LOANS AND LEASES

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

LOANS AND LEASES

LOANS AND LEASES

Accrued interest receivable on loans and leases, which totaled $99.3 million at December 31, 2022 and $48.9 million at December 31, 2021, is excluded from the estimate of credit losses and assessed separately in other assets in the Consolidated Balance Sheets for both periods and is not included in the following tables.

Loans and Leases by Portfolio Segment

Following is a summary of total loans and leases, net of unearned income:

TABLE 6.1

December 31	2022		2021
(in millions)
Commercial real estate	$	11,526	$	9,899
Commercial and industrial	7,131		5,977
Commercial leases	519		495
Other	114		94
Total commercial loans and leases	19,290		16,465
Direct installment	2,784		2,376
Residential mortgages	5,297		3,654
Indirect installment	1,553		1,227
Consumer lines of credit	1,331		1,246
Total consumer loans	10,965		8,503
Total loans and leases, net of unearned income	$	30,255	$	24,968

The remaining accretable discount included in the amortized cost of acquired loans was $58.6 million and $30.0 million at December 31, 2022 and 2021, respectively, which includes $10.0 million and $30.9 million established for Howard and Union, respectively, at the time of acquisition.

The loans and leases portfolio categories are comprised of the following types of loans, where in each case the LGD is dependent on the nature and value of the respective collateral:

•Commercial real estate includes both owner-occupied and non-owner-occupied loans secured by commercial properties where operational cash flows on owner-occupied properties or rents received by our borrowers from their tenant(s) on both a property and global basis are the primary default risk drivers, including rents paid by stand-alone business customers for owner-occupied properties;

•Commercial and industrial includes loans to businesses that are not secured by real estate where the borrower's leverage and cash flows from operations are the primary default risk drivers, except for PPP loans that are 100% guaranteed by the SBA, which provides a reduced risk of loss to us on these loans. PPP loans are included in the commercial and industrial category and comprise $25.7 million and $336.6 million of this category's outstanding balance at December 31, 2022 and 2021, respectively;

•Commercial leases consist of leases for new or used equipment where the borrower's cash flow from operations is the primary default risk driver;

•Other is comprised primarily of credit cards and mezzanine loans where the borrower's cash flow from operations is the primary default risk driver;

•Direct installment is comprised of fixed-rate, closed-end consumer loans for personal, family or household use, such as home equity loans and automobile loans where the primary default risk driver is the borrower's employment status and income;

•Residential mortgages consist of conventional and jumbo mortgage loans for 1-4 family properties where the primary default risk driver is the borrower's employment status and income;

•Indirect installment is comprised of loans originated by approved third parties and underwritten by us, primarily automobile loans where the primary default risk driver is the borrower's employment status and income; and

•Consumer lines of credit include home equity lines of credit and consumer lines of credit that are either unsecured or secured by collateral other than home equity where the primary default risk driver is the borrower's employment status and income.

The loans and leases portfolio consists principally of loans to individuals and small- and medium-sized businesses within our primary market in seven states and the District of Columbia. Our primary market coverage spans several major metropolitan areas including: Pittsburgh, Pennsylvania; Baltimore, Maryland; Cleveland, Ohio; Washington, D.C.; Charlotte, Raleigh, Durham and the Piedmont Triad (Winston-Salem, Greensboro and High Point) in North Carolina; and Charleston, South Carolina.

The following table shows occupancy information relating to commercial real estate loans:

TABLE 6.2

December 31	2022		2021
(dollars in millions)
Commercial real estate:
Percent owner-occupied	30.2	%	28.8	%
Percent non-owner-occupied	69.8		71.2

We have extended credit to certain directors and executive officers and their related interests. These related-party loans were made in the ordinary course of business under normal credit terms and do not involve more than a normal risk of collection.

Following is a summary of the activity for these related-party loans during 2022:

TABLE 6.3

(in millions)
Balance at beginning of period	$	6
New loans	11
Repayments	(4)
Balance at end of period	$	13

Credit Quality

We monitor the credit quality of our loan portfolio using several performance measures based on payment activity and borrower performance. We use an internal risk rating assigned to a commercial loan or lease at origination, summarized below.

