8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): February 12, 2019

Fulton Financial Corporation

(Exact name of Registrant as specified in its Charter)

Pennsylvania	0-10587	23-2195389
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)
One Penn Square Lancaster, Pennsylvania		17604
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: 717-291-2411

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

£  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company £

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

Item 7.01 - Regulation FD Disclosure.

On February 12, 2019, Fulton Financial Corporation ("Fulton") posted a new corporate presentation (the “Corporate Presentation”) on its Investor Relations website at www.fult.com. The Corporate Presentation, attached as Exhibit 99.1 and incorporated herein by reference, updates previously filed presentations and provides an overview of Fulton's strategy and performance.

The information in this Form 8-K provided under Item 7.01, including all exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of Fulton under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements And Exhibits

(d)Exhibits.

Exhibit No.	Description
99.1	Corporate Presentation

SIGNATURE

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

Date: February 12, 2019	FULTON FINANCIAL CORPORATION
	By: /s/ Mark R. McCollom
	Mark R. McCollom
	Senior Executive Vice President and
	Chief Financial Officer

EX-99.1

INVESTOR PRESENTATION z Data as of December 31, 2018 - Unless otherwise noted

Forward-Looking Statements This presentation may contain forward-looking statements with respect to the Corporation’s financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends," “projects,” the negative of these terms and other comparable terminology. These forward looking statements may include projections of, or guidance on, the Corporation’s future financial performance, expected levels of future expenses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation’s business or financial results. Management’s 2019 Outlook contained herein is comprised of forward-looking statements. Forward-looking statements are neither historical facts, nor assurance of future performance. Instead, they are based on current beliefs, expectations and assumptions regarding the future of the Corporation’s business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Corporation’s control, and actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. Any forward-looking statement is based only on information currently available and speaks only as of the date when made. The Corporation undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A discussion of certain risks and uncertainties affecting the Corporation, and some of the factors that could cause the Corporation’s actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2017 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, June 30, 2018 and September 30, 2018 and other periodic reports, which the Corporation files with the Securities and Exchange Commission and are available in the Investor Relations section of the Corporation’s website (www.fult.com) and on the Securities and Exchange Commission’s website (www.sec.gov). The Corporation uses certain non-GAAP financial measures in this presentation. These non-GAAP financial measures are reconciled to the most comparable GAAP measures at the end of this presentation. 2

Why Fulton? . Deep Executive Bench with Continuity . Valuable Franchise in Attractive Markets . Investing in People to Drive Growth . Relationship Banking Strategy Focused on the Customer Experience . Granular, Well-Diversified Loan Portfolio . Attractive, Low-Cost Core Deposit Profile . Solid Asset Quality and Reserves . Well-Positioned Balance Sheet for Rising Interest Rates . Prudent Expense Management with Opportunities to Improve . Excess Capital to Deploy 3

Deep Executive Bench With Continuity Years in Financial Prior Name Position Years at Fulton Services Experience Phil Wenger Chairman/CEO 39 39 Various roles since joining in 1979 Curt Myers President/COO 28 28 Various roles since joining in 1990 PwC, Banking and Investment Banking; Joined Mark McCollom (1) Chief Financial Officer 1 31 Fulton in November 2017 Meg Mueller Head of Commercial Banking 22 32 Various roles since joining in 1996 Angela Snyder Head of Consumer Banking 17 33 Various roles since joining in 2002 Angie Sargent Chief Information Officer 26 26 Various roles since joining in 1992 Betsy Chivinski (2) Chief Risk Officer 24 36 Various roles since joining in 1994 (1) Includes years of service in public accounting and investment banking as a financial services industry specialist 4 (2) Includes years of service in public accounting as a financial services industry specialist

A Valuable Franchise . ~235 financial centers throughout the Mid-Atlantic . Asset size of $20.7 billion . 3,600+ team members (3,520 FTEs (1)) . Market capitalization of $2.6 billion (2) . Opportunity to meaningfully grow our market share(3) o ~16% deposit market share across the 15 counties where we have a Top 5 deposit market share; Represents 58% of our total deposits o ~1% deposit market share across the 37 counties where we do not have a Top 5 deposit market share; Represents 42% of our total deposits (Merging with Fulton Bank in 4Q18) (Merging with Fulton Bank in 4Q18) (1) Average full-time equivalent employees. (2) Shares outstanding and closing price as of December 31, 2018 (3) Data as of June 30, 2018 per S&P Global Market Intelligence ; Map includes Fulton 5 Financial counties with a financial center and/or a loan production office (“LPO”), and incorporated cities in MD and VA with a financial center and/or LPO

