total allowance for credit losses$110,686$108,590$92,973$89,785
Specific reserves on individually evaluated loans - certain accruing PCD
Specific reserves on individually evaluated loans - accrual
Specific reserves on individually evaluated loans - nonaccrual4,4243,041739774
General reserves on collectively evaluated loans$106,262$105,549$92,234$89,011
Total loans$9,731,356$9,667,260$8,051,242$7,663,221
Individually evaluated loan - certain accruing PCD1,9431,9902,004
Individually evaluated loans - accrual11,53514,79218,36514,019
Individually evaluated loans - nonaccrual57,66260,20846,92446,547
Collectively evaluated loans$9,662,159$9,590,317$7,983,963$7,600,651
Allowance for credit losses as a % of period end loans1.14%1.12%1.15%1.13%
General reserve as a % of collectively evaluated loans1.10%1.10%1.16%1.13%

The total allowance for credit losses of $110.7 million at June 30, 2026 represented a $2.1 million, or 1.9%, increase compared to $108.6 million at March 31, 2026. The increase was due to a $1.4 million increase in specific reserves on nonaccrual loans and a $713,000 increase in general reserves.

The total allowance for credit losses of $110.7 million at June 30, 2026 represented a $17.7 million, or 19.1%, increase compared to $93.0 million at December 31, 2025. The increase was due to an $14.0 million increase in general reserves and a $3.7 million increase in specific reserves on nonaccrual loans. Of the $17.7 million increase, $15.6 million was attributable to the day 1 allowance recognized in connection with the First Citizens acquisition.

The composition of the ACL by class of loan at June 30, 2026 and at December 31, 2025 was as follows:

June 30, 2026

View SEC source
(In thousands) · ACL:Ending allowance balance attributed to loans:Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
Individually evaluated for impairment - nonaccrual$4,122$95$38$142$27$4,424
Individually evaluated for impairment - accrual
Individually evaluated for impairment - certain accruing PCD
Collectively evaluated for impairment15,85826,1107,85530,20025,999240106,262
Total ending allowance balance$19,980$26,205$7,893$30,342$25,999$267$110,686
Loan balance:
Individually evaluated for impairment - nonaccrual$18,328$34,423$1,330$3,367$214$57,662
Individually evaluated for impairment - accrual11,53511,535
Individually evaluated for impairment - certain accruing PCD
Loans collectively evaluated for impairment1,339,2253,029,143612,5822,779,4141,875,96225,8339,662,159
Total ending loan balance$1,369,088$3,063,566$613,912$2,782,781$1,875,962$26,047$9,731,356
ACL as a percentage of loan balance:
Individually evaluated for impairment - nonaccrual22.49%0.28%2.86%4.22%12.62%7.67%
Individually evaluated for impairment - accrual
Individually evaluated for impairment - certain accruing PCD
Loans collectively evaluated for impairment1.18%0.86%1.28%1.09%1.39%0.93%1.10%
Total1.46%0.86%1.29%1.09%1.39%1.03%1.14%

December 31, 2025

View SEC source
(In thousands) · ACL:Ending allowance balance attributed to loans:Commercial,financial andagriculturalCommercialreal estateConstructionreal estateResidentialreal estateConsumerLeasesTotal
Individually evaluated for impairment - nonaccrual$729$10$739
Individually evaluated for impairment - accrual
Individually evaluated for impairment - certain accruing PCD
Collectively evaluated for impairment13,41318,1777,70927,34425,39319892,234
Total ending allowance balance$14,142$18,177$7,709$27,344$25,393$208$92,973
Loan balance:
Individually evaluated for impairment - nonaccrual$15,735$28,879$577$1,565$168$46,924
Individually evaluated for impairment - accrual18,36518,365
Individually evaluated for impairment - certain accruing PCD1,3255421231,990
Loans collectively evaluated for impairment1,178,0502,178,456398,3062,373,6941,823,24732,2107,983,963
Total ending loan balance$1,212,150$2,208,660$399,425$2,375,382$1,823,247$32,378$8,051,242
ACL as a percentage of loan balance:
Individually evaluated for impairment - nonaccrual4.63%5.95%1.57%
Individually evaluated for impairment - accrual
Individually evaluated for impairment - certain accruing PCD
Loans collectively evaluated for impairment1.14%0.83%1.94%1.15%1.39%0.61%1.16%
Total1.17%0.82%1.93%1.15%1.39%0.64%1.15%

Nonperforming Assets: Non-performing assets include: (1) loans whose interest is accounted for on a nonaccrual basis; (2) loans which are contractually past due 90 days or more as to principal or interest payments but whose interest continues to accrue; and (3) OREO which results from taking possession of property that served as collateral for a defaulted loan.

Generally, management obtains updated appraisal information for nonperforming loans and OREO annually. As new appraisal information is received, management performs an evaluation of the appraisal and applies a discount for anticipated disposition costs to determine the net realizable value of the collateral, which is compared to the outstanding principal balance to determine if additional write-downs are necessary.

The following table compares Park’s nonperforming assets at June 30, 2026, March 31, 2026, December 31, 2025 and June 30, 2025.

(In thousands)6/30/20263/31/202612/31/20256/30/2025
Nonaccrual loans$81,249$80,548$66,515$63,080
Loans past due 90 days or more2,5142,5992,7382,427
Total nonperforming loans$83,763$83,147$69,253$65,507
OREO19,83624,458729638
Total nonperforming assets$103,599$107,605$69,982$66,145
Percentage of nonaccrual loans to total loans0.83%0.83%0.83%0.79%
Percentage of nonperforming loans to total loans0.86%0.86%0.86%0.82%
Percentage of nonperforming assets to total loans1.06%1.11%0.87%0.83%
Percentage of nonperforming assets to total assets0.82%0.83%0.71%0.66%

Nonperforming loans as of June 30, 2026 of $83.8 million represented a $616,000, or 0.7%, increase from $83.1 million at March 31, 2026. Nonperforming loans as of June 30, 2026 of $83.8 million represented a $14.5 million, or 21.0%, increase from $69.3 million at December 31, 2025. The increase for the six-month period ended June 30, 2026 was primarily attributable to the inclusion of non‑performing loans acquired in the First Citizens transaction, partially offset by other activity within the legacy Park commercial and mortgage loan portfolios. Of the $83.8 million in nonperforming loans at June 30, 2026, $22.8 million were related to Park's newly formed Tennessee region.