TABLE 6.4

Rating Category	Definition
Pass	in general, the condition of the borrower and the performance of the loan is satisfactory or better
Special Mention	in general, the condition of the borrower has deteriorated, requiring an increased level of monitoring
Substandard	in general, the condition of the borrower has significantly deteriorated and the performance of the loan could further deteriorate if deficiencies are not corrected
Doubtful	in general, the condition of the borrower has significantly deteriorated and the collection in full of both principal and interest is highly questionable or improbable

The use of these internally assigned credit quality categories within the commercial loan and lease portfolio permits our use of transition matrices to establish a basis which is then impacted by quantitative inputs from our econometric model forecasts over the R&S period. Our internal credit risk grading system is based on past experiences with similarly graded loans and leases and conforms to regulatory categories. In general, loan and lease risk ratings within each category are reviewed on an ongoing basis according to our policy for each class of loans and leases. Each quarter, we analyze the resulting ratings, as well as other external statistics and factors such as delinquency, to track the migration performance of the commercial loan and lease portfolio. Loans and leases within the Pass credit category or that migrate toward the Pass credit category generally have a lower risk of loss compared to loans and leases that migrate toward the Substandard or Doubtful credit categories. Accordingly, we apply higher risk factors to Substandard and Doubtful credit categories.

The following tables summarize the designated loan rating category by loan class including term loans on an amortized cost basis by origination year:

TABLE 6.5

December 31, 2022	2022		2021		2020		2019		2018		Prior		Revolving Loans Amortized Cost Basis		Total
(in millions)
COMMERCIAL
Commercial Real Estate:
Risk Rating:
Pass	$	1,967	$	2,348	$	1,678	$	1,283	$	700	$	2,447	$	258	$	10,681
Special Mention	43		35		67		74		104		208		5		536
Substandard	3		7		20		47		45		167		20		309
Total commercial real estate	2,013		2,390		1,765		1,404		849		2,822		283		11,526
Commercial and Industrial:
Risk Rating:
Pass	1,635		1,194		760		533		289		453		1,856		6,720
Special Mention	15		43		16		27		48		48		54		251
Substandard	5		12		11		8		38		34		52		160
Total commercial and industrial	1,655		1,249		787		568		375		535		1,962		7,131
Commercial Leases:
Risk Rating:
Pass	187		121		69		59		36		27		—		499
Special Mention	—		1		—		1		—		—		—		2
Substandard	2		5		8		1		1		1		—		18
Total commercial leases	189		127		77		61		37		28		—		519
Other Commercial:
Risk Rating:
Pass	58		—		—		—		—		12		44		114
Total other commercial	58		—		—		—		—		12		44		114
Total commercial loans and leases	3,915		3,766		2,629		2,033		1,261		3,397		2,289		19,290
CONSUMER
Direct Installment:
Current	801		887		453		163		91		374		—		2,769
Past due	—		1		1		1		1		11		—		15
Total direct installment	801		888		454		164		92		385		—		2,784
Residential Mortgages:
Current	1,464		1,587		871		378		128		819		2		5,249
Past due	2		3		3		2		5		33		—		48
Total residential mortgages	1,466		1,590		874		380		133		852		2		5,297
Indirect Installment:
Current	800		357		166		88		80		40		—		1,531
Past due	5		11		3		1		1		1		—		22
Total indirect installment	805		368		169		89		81		41		—		1,553
Consumer Lines of Credit:
Current	74		17		1		3		4		126		1,086		1,311
Past due	—		1		1		—		—		15		3		20
Total consumer lines of credit	74		18		2		3		4		141		1,089		1,331
Total consumer loans	3,146		2,864		1,499		636		310		1,419		1,091		10,965
Total loans and leases	$	7,061	$	6,630	$	4,128	$	2,669	$	1,571	$	4,816	$	3,380	$	30,255