Strong Position In Attractive & Stable Markets Fulton Fulton Financial Fulton Financial Market Median Projected Fulton Financial Market Total Projected Financial Corporation Corporation Total Market Total Household Market Metropolitan Statistical Area (MSA) Corporation Total Active Branches Household Corporation Total Active Deposit Market Deposits 2018 ($000) Income Current Population Deposits 2018 ($000) 2018 Income Growth Market Rank Branches 2018 Share 2018 ($) Growth Lancaster, PA 1 28 3,093,340 27.78% 188 11,136,553 66,927 9.73% 2.43% Philadelphia-Camden-Wilmington, PA-NJ-DE-MD 15 53 3,076,620 0.77% 1,647 399,206,998 71,482 8.90% 1.52% Allentown-Bethlehem-Easton, PA-NJ 4 25 1,474,357 8.71% 255 16,922,129 69,294 10.15% 1.7% New York-Newark-Jersey City, NY-NJ-PA 60 24 1,346,753 0.08% 5,418 1,625,335,772 77,981 10.17% 2.13% Baltimore-Columbia-Towson, MD 10 15 1,019,166 1.41% 675 72,493,644 83,825 11.24% 2.48% York-Hanover, PA 3 12 927,438 12.63% 131 7,344,763 67,969 9.22% 1.71% Harrisburg-Carlisle, PA 6 11 815,216 6.1% 184 13,355,416 66,855 9.05% 2.32% Lebanon, PA 1 8 761,186 34.01% 40 2,238,103 61,771 6.82% 2.68% Reading, PA 6 10 656,528 4.1% 118 16,030,143 64,996 10.13% 1.22% Hagerstown-Martinsburg, MD-WV 2 9 484,875 13.36% 74 3,629,770 61,665 5.93% 3.32% Top 10 Fulton Financial Corporation MSAs (1) 195 13,655,479 0.55% 8,730 2,167,693,291 70,060 9.39% 2.05% Total Franchise 234 15,759,398 0.63% 11,484 2,482,533,930 69,777 9.30% 2.07% Nationwide 63,174 8.82% 3.56% Note: Data as of June 30, 2018 per S&P Global Market Intelligence; Fulton number of branches as of 12/31/2018 6 (1) Median HH Income, 2019 – 2024 Projected Population Change and Projected HH Income Change are weighted by deposits in each MSA

Investing In People To Drive Growth Commentary Revenue Producers . Renewed focus on front line hiring after years of building out the compliance and risk management areas 300 . Market disruption creates hiring opportunities 250 97 o Replace lower performing commercial relationship 97 managers with higher performing talent 200 83 . Key additions to our SBA, commercial leasing and agriculture 75 69 areas as well as mortgage banking and wealth 150 o Also, created dedicated Healthcare and CRE lending groups 101 110 94 97 . Hired a regional president and commercial relationship 100 84 managers for our Philadelphia market, which is a focus area for growth 50 85 84 . 56 59 68 Mortgage originations of ~$1.3bn1 - . Wealth AUA/AUM ~$10.4bn2 4Q14 4Q15 4Q16 4Q17 4Q18 Commercial Specialized Services Wealth Mortgage (1) For the year ended December 31, 2018 7 (2) As of December 31, 2018; Assets Under Administration (“AUA”) and Assets Under Management (“AUM”)