OREO as of June 30, 2026 of $19.8 million, represented a $4.6 million decrease from $24.5 million at March 31, 2026, and an increase of $19.1 million from $729,000 at December 31, 2025. The decrease for the three-month period ended June 30, 2026 was attributable to the sales and devaluation of OREO properties during the quarter. The increase for the six‑month period ended June 30, 2026 was attributable to OREO acquired in the First Citizens transaction.

Park classifies loans as nonaccrual when a loan (1) is maintained on a cash basis because of deterioration in the financial condition of the borrower, (2) payment in full of principal or interest is not expected, or (3) principal or interest has been in default for a period of 90 days for commercial loans and 120 days for all other loans. As a result, loans may be classified as nonaccrual despite being current with their contractual terms. The following table details the delinquency status of nonaccrual loans at June 30, 2026, December 31, 2025 and June 30, 2025. Loans are classified as current if they are less than 30 days past due.

(In thousands)June 30, 2026BalanceJune 30, 2026Percent of Total LoansDecember 31, 2025BalanceDecember 31, 2025Percent of Total LoansJune 30, 2025BalanceJune 30, 2025Percent of Total Loans
Nonaccrual loans - current$61,8940.63%$50,4890.63%$45,1380.57%
Nonaccrual loans - past due19,3550.20%16,0260.20%17,9420.22%
Total nonaccrual loans$81,2490.83%$66,5150.83%$63,0800.79%

Credit Quality Indicators: When determining the quarterly credit loss provision, Park reviews the grades of commercial loans. These loans are graded from 1 to 8. A grade of 1 indicates little or no credit risk and a grade of 8 is considered a loss. Commercial loans that are pass-rated (graded an 1 through a 4) are considered to be of acceptable credit risk. Commercial loans graded a 5 (special mention) are considered to be watch list credits and a higher PD is applied to these loans. Commercial loans graded a 6 (substandard), also considered to be watch list credits, represent higher credit risk than those rated special mention and, as a result, a higher PD is applied to these loans. Commercial loans that are graded a 7 (doubtful) are shown as nonperforming and Park charges these loans down to their fair value by taking a partial charge-off or recording an individual reserve. Certain 6-rated loans and all 7-rated loans are placed on nonaccrual status and included within the individually evaluated category. Any commercial loan graded an 8 (loss) is completely charged off.

The following table highlights the credit trends within the commercial loan portfolio.

Commercial loans * (In thousands)June 30, 2026March 31, 2026December 31, 2025June 30, 2025
Pass rated$5,719,921$5,683,348$4,381,440$4,230,009
Special Mention110,98993,24751,41181,388
Substandard22,9255,6804,3202,840
Individually evaluated for impairment - accrual**11,53514,79218,36514,019
Individually evaluated for impairment - nonaccrual57,66260,20846,92446,547
Individually evaluated for impairment - certain accruing PCD1,8681,9141,927
Total$5,923,032$5,859,143$4,504,374$4,376,730
  • Commercial loans include (1) Commercial, financial and agricultural loans, (2) Commercial real estate loans, (3) Commercial related loans in the construction real estate portfolio, (4) Commercial related loans in the residential real estate portfolio and (5) Leases.

**Commercial loans "individually evaluated for impairment - accrual" consisted of watch list credits at March 31, 2026, December 31, 2025 and June 30, 2025. At June 30, 2026, commercial loans "individually evaluated for impairment - accrual" consisted of pass rated credits.

Park's watch list includes all criticized and classified commercial loans defined by Park as loans rated special mention or worse. Park had $133.9 million of accruing commercial loans included on the watch list at June 30, 2026, compared to $113.7 million at March 31, 2026, $74.1 million at December 31, 2025, and $98.2 million at June 30, 2025. Of the $133.9 million of accruing commercial loans included on the watch list at June 30, 2026, $86.7 million related to the newly formed Tennessee region. The existing conditions of these loans do not warrant classification as nonaccrual. However, these loans have shown some weakness and management performs additional analysis regarding each borrower's ability to comply with payment terms.

Park considers a loan delinquent when it reaches 30 days past due. Delinquent and accruing loans were $38.9 million, or 0.40%, of total loans at June 30, 2026, compared to $31.4 million, or 0.39% of total loans at December 31, 2025, and $24.3 million or 0.30% of total loans at June 30, 2025.

Individually Evaluated Loans: Loans that do not share risk characteristics are evaluated on an individual basis and are excluded from the collective evaluation. Park has determined that any commercial loans which have been placed on nonaccrual status are to be individually evaluated. Additionally, accruing collateral dependent commercial loans to borrowers experiencing financial difficulty are to be individually evaluated and an inquiry is performed to identify any additional loans which do not share similar risk characteristics and are to be individually evaluated. Individual analysis establishes an individual reserve for loans in scope. Reserves on individually evaluated commercial loans are typically based on management’s best estimate of the fair value of collateral securing these loans, adjusted for selling costs as appropriate. The amount ultimately charged off for these loans may be different from the reserve as the ultimate liquidation of the collateral may be for an amount different from management’s estimate.