December 31, 2021	2021		2020		2019		2018		2017		Prior		Revolving Loans Amortized Cost Basis		Total
(in millions)
COMMERCIAL
Commercial Real Estate:
Risk Rating:
Pass	$	1,878	$	1,782	$	1,503	$	830	$	743	$	2,171	$	183	$	9,090
Special Mention	15		21		89		105		107		175		9		521
Substandard	—		15		28		45		45		152		3		288
Total commercial real estate	1,893		1,818		1,620		980		895		2,498		195		9,899
Commercial and Industrial:
Risk Rating:
Pass	1,663		833		731		386		184		296		1,509		5,602
Special Mention	8		12		18		7		37		42		52		176
Substandard	1		4		14		57		42		17		64		199
Total commercial and industrial	1,672		849		763		450		263		355		1,625		5,977
Commercial Leases:
Risk Rating:
Pass	182		109		98		53		39		1		—		482
Special Mention	—		1		—		2		3		1		—		7
Substandard	—		2		3		1		—		—		—		6
Total commercial leases	182		112		101		56		42		2		—		495
Other Commercial:
Risk Rating:
Pass	39		—		—		—		—		3		52		94
Total other commercial	39		—		—		—		—		3		52		94
Total commercial loans and leases	3,786		2,779		2,484		1,486		1,200		2,858		1,872		16,465
CONSUMER
Direct Installment:
Current	978		538		215		125		96		412		—		2,364
Past due	—		—		1		1		—		10		—		12
Total direct installment	978		538		216		126		96		422		—		2,376
Residential Mortgages:
Current	1,280		932		392		152		212		652		—		3,620
Past due	1		1		1		3		3		25		—		34
Total residential mortgages	1,281		933		393		155		215		677		—		3,654
Indirect Installment:
Current	516		262		157		178		64		35		—		1,212
Past due	6		3		2		2		1		1		—		15
Total indirect installment	522		265		159		180		65		36		—		1,227
Consumer Lines of Credit:
Current	20		3		4		5		3		127		1,072		1,234
Past due	—		—		—		—		—		10		2		12
Total consumer lines of credit	20		3		4		5		3		137		1,074		1,246
Total consumer loans	2,801		1,739		772		466		379		1,272		1,074		8,503
Total loans and leases	$	6,587	$	4,518	$	3,256	$	1,952	$	1,579	$	4,130	$	2,946	$	24,968

We use delinquency transition matrices within the consumer and other loan classes to establish the basis for the R&S forecast portion of the credit risk. Each month, management analyzes payment and volume activity, FICO scores and Debt-to-Income (DTI) scores and other external factors such as unemployment, to determine how consumer loans are performing.

Non-Performing and Past Due

The following tables provide an analysis of the aging of loans by class.

TABLE 6.6

(in millions)	30-89 Days Past Due		≥ 90 Days Past Due and Still Accruing		Non- Accrual		Total Past Due		Current		Total Loans and Leases		Non-accrual with No ACL
December 31, 2022
Commercial real estate	$	13	$	—	$	39	$	52	$	11,474	$	11,526	$	15
Commercial and industrial	9		1		44		54		7,077		7,131		11
Commercial leases	3		—		1		4		515		519		—
Other	1		—		—		1		113		114		—
Total commercial loans and leases	26		1		84		111		19,179		19,290		26
Direct installment	7		1		7		15		2,769		2,784		—
Residential mortgages	28		6		14		48		5,249		5,297		—
Indirect installment	20		1		1		22		1,531		1,553		—
Consumer lines of credit	10		3		7		20		1,311		1,331		—
Total consumer loans	65		11		29		105		10,860		10,965		—
Total loans and leases	$	91	$	12	$	113	$	216	$	30,039	$	30,255	$	26

(in millions)	30-89 Days Past Due		> 90 Days Past Due and Still Accruing		Non- Accrual		Total Past Due		Current		Total Loans and Leases		Non-accrual with No ACL
December 31, 2021
Commercial real estate	$	11	$	—	$	48	$	59	$	9,840	$	9,899	$	20
Commercial and industrial	4		—		15		19		5,958		5,977		4
Commercial leases	1		—		1		2		493		495		—
Other	—		—		—		—		94		94		—
Total commercial loans and leases	16		—		64		80		16,385		16,465		24
Direct installment	5		—		7		12		2,364		2,376		—
Residential mortgages	20		4		10		34		3,620		3,654		—
Indirect installment	12		1		2		15		1,212		1,227		—
Consumer lines of credit	6		1		5		12		1,234		1,246		—
Total consumer loans	43		6		24		73		8,430		8,503		—
Total loans and leases	$	59	$	6	$	88	$	153	$	24,815	$	24,968	$	24

Following is a summary of non-performing assets:

TABLE 6.7

December 31	2022			2021
(dollars in millions)
Non-accrual loans	$	113		$	88
Total non-performing loans and leases	113			88
Other real estate owned	6			8
Total non-performing assets	$	119		$	96
Asset quality ratios:
Non-performing loans and leases / total loans and leases	0.37		%	0.35		%
Non-performing assets + 90 days past due / total loans and leases + OREO	0.44			0.41

The carrying value of residential-secured consumer OREO held as a result of obtaining physical possession upon completion of a foreclosure or through completion of a deed in lieu of foreclosure amounted to $1.1 million at December 31, 2022 and $1.6 million at December 31, 2021. The recorded investment of residential-secured consumer OREO for which formal foreclosure proceedings are in process at December 31, 2022 and 2021 totaled $11.8 million and $4.3 million, respectively. During 2021, we extended the residential mortgage foreclosure moratorium beyond the requirements for government-backed loans, under the CARES Act, to all residential mortgage loan customers.