Extending Footprint Into Fast Growing Urban Markets Philadelphia, PA County Deposit Market Share – Top 20 Commentary Total Deposit . Total Deposit Regulatory Total Active Total Deposits 2018 Philadelphia is a natural extension of our current Parent Company Name Market Share Rank 2018 Industry Branches 2018 ($000) 2018 (%) footprint 1 Bank Wells Fargo & Co. 38 10,850,580 21.40% o Opened an LPO in May 2018 Bank Bank of America Corp. 18 8,897,888 17.55% 2 o Opened a financial center in January 2019 3 Bank Citizens Financial Group Inc. 51 8,891,838 17.54% 4 Bank PNC Financial Services Group 38 8,606,731 16.98% o Two more financial centers targeted to open by 5 Bank Toronto-Dominion Bank 21 4,195,572 8.28% the end of 1Q 2019 6 Bank Banco Santander 19 1,880,432 3.71% . No bank of Fulton’s size in Philadelphia Thrift WSFS Financial Corp. 16 1,622,279 3.20% 7 o 8 Bank M&T Bank Corp. 8 907,724 1.79% The top 5 banks have ~82% of the deposit 9 Savings Bank Firstrust SB 5 787,798 1.55% market share 10 Bank Republic First Bancorp Inc. 7 715,531 1.41% o Presents a tremendous growth opportunity for 11 Thrift Prudential Bancorp Inc. 9 653,443 1.29% Fulton 12 Bank HSBC Holdings 2 556,724 1.10% . 13 Bank Univest Corp. of Pennsylvania 7 426,870 0.84% Health Care, Technology and Professional Services 14 Bank BB&T Corp. 12 404,769 0.80% are major economic forces, which are target 15 Bank Bryn Mawr Bank Corp. 5 196,515 0.39% business segments for Fulton 16 Bank DNB Financial Corp. 3 183,488 0.36% . 17 Savings Bank United SB 3 156,232 0.31% The Philadelphia-Camden-Wilmington MSA is a 18 Bank HC Asian Financial Corp. 2 153,271 0.30% large economic region with GDP of over $430bn, 19 Savings Bank Washington SB 4 133,217 0.26% and is the 8th largest metropolitan area in the U.S(1) 20 Bank Parke Bancorp Inc. 2 85,058 0.17% . All Others 20 386,519 0.76% Baltimore is a targeted area for 2019 Total 290 50,692,479 100.00% o Opened an LPO in January 2019 Note: Deposit data as of June 30, 2018 per S&P Global Market Intelligence 8 (1) 2016 advance statistics; source: U.S. Bureau of Economic Analysis

Strategic Initiatives Support Our Relationship Banking Strategy Purpose We Change Lives for the Better OPERATIONAL EXCELLENCE GROWTH STRATEGIES Strategic Filter • Advancing business line structure Outcomes • Investing in talent for growth and charter consolidation. in targeted markets and • Focus on consistency and businesses. effectiveness across all operations • Investing in digital capabilities areas through enterprise process to enable Fulton to design, improvement and incrementally acquire new automation (workflow, RPA, AI). relationships and cross-sell • Developing an enterprise existing clients and leverage O technology strategy including customer intelligence L A N O I AT R E P defining the future state platform R capabilities. U T S I D E and execution roadmap. K S I • Differentiating Fulton in O N S I D E serving all segments of I Customer & C & communities through G X C E L L E N C E T H E execution and expansion of H T W O R E Community T H E Fulton Forward®. E C N A I L P M O • Implementing new branch ON EFFECTIVE RISK MANAGEMENT formats/designs. E ON AND COMPLIANCE E C N E L L E C X W I T H • Sustaining risk management, compliance and systems to ensure stakeholder expectations are met. • Implementing technology enhancements to limit manual I M P L I F Y X E C U T E controls and enable on-going S E monitoring. I F F E R E N T I AT E D T A L E N T S T R AT E G Y & T E C H N O L O G Y S T R AT E G Y 9

Fulton Has Made Significant Investments To Enhance Its Digital Capabilities Commercial Online Commercial Loan NewNew Website Website PurchaseBanking Platform Origination System 2017 2017 Tentatively 2019 fultonbank.com . . Personalizes experience . Best-in-class online platform for Streamlines commercial . Provides intuitive navigation customers to track, manage, and underwriting process to condense . grow their business timeline from application to close Offers a consolidated, customer- . . centric view and organization of Integrates easily with other Integrates with CRM platform to content platforms such as QuickBooks® streamline processes and keep customers more informed 10

Website Recently Recognized As An Innovation Leader Our redesigned customer website allows users to have a cohesive and personalized experience as they explore all of our products, services and capabilities in one place . Leverages data and customer insights to deliver personalized content to customers and prospects while capturing valuable information that can be translated into sales and marketing opportunities Fulton Bank won Sitecore’s 2018 annual award for Best Use of Personalization in North America. 11

Optimizing Our Branch Network Optimizing our financial center network will: . Move us towards multiple financial center types vs. a one-size-fits-all model . Give us greater ability to re-invest in people & digital transactions . Orient the financial center as a primary touchpoint enabling higher- value activities geared towards advice and sales . Create greater focus on customer experience in the financial centers . Closed 33 financial centers and upgraded 56 financial centers to the new format since 2014 Note: Closed financial center information is net of new openings 12