Nonaccrual individually evaluated commercial loans were $57.7 million at June 30, 2026, an increase of $10.8 million, compared to $46.9 million at December 31, 2025 and an increase of $11.2 million, compared to $46.5 million at June 30, 2025. Of this $57.7 million of nonaccrual individually evaluated commercial loans at June 30, 2026, $18.0 million related to the newly formed Tennessee region. Accruing individually evaluated commercial loans were $11.5 million at June 30, 2026, a decrease of $6.9 million compared to $18.4 million at December 31, 2025 and a decrease of $2.5 million compared to $14.0 million at June 30, 2025.

At June 30, 2026, Park had taken partial charge-offs of $277,000 related to the $57.7 million of nonaccrual individually evaluated commercial loans, compared to partial charge-offs of $4.7 million related to the $46.9 million of nonaccrual individually evaluated commercial loans at December 31, 2025, and compared to partial charge-offs of $3.5 million related to the $46.5 million of nonaccrual individually evaluated commercial loans at June 30, 2025.

Collectively Evaluated Loans: The ACL for collectively evaluated loans is primarily determined using either a DCF model or an undiscounted Expected Loss Model for purchased loans. Key inputs and assumptions used in these quantitative models include the selected forecast model, probability of default, loss given default, prepayment and curtailment assumptions, forecast and reversion periods, and the underlying economic forecast. In addition to the quantitative results, management considers whether qualitative adjustments are necessary to appropriately reflect current conditions and other factors not fully captured in the models.

Qualitative adjustments amounted to $7.8 million and $3.2 million at June 30, 2026 and December 31, 2025, respectively. Significant qualitative adjustments include the following:

  • Helene: Qualitative adjustments included a $635,000 and $561,000 reserve at June 30, 2026 and December 31, 2025, respectively, related to Hurricane Helene which impacted borrowers in Park's Carolina region in October 2024.
  • Special purpose mortgage: Qualitative adjustments included a $2.4 million and $2.3 million reserve at June 30, 2026 and December 31, 2025, respectively, related to several special purpose mortgage loan programs to assist borrowers in attaining home ownership. As of June 30, 2026, the total loans in these special purpose mortgage loan programs totaled $244.4 million. Management expects that the PD and LGD related to loans within these programs will be higher than that of Park's standard 30-year portfolio loans and established a qualitative factor related to the increased risk of loss on mortgage loans within these programs.
  • Former First Citizens loans: Qualitative adjustments included a $3.2 million additional reserve at June 30, 2026 related to the newly acquired First Citizens loan portfolio. The qualitative adjustment reflects risks associated with entry into new markets, the integration of credit administration practices, and a lower quantitative reserve compared to legacy segments. In order to take into consideration all of these factors, management added an additional 20 bps reserve to the affected loans, or $3.2 million, as of June 30, 2026.
  • Expected extension: During the second quarter, management identified one special mention loan that is reasonably expected to be extended beyond its current contractual term. As a result, the allowance at June 30, 2026 included an additional qualitative reserve of $1.2 million related to this $21.3 million loan to account for the expected extension of the loan term.

Additional Considerations: As part of its quarterly allowance process, Park evaluates certain industries which are more likely to be under economic stress in the current environment. The non‑bank consumer finance sector has come under pressure as elevated interest rates and broader economic challenges, including inflation, have increased financial strain on consumer borrowers. As of June 30, 2026, Park’s outstanding loans to non‑bank consumer finance companies totaled $273.6 million, of which $4.6 million were categorized as accruing watch list credits and $854,000 were nonaccrual loans. Watch list and nonaccrual loans within this portfolio are in differing stages of liquidation, and Park expects the associated loan balances to decline as these liquidation processes continue to be executed. Park maintains heightened oversight of this portfolio and continues to monitor it for any indications of deterioration that could adversely affect credit quality.

Additionally, in estimating the allowance, management considered the current geopolitical environment and uncertainty surrounding fiscal policy under the current administration, including the potential impact of tariffs, as well as foreign policy developments, including the conflict in Iran. While it remains too early to assess the effects of these factors on individual borrowers, management continues to incorporate both a baseline (“most likely”) forecast and a “moderate recession” scenario in determining the general reserve. The “moderate recession” scenario assumes tariffs remain higher for a longer period and the conflict in Iran persists longer than contemplated in the “most likely” scenario.

Other Income

Other income of $39.5 million for the three months ended June 30, 2026 represented an increase of $7.4 million compared to $32.2 million for the three months ended June 30, 2025 and increased $15.3 million to $73.3 million for the first half of 2026 compared to $57.9 million for the first half of 2025. Total other income was impacted by the acquisition of First Citizens, which added $4.1 million to total other income for the three months ended June 30, 2026 and $6.9 million to other income for the first half of 2026.

The following table provides a summary of the changes in the components of other income:

(In thousands)Three months ended June 30, 2026Three months ended June 30, 2025Three months ended June 30,ChangeSix months ended June 30, 2026Six months ended June 30, 2025Six months ended June 30,Change
Income from fiduciary activities$13,434$11,622$1,812$25,777$22,616$3,161
Service charges on deposit accounts3,7902,5141,2767,1384,9212,217
Other service income4,1243,7313937,8106,6671,143
Debit card fee income8,1076,6071,50015,08012,6962,384
Bank owned life insurance income2,1251,7623633,8323,274558
ATM fees45036783830702128
Gain on the sale of debt securities, net1,0841,084
Gain on equity securities, net4,5552,4802,0755,3541,6183,736
Other components of net periodic pension benefit income2,4492,3441054,9414,688253
Miscellaneous506759(253)1,422750672
Total other income$39,540$32,186$7,354$73,268$57,932$15,336

Income from fiduciary activities increased by $1.8 million for the three months ended June 30, 2026 and by $3.2 million for the first half of 2026, largely due to increases of 13.4% and 11.3%, respectively, in the average market value of assets under management. The market value of assets under management as of June 30, 2026 was $10.1 billion, of which $283.6 million was from the Tennessee region. The newly formed Tennessee region contributed $489,000 to income from fiduciary activities for the three months ended June 30, 2026 and $830,000 for the first half of 2026.