Approximately $60.8 million of commercial loans are collateral dependent at December 31, 2022. Repayment is expected to be substantially through the operation or sale of the collateral on the loan. These loans are primarily secured by business assets or commercial real estate.

Troubled Debt Restructurings

TDRs are loans whose contractual terms have been modified in a manner that grants a concession to a borrower experiencing financial difficulties. TDRs typically result from loss mitigation activities and could include the extension of a maturity date, interest rate reduction, principal forgiveness, deferral or decrease in payments for a period of time and other actions intended to minimize the economic loss and to avoid foreclosure or repossession of collateral.

Following is a summary of the composition of total TDRs:

TABLE 6.8

December 31	2022		2021
(in millions)
Accruing	$	63	$	60
Non-accrual	24		32
Total TDRs	$	87	$	92

TDRs that are accruing and performing include loans that met the criteria for non-accrual of interest prior to restructuring for which we can reasonably estimate the timing and amount of the expected cash flows on such loans and for which we expect to fully collect the new carrying value of the loans. During 2022, we returned to accruing status $7.0 million in restructured residential mortgage loans that have consistently met their modified obligations for more than six months. TDRs that are on non-accrual are not placed on accruing status until all delinquent principal and interest have been paid and the ultimate collectability of the remaining principal and interest is reasonably assured. Some loan modifications classified as TDRs may not ultimately result in the full collection of principal and interest, as modified, and may result in potential incremental losses which are factored into the ACL.

Commercial loans over $1.0 million whose terms have been modified in a TDR are generally placed on non-accrual, individually analyzed and measured based on the fair value of the underlying collateral. Our ACL includes specific reserves for commercial TDRs of $0 at December 31, 2022, compared to $1.5 million at December 31, 2021, and pooled reserves for individual loans of $1.1 million and $1.5 million for those same periods, respectively, based on loan segment LGD. Upon default, the amount of the recorded investment in the TDR in excess of the fair value of the collateral, less estimated selling costs, is generally considered a confirmed loss and is charged-off against the ACL.

All other classes of loans whose terms have been modified in a TDR are pooled and measured based on the loan segment LGD. Our ACL included pooled reserves for these classes of loans of $3.8 million for December 31, 2022 and $3.9 million for December 31, 2021. Upon default of an individual loan, our charge-off policy is followed for that class of loan.

Following is a summary of TDR loans, by class, for loans that were modified during the periods indicated. The items in the following table have been adjusted for loans that have been paid off and/or sold.

TABLE 6.9

Year Ended December 31	2022					2021
(dollars in millions)	Number of Contracts	Pre-Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment		Number of Contracts	Pre-Modification Outstanding Recorded Investment		Post- Modification Outstanding Recorded Investment
Commercial real estate	12	$	2	$	2	25	$	21	$	20
Commercial and industrial	9	1		—		7	1		—
Other	—	—		—		1	—		—
Total commercial loans	21	3		2		33	22		20
Direct installment	42	2		2		38	2		2
Residential mortgages	44	7		7		27	4		4
Consumer lines of credit	14	1		1		41	2		2
Total consumer loans	100	10		10		106	8		8
Total	121	$	13	$	12	139	$	30	$	28

Following is a summary of TDRs, by class, for which there was a payment default, excluding loans that have been paid off and/or sold. Default occurs when a loan is 90 days or more past due and is within 12 months of restructuring.

TABLE 6.10

Year Ended December 31	2022			2021
(dollars in millions)	Number of Contracts	Recorded Investment		Number of Contracts	Recorded Investment
Commercial real estate	5	$	1	—	$	—
Commercial and industrial	2	—		1	—
Total commercial loans	7	1		1	—
Direct installment	5	—		—	—
Residential mortgages	8	1		1	—
Consumer lines of credit	—	—		1	—
Total consumer loans	13	1		2	—
Total	20	$	2	3	$	—