The increase in service charges on deposits of $1.3 million for the three months ended June 30, 2026 and $2.2 million for the first half of 2026 was largely due to an increase in non sufficient funds fees and maintenance fees on deposits as a result of the acquisition of First Citizens.

The $393,000 increase for the three months ended June 30, 2026 and the $1.1 million increase for the first half of 2026 in other service income was mainly due to an increase in mortgage related other service income. The newly formed Tennessee region contributed $697,000 to other service income for the three months ended June 30, 2026 and $1.1 million for the first half of 2026.

The $1.5 million increase for the three months ended June 30, 2026 and the $2.4 million increase for the first half of 2026 in debit card fee income was primarily related to an increase in sales and debit card transactions. The newly formed Tennessee region contributed $1.2 million to debit card fee income for the three months ended June 30, 2026 and $2.0 million for the first half of 2026.

The change in gain on sale of debt securities, net was due to net gains on the sale of debt securities of $1.1 million recorded during the six months ended June 30, 2026. There were no sales of debt securities for the three months ended June 30, 2026 or the three and six months ended June 30, 2025.

The change in gain on equity securities, net was due to net gains on both equity securities carried at fair value and capital investments during the three and six months ended June 30, 2026, compared to lower net gains on equity securities carried at fair value and net losses on capital investments during the same periods of 2025.

The $253,000 decrease for the three months ended June 30, 2026 in miscellaneous income was primarily due to an increase in OREO devaluations, partially offset by an increase in the net gains on the sale and disposal of assets, largely due to the impact of strategic initiatives. The $672,000 increase for the first half of 2026 in miscellaneous income was primarily due to an increase in the net gains on the sale of OREO and a decrease in net losses on the sale and disposal of assets, largely due to the impact of strategic initiatives. This was partially offset by an increase in OREO devaluations and a net loss related to the repurchase of a loan participation related to a former Vision Bank loan relationship. OREO devaluations for the three and six months ended June 30, 2026, included a $475,000 devaluation related to a Tennessee property obtained through the acquisition of First Citizens.

Other Expense

The following table is a summary of the changes in the components of other expense:

(In thousands)Three months ended June 30, 2026Three months ended June 30, 2025Three months ended June 30,ChangeSix months ended June 30, 2026Six months ended June 30, 2025Six months ended June 30,Change
Salaries$46,023$38,560$7,463$91,600$74,776$16,824
Employee benefits11,9189,1082,81023,61019,6243,986
Occupancy expense4,0273,2697588,5996,7881,811
Furniture and equipment expense3,0142,2347805,5314,535996
Data processing fees15,11311,0214,09228,25421,5506,704
Professional fees and services8,7317,3951,33625,55914,70210,857
Marketing1,5501,2952553,1062,823283
Insurance1,9861,6673194,0603,353707
Communication1,4009414592,8252,143682
State tax expense1,5291,3501792,8962,536360
Amortization of intangible assets2,0722731,7993,3515472,804
Miscellaneous3,5971,8641,7336,7283,7642,964
Total other expense$100,960$78,977$21,983$206,119$157,141$48,978

Total other expense increased by $22.0 million to $101.0 million for the three months ended June 30, 2026 compared to $79.0 million for the three months ended June 30, 2025 and increased $49.0 million to $206.1 million for the first half of 2026 compared to $157.1 million for the first half of 2025. Included within total other expense are merger-related costs, along with the expanded other expense base that stems from the acquisition of First Citizens. Total other expense for the three months ended June 30, 2026 included $4.1 million in merger related expenses and $14.7 million related to Park's newly formed Tennessee region and other acquired entities. Total other expense for the six months ended 2026 included $19.6 million in merger related expenses and $24.7 million related to Park's newly formed Tennessee region and other acquired entities. The breakout of these expenses is detailed in the following tables.

*Non-GAAP

(Dollars in thousands)Six months ended June 30, 2026Six months ended June 30,Merger RelatedSix months ended June 30,TN RegionSix months ended June 30,Adjusted 2026Six months ended June 30, 2025Six months ended June 30,$ change (Adjusted 2026 to 2025)Six months ended June 30,% change (Adjusted 2026 to 2025)
Other expense:
Salaries$91,600$6,423$10,552$74,625$74,776$(151)(0.2)%
Employee benefits23,610792,32921,20219,6241,5788.0%
Occupancy expense8,5991,2047,3956,7886078.9%
Furniture and equipment expense5,5311,3014,2304,535(305)(6.7)%
Data processing fees28,254663,09625,09221,5503,54216.4%
Professional fees and services25,55912,73035112,47814,702(2,224)(15.1)%
Marketing3,106132922,8012,823(22)(0.8)%
Insurance4,060201,0083,0323,353(321)(9.6)%
Communication2,825226482,1552,143120.6%
State tax expense2,8963402,5562,536200.8%
Amortization of intangible assets3,3512,60974254719535.6%
Miscellaneous6,7282391,0165,4733,7641,70945.4%
Total other expense$206,119$19,592$24,746$161,781$157,141$4,6403.0%

*Non-GAAP

The $842,000 decrease for the three months ended June 30, 2026 and the $151,000 decrease for the first half of 2026 in adjusted salaries expense was primarily related to decreases in additional compensation expense, partially offset by increases in base salary expense.

The $1.2 million increase for the three months ended June 30, 2026 and the $1.6 million increase for the first half of 2026 in adjusted employee benefits expense was primarily related to increases in group insurance expense, partially offset by decreases in other employee benefit expenses.

The $607,000 increase for the first half of 2026 in adjusted occupancy expense was primarily related to increases in expenses connected to strategic initiatives and increases in maintenance and repairs expense, partially offset by decreases in lease expense.

The $2.2 million increase for the three months ended June 30, 2026 in adjusted data processing fees was mainly related to an increase in software related expenses. The $3.5 million increase for the first half of 2026 in adjusted data processing fees was mainly related to an increase in software related expenses and ATM and debit card processing expense. Data processing fees in the Tennessee region reflect the costs of continuing to run Tennessee's legacy core system until operational conversion, which is expected to occur in the third quarter of 2026.

The $789,000 decrease for the three months ended June 30, 2026 in adjusted professional fees and services was primarily due to decreases in consulting expenses, temporary wage expense, and other professional fees. The $2.2 million decrease for the first half of 2026 in adjusted professional fees and services was primarily due to decreases in consulting expenses, credit services expense, and other professional fees.

The $1.2 million increase for the three months ended June 30, 2026 and the $1.7 million increase for the first half of 2026 in adjusted miscellaneous expense is primarily due to an increase in other non-loan related losses and allowance for unfunded credit loss expense.

Items Impacting Comparability (Non-U.S. GAAP)

From time to time, revenue, expenses, and/or taxes are impacted by items judged by management of Park to be outside of ordinary banking activities and/or by items that, while they may be associated with ordinary banking activities, are so unusually large that their outsized impact is believed by management of Park at that time to be infrequent or short-term in nature. Most often, these items impacting comparability of period results relate to merger and acquisition activities and revenue and expenses related to former Vision Bank loan relationships. In other cases, they may result from management's decisions associated with significant corporate actions outside of the ordinary course of business.

The following table details those items which management believes impact the comparability of current and prior period amounts.

(in thousands except per common share data)THREE MONTHS ENDEDJune 30, 2026THREE MONTHS ENDEDJune 30, 2025SIX MONTHS ENDEDJune 30, 2026SIX MONTHS ENDEDJune 30, 2025Affected Line Item
Net interest income$138,857$108,991$264,637$213,368
less purchase accounting accretion on loans738168151343Interest and fees on loans
less purchase accounting accretion on deposits1,4092,808Interest on time deposits
less interest income on former Vision Bank relationships1,0063962,025Interest and fees on loans
Net interest income - adjusted$136,710$107,817$261,282$211,000
Provision for credit losses$4,575$2,853$7,247$3,609
less recoveries on former Vision Bank relationships(717)(7)(1,814)Provision for credit losses
Provision for credit losses - adjusted$4,575$3,570$7,254$5,423
Total other income$39,540$32,186$73,268$57,932
less gain on sale of debt securities, net1,084Gain on the sale of debt securities, net
less impact of strategic initiatives14818148(896)Miscellaneous
less Vision related OREO valuation adjustments, net304(229)Miscellaneous
less other service income related to former Vision Bank relationships473Other service income
less other income related to former Vision Bank relationships(249)Miscellaneous
Total other income - adjusted$39,392$32,168$71,934$59,054

Income Tax

Income tax expense was $14.1 million for the second quarter of 2026 and consisted of federal income tax expense of $12.9 million and state income tax expense of $1.2 million. This compares to income tax expense of $11.2 million for the second quarter of 2025, which consisted of federal income tax expense of $10.8 million and state income tax expense of $436,000. The effective income tax rate for the second quarter of 2026 was 19.4%, compared to 18.9% for the same period in 2025.

Income tax expense was $24.1 million for the first half of 2026 and consisted of federal income tax expense of $22.1 million and state income tax expense of $2.0 million. This compares to income tax expense of $20.3 million for the first half of 2025, which consisted of federal income tax expense of $19.5 million and state income tax expense of $763,000. The effective income tax rate for the first half of 2026 was 19.4%, compared to 18.3% for the same period in 2025.

The difference between the statutory federal corporate income tax rate of 21% and Park's effective income tax rate reflects permanent tax differences, primarily consisting of tax-exempt interest income from municipal investments and loans, qualified affordable housing and historical tax credits, bank owned life insurance income, and dividends paid on the common shares held within Park's KSOP, offset by the impact of state income taxes. Park expects permanent federal income tax differences for the 2026 year will be approximately $8.1 million.

Comparison of Financial Condition

At June 30, 2026 and at December 31, 2025

Changes in Financial Condition

Total assets increased by $2.88 billion during the first six months of 2026 to $12.68 billion at June 30, 2026, compared to $9.81 billion at December 31, 2025. This increase was primarily due to the following:

  • Cash and cash equivalents increased by $346.8 million, to $580.3 million at June 30, 2026, compared to $233.5 million at December 31, 2025. Money market instruments increased by $339.6 million and cash and due from banks increased by $7.2 million.
  • Total investment securities increased by $587.2 million, or 73.2%, to $1,389 million at June 30, 2026, compared to $802 million at December 31, 2025.
  • Loans increased by $1.68 billion, or 20.9%, to $9.73 billion at June 30, 2026, compared to $8.05 billion at December 31, 2025. Of the $1.68 billion increase, $1.59 billion was due to the acquisition of First Citizens.
  • Bank owned life insurance increased by $38.4 million, or 15.9%, to $280.0 million at June 30, 2026, compared to $241.7 million at December 31, 2025. The increase was due to the acquisition of First Citizens.
  • Intangible assets increased by $139.0 million, or 85.8%, to $301.0 million at June 30, 2026, compared to $162.0 million at December 31, 2025. The increase was due to the acquisition of First Citizens.
  • Premise and equipment, net increased by $34.8 million, or 56.5%, to $96.4 million at June 30, 2026, compared to $61.6 million at December 31, 2025. The increase was largely due to the acquisition of First Citizens.
  • OREO increased by $19.1 million, to $19.8 million at June 30, 2026, compared to $729,000 at December 31, 2025. The increase was due to the acquisition of First Citizens.

Total liabilities increased by $2.50 billion, or 29.5%, during the first six months of 2026 to $10.95 billion at June 30, 2026, compared to $8.45 billion at December 31, 2025. This change was primarily due to the following:

  • Total deposits increased by $2.43 billion, or 29.4%, to $10.67 billion at June 30, 2026, compared to $8.24 billion at December 31, 2025. Of the $2.43 billion increase, $2.16 billion was due to the acquisition of First Citizens.
  • Short-term borrowings increased by $40.7 million, or 49.8%, to $122.4 million at June 30, 2026, compared to $81.7 million at December 31, 2025. The increase was primarily due to the acquisition of First Citizens.
  • Subordinated notes totaled $15.0 million at June 30, 2026. There were no subordinated notes outstanding at December 31, 2025. The increase was due to the acquisition of First Citizens.

Total equity increased by $375.8 million, or 27.8%, to $1,729 million at June 30, 2026, from $1,353 million at December 31, 2025. Total shareholders’ equity increased by $373.8 million, or 27.6%, to $1,727 million at June 30, 2026, from $1,353 million at December 31, 2025. This change was primarily due to the following:

  • Common stock increased by $319.6 million during the period primarily as a result of the issuance of common shares for the acquisition of First Citizens as well as share-based compensation expense, partially offset by a decrease as a

result of the issuance of treasury shares under share-based compensation awards (net of common shares withheld to pay employee income taxes).

  • Retained earnings increased by $60.6 million during the period primarily as a result of net income of $100.4 million, partially offset by cash dividends on common shares of $40.3 million.
  • Accumulated other comprehensive loss, net of taxes increased by $4.2 million during the period as a result of a $4.2 million increase to the unrealized net holding loss on debt securities available-for-sale, net of income tax effect.
  • Treasury shares increased by $2.3 million during the period as a result of the repurchase of treasury shares, partially offset by the issuance of treasury shares under share-based compensation awards (net of common shares withheld to pay employee income taxes).

Increases or decreases in the investment securities portfolio, short-term borrowings and long-term debt are greatly dependent upon the growth in loans and deposits. The primary objective of management is to grow loan and deposit totals. To the extent that management is unable to grow loan totals at a desired growth rate, additional investment securities may be acquired. Likewise, both short-term borrowings and long-term debt are utilized to fund the growth in earning assets if the growth in deposits and cash flow from operations are not sufficient to do so.

Liquidity

Cash provided by operating activities was $88.0 million and $87.2 million for the six months ended June 30, 2026 and 2025, respectively. Net income was the primary source of cash from operating activities for each of the six-month periods ended June 30, 2026 and 2025.

Cash provided by investing activities was $193.8 million and cash used in investing activities was $95.6 million for the six months ended June 30, 2026 and 2025, respectively. Proceeds from the sale, repayment, or maturity of investment securities provide cash and purchases of investment securities use cash. Net investment securities transactions provided cash of $157.9 million for the six months ended June 30, 2026 and $58.2 million for the six months ended June 30, 2025. Another major use or source of cash in investing activities is the net increase or decrease in the loan portfolio. Cash used by the net increase in the loan portfolio was $95.6 million and $144.6 million for the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026, the acquisition of First Citizens provided net cash of $145.6 million.

Cash provided by financing activities was $64.9 million for the six months ended June 30, 2026 and $41.0 million for the six months ended June 30, 2025. A major source of cash for financing activities is the net change in deposits. Deposits (net of off-balance sheet deposits) increased and provided $208.3 million and $94.2 million of cash for the six months ended June 30, 2026 and 2025, respectively. Another major source/use of cash from financing activities is borrowings in the form of short-term borrowings, long-term debt and subordinated notes. For the six months ended June 30, 2026, net short-term borrowings and long-term debt decreased and used $94.1 million in cash. For the six months ended June 30, 2025, net short-term borrowings increased and provided $5.2 million in cash. For the six months ended June 30, 2026 and 2025, cash declined by $5.6 million and $20.1 million due to the repurchase of common shares to be held as treasury shares. Finally, cash declined by $40.7 million and $35.4 million for the six months ended June 30, 2026 and 2025, respectively, from the payment of dividends.

Effective liquidity management ensures that the cash flow requirements of depositors and borrowers, as well as the operating cash needs of the Corporation, are met. Funds are available from a number of sources, including the capital markets, the investment securities portfolio, the core deposit base, FHLB borrowings and the capability to securitize or package loans for sale. The most easily accessible forms of liquidity, Fed Funds Sold, unpledged investment securities and available FHLB borrowing capacity, totaled $3.04 billion at June 30, 2026. The Corporation’s loan to asset ratio was 76.76% at June 30, 2026, compared to 82.11% at December 31, 2025 and 80.04% at June 30, 2025. Cash and cash equivalents were $580.3 million at June 30, 2026, compared to $233.5 million at December 31, 2025 and $193.1 million at June 30, 2025. Management believes that the present funding sources provide more than adequate liquidity for the Corporation to meet its cash flow needs in the short-term (next 12 months) and the long-term (beyond the next 12 months).

Capital Resources

Total shareholders’ equity at June 30, 2026 was $1,727 million, or 13.6% of total assets, compared to $1,353 million, or 13.8% of total assets, at December 31, 2025 and $1,294 million, or 13.0% of total assets, at June 30, 2025.

Financial institution regulators have established guidelines for minimum capital ratios for banks, thrifts and bank holding companies. Park has elected not to include the net unrealized gain or loss on debt securities AFS in computing regulatory capital. Park has adopted the Basel III regulatory capital framework as approved by the federal banking agencies. Under the Basel III regulatory capital framework, in order to avoid limitations on capital distributions, including dividend payments and stock repurchases, and certain discretionary bonus payments to executive officers, Park must hold a capital conservation buffer

of 2.5% above the adequately capitalized risk-based capital ratios. The amounts shown below as the adequately capitalized ratio plus capital conservation buffer include the 2.50% buffer. The Federal Reserve Board has also adopted capital requirements Park must maintain to be deemed "well capitalized" and remain a financial holding company.

Park and PNB met each of the well capitalized ratio guidelines applicable to them at June 30, 2026. The following table indicates the capital ratios for PNB and Park at June 30, 2026 and December 31, 2025.

As of June 30, 2026

View SEC source
Line itemLeverageTier 1Risk-BasedCommon Equity Tier 1Total Risk-Based
PNB10.33%12.24%12.24%13.54%
Park11.71%13.87%13.72%14.92%
Adequately capitalized ratio4.00%6.00%4.50%8.00%
Adequately capitalized ratio plus capital conservation buffer4.00%8.50%7.00%10.50%
Well capitalized ratio (PNB)5.00%8.00%6.50%10.00%
Well capitalized ratio (Park)N/A6.00%N/A10.00%

As of December 31, 2025

View SEC source
Line itemLeverageTier 1Risk-BasedCommon Equity Tier 1Total Risk-Based
PNB10.45%12.08%12.08%13.53%
Park12.11%13.99%13.99%15.13%
Adequately capitalized ratio4.00%6.00%4.50%8.00%
Adequately capitalized ratio plus capital conservation buffer4.00%8.50%7.00%10.50%
Well-capitalized ratio - PNB5.00%8.00%6.50%10.00%
Well-capitalized ratio - ParkN/A6.00%N/A10.00%

Contractual Obligations and Commitments

In the ordinary course of operations, Park enters into certain contractual obligations. Such obligations include the funding of operations through debt issuances as well as leases for premises. See page 68 of Park’s 2025 Form 10-K (Table 33) for disclosure concerning contractual obligations and commitments at December 31, 2025. During the six months ended June 30, 2026, Park completed the acquisition of First Citizens. As a result of the acquisition, Park assumed certain contractual obligations of First Citizens. See page 98 of Park’s 2026 Form 10-Q (Acquired Contractual Obligations) for disclosure concerning acquired contractual obligations and commitments at March 31, 2026.

There have been no material changes in the nature, timing, or amounts of the Company’s contractual obligations since those disclosed in the 2025 Form 10‑K and updated by disclosure in the March 31, 2026 Form 10-Q.

Financial Instruments with Off-Balance Sheet Risk

PNB is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include loan commitments and standby letters of credit. The instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated financial statements.

The exposure to credit loss (for PNB) in the event of nonperformance by the other party to the financial instrument for loan commitments and standby letters of credit is represented by the contractual amount of those instruments. PNB uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. Since many of the loan commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan commitments to customers.

The total amounts of off-balance sheet financial instruments with credit risk were as follows:

(In thousands)June 30,2026December 31, 2025
Loan commitments$1,899,193$1,568,056
Standby letters of credit$70,567$66,104

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Management reviews interest rate sensitivity on a quarterly basis by modeling the consolidated financial statements under various interest rate scenarios. The primary reason for these efforts is to guard Park from adverse impacts of unforeseen changes in interest rates. With the shift in deposit mix and other balance sheet composition changes, Park has experienced a moderation in earnings risk exposure to either rising or falling interest rate environments, and management views its risk profile as being relatively interest rate risk neutral. Management actively monitors changes in the sensitivity position and has ample tools to adjust exposure as needed. As a result, management expects further changes in interest rates to have a modest impact on net income.

On page 66 (Table 32) of Park’s 2025 Form 10-K, management reported that Park’s twelve-month cumulative rate sensitivity gap was a positive (assets exceeding liabilities) $485.4 million or 5.4% of total interest earning assets at December 31, 2025. At June 30, 2026, Park’s twelve-month cumulative rate sensitivity gap was a positive (assets exceeding liabilities) $753.5 million or 6.5% of total interest earning assets.

Management supplements the interest rate sensitivity gap analysis with periodic simulations of balance sheet sensitivity under various interest rate and what-if scenarios to better forecast and manage the net interest margin. Management uses a 50 basis point change in market interest rates per quarter for a total of 200 basis points per year in evaluating the impact of changing interest rates on net interest income and net income over a twelve-month horizon.

On page 67 of Park’s 2025 Form 10-K, management reported that at December 31, 2025, the earnings simulation model projected that net income would increase by 1.7% using a rising interest rate scenario and decrease by 2.1% using a declining interest rate scenario over the next year. At June 30, 2026, the earnings simulation model projected that net income would increase by 1.0% using a rising interest rate scenario and would decrease by 1.3% in a declining interest rate scenario. At June 30, 2026, management continues to believe that it has the tools necessary to mitigate gradual changes in interest rates (50 basis points per quarter for a total of 200 basis points per year) such that the overall impact to net income will be modest.

ITEM 4 – CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

With the participation of the Chief Executive Officer and President (the principal executive officer) and the Chief Financial Officer, Secretary and Treasurer (the principal financial officer) of Park, Park’s management has evaluated the effectiveness of Park’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2026 (the end of the quarterly period covered by this Quarterly Report on Form 10-Q). Based on that evaluation, Park’s Chief Executive Officer and Park’s Chief Financial Officer, Secretary and Treasurer have concluded that:

  • information required to be disclosed by Park in this Quarterly Report on Form 10-Q and the other reports that Park files or submits under the Exchange Act would be accumulated and communicated to Park’s management, including its principal executive officer and its principal financial officer, as appropriate to allow timely decisions regarding required disclosure;
  • information required to be disclosed by Park in this Quarterly Report on Form 10-Q and the other reports that Park files or submits under the Exchange Act would be recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and
  • Park’s disclosure controls and procedures were effective as of June 30, 2026 (the end of the quarterly period covered by this Quarterly Report on Form 10-Q).

Changes in Internal Control Over Financial Reporting

There were no changes in Park's internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during Park's fiscal quarter ended June 30, 2026, that have materially affected, or are reasonably likely to materially affect, Park's internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We are routinely engaged in various litigation and other legal matters, as both plaintiff and defendant, that are part of, or incidental to, our ordinary course of business and we have a number of unresolved lawsuits and open matters pending resolution. While the ultimate liability with respect to these matters and claims cannot be determined at this time, we believe that losses, damages, or liabilities, if any, and other amounts relating to pending matters, individually or in the aggregate, are not likely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows.

Item 1A. Risk Factors

There are certain risks and uncertainties in our business that could cause Park's actual results to differ materially from those anticipated. In “ITEM 1A. RISK FACTORS” of Part I of Park’s 2025 Form 10-K, we included a detailed discussion of our risk factors. All of these risk factors should be read carefully in connection with evaluating Park's business and in connection with the forward-looking statements contained in this Quarterly Report on Form 10-Q. There have been no material changes to the risk factors set forth in Park's 2025 Form 10-K. Any of the risks described in Park's 2025 Form 10-K could materially adversely affect our business, financial condition or future results and the actual outcome of matters as to which forward-looking statements are made. These are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a)Not applicable

(b)Not applicable

(c)The following table provides information concerning purchases of Park’s common shares ("Common Shares") made by or on behalf of Park or any “affiliated purchaser” as defined in Rule 10b-18(a)(3) under the Exchange Act, during the three months ended June 30, 2026, as well as the maximum number of Common Shares that may be purchased under Park’s previously announced stock repurchase authorizations to fund the 2017 Employees LTIP, which was replaced on April 27, 2026 with the 2026 Employees LTIP, and the 2017 Non-Employee Directors LTIP, which was replaced on April 27, 2026 with the 2026 Directors LTIP, and Park's previously announced 2017 and 2019 stock repurchase authorizations:

PeriodTotal number of Common SharespurchasedAverage pricepaid per Common ShareTotal number of Common Shares purchased as part ofpublicly announced plansor programsMaximum number of Common Shares that mayyet be purchased under theplans or programs (1)
April 1 through April 30, 20262,177,738
May 1 through May 31, 20261,577$169.691,5772,176,161
June 1 through June 30, 202631,513169.4131,5132,144,648
Total33,090$169.4333,0902,144,648

(1) The number shown represents, as of the end of each period, the maximum number of common shares that may yet be purchased as part of Park’s publicly announced stock repurchase authorizations to fund the 2026 Employees LTIP, covering 1,500,000 common shares, and the 2026 Directors LTIP covering 150,000 common shares, both of which became effective on April 27, 2026; Park's stock repurchase authorization covering 500,000 common shares which was announced on January 23, 2017; and Park's stock repurchase authorization covering 500,000 common shares which was announced on January 28, 2019. Such authorizations are not subject to a fixed expiration date.

Purchases may be made through NYSE American, in the over-the-counter market or in privately negotiated transactions, in each case in compliance with the Ohio General Corporation Law, applicable federal and state securities laws, the rules

applicable to issuers having securities listed on NYSE American, regulations promulgated by the Federal Reserve Board and all applicable laws and regulations, each as in effect at the time of each such purchase. Purchases will be made upon such terms and conditions and at such times and in such amounts as any one or more of the authorized officers of Park deem to be appropriate, subject to market conditions, regulatory requirements, any contractual obligations of Park and Park's subsidiaries and other factors, and in the best interest of Park and Park's shareholders. The January 23, 2017 stock repurchase authorization and the January 28, 2019 stock repurchase authorization are distinct from the stock repurchase authorizations to fund the 2026 Employees LTIP and the 2026 Non-Employee Directors LTIP.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

(a)None

(b)None

(c)During the three months (the quarterly period) ended June 30, 2026, no director and no officer of Park (as defined in Rule 16a-1(f) under the Exchange Act) of Park adopted, modified, or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of SEC Regulation S-K.

Item 6. Exhibits

2.1Agreement and Plan of Merger, by and between Park National Corporation and First Citizens Bancshares, Inc., dated as of October 27, 2025 (incorporated by reference to Exhibit 2.1 of the Form 8-K filed by Park National Corporation with the Securities and Exchange Commission on October 27, 2025)
3.1Articles of Incorporation of Park National Corporation [This document represents the Articles of Incorporation of Park National Corporation in compiled form incorporating all amendments. This compiled document has not been filed with the Ohio Secretary of State.] (Incorporated herein by reference to Exhibit 3.1 to Park National Corporation's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025)
3.2Regulations of Park National Corporation [This document represents the Regulations of Park National Corporation in compiled form incorporating all amendments, including the amendments adopted and approved by the Board of Directors of Park National Corporation on October 23, 2023.] (Incorporated herein by reference to Exhibit 3.1(b) to Park National Corporation's Current Report on Form 8-K dated and filed October 27, 2023)
31.1Rule 13a – 14(a) / 15d – 14(a) Certifications (Principal Executive Officer)
31.2Rule 13a – 14(a) / 15d – 14(a) Certifications (Principal Financial Officer)
32.1Certifications Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (Principal Executive Officer)
32.2Certifications Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (Principal Financial Officer)

101 The following information from Park National Corporation's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026 formatted in Inline XBRL (eXtensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Condensed Balance Sheets as of June 30, 2026 and December 31, 2025 (unaudited); (ii) the Consolidated Condensed Statements of Income for the three months and the six months ended June 30, 2026 and 2025 (unaudited); (iii) the Consolidated Condensed Statements of Comprehensive Income for the three months and the six months ended June 30, 2026 and 2025 (unaudited); (iv) the Consolidated Condensed Statements of Changes in Equity for the three months and the six months ended June 30, 2026 and 2025 (unaudited); (v) the Consolidated Condensed Statements of Cash Flows for the six months ended June 30, 2026 and 2025 (unaudited); and (vi) the Notes to Unaudited Consolidated Condensed Financial Statements. *

104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document with applicable taxonomy extension information contained in Exhibit 101)

  • The instance document does not appear in the interactive data file because its XBRL tags are imbedded within the Inline XBRL document.

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