Granular, Well-Diversified Loan Portfolio . Average Loans for the year ended December 31, 2018 are up 3.8% compared to 2017 . Yields continue to move higher after several years of declines $16.0 $15.8 4.50% $15.2 $0.6 $0.4 $14.1 $1.0 4.38% $0.9 $14.0 $0.4 $13.3 4.30% $12.9 $0.8 4.21% $0.4 $0.4 $1.8 $2.0 $0.7 Portfolio Loan Total (1) Yield $12.0 $0.6 $1.5 $1.4 $1.6 $1.5 Balances $1.4 4.10% 4.04% $1.7 $10.0 $1.7 4.07% $1.7 3.95% 3.90% $4.3 $8.0 $4.2 $4.1 $3.7 $3.9 Average Average LoanPortfolio 3.70% $6.0 $6.2 $6.3 $5.1 $5.2 $5.6 $4.0 3.50% 2014 2015 2016 2017 2018 ($ IN BILLIONS) Comm'l Mtg Comm'l Home Equity Res Mtg Construction Consumer/Other FTE loan yield (1) 13 Note: Loan portfolio composition is based on average balances for the years ended December 31, 2014 to 2018 (1) Presented on a fully-taxable equivalent (“FTE”) basis using a 21% and 35% federal tax rate and statutory interest expense disallowances in 2018 and the 2014 through 2017 periods, respectively

Attractive, Low-Cost Core Deposit Profile . Steady growth in core deposits . Average Deposits for the year ended December 31, 2018 are up 2.3% compared to 2017 $15.8 $16.0 $15.5 0.60% $14.6 $ $1.5 $13.7 $- $1.4 0.55% $14.0 $12.9 $1.4 $- 0.50% $- $1.3 $3.0 $3.0 $12.0 $1.2 $2.7 $2.4 0.37% 0.40% $2.2 DepositCosts $10.0 $3.6 $3.8 $4.0 $3.3 $8.0 $3.0 0.30% 0.31% (1) 0.29% 0.27% $6.0 Average Average BalancesDeposit $3.4 $3.8 0.20% $4.2 $4.4 $4.3 $4.0 0.10% $2.0 $3.0 $3.0 $2.8 $2.7 $2.7 $- 0.00% 2014 2015 2016 2017 2018 ($ IN BILLIONS) Time Non-Int DDA Int DDA Money Mkt Savings Brokered Deposits Costs (1) Note: Deposit composition is based on average balances for the years ended December 31, 2014 to 2018. Average brokered deposits were $49 million for 2017 and $122 million for 2018. Core 14 Deposits equal total deposits less brokered and time deposits (1) Deposit costs calculated by dividing interest expense on interest-bearing deposits by total average deposits.

Solid Asset Quality And Reserves Commentary Non-Performing Loans (NPLs) & Allowance/Loans . Overall asset quality continues to be stable, despite a loss from a single, large commercial lending relationship due $144.8 1.75% $138.5 $139.7 to internal fraud in 2Q18 and a single, large commercial $150.0 $131.6 $134.8 lending relationship moving to non-performing in 4Q18 $125.0 1.50% o Both relationships were unrelated and in different AllowanceTotalto Loans industries $100.0 1.42% o Completed a detailed commercial review giving us 1.25% confidence the loss due to fraud was an isolated event $75.0 1.24% . Performing Loans Performing 1.17% We are mindful of where we are in the economic cycle - 1.12% 1.00% and are continuing to assess and analyze the loan Non $50.0 1.05% portfolio for signs of weakness or stress 0.75% . Agriculture portfolio is an area we have been monitoring $25.0 carefully over the last couple of years due to compressed commodity prices $0.0 0.50% o ~$1.0bn in balances, with dairy having the largest 2014 2015 2016 2017 2018 concentration (~30%) NPL Allowance/Loans o ~70% family farms/~30% Agribusiness ($ IN MILLIONS) 15

Positioned For Rising Interest Rate Environment Commentary Overall Loan Portfolio Rate Type . Variable and adjustable rate loans are ~78% of the portfolio, mostly in Adjustable Fixed Variable commercial . Commercial loans represent ~73% of our loan portfolio 35% . Variable and adjustable rate loans tied mostly to Prime (43%) and LIBOR 43% (53%) o 1-month LIBOR (40%) and 1-year+ LIBOR (13%) 22% Commercial Loan Portfolio Rate Type C&I CRE CONSTRUCTION Adjustable Fixed Variable Adjustable Fixed Variable Adjustable Fixed Variable 30% 40% 41% 49% 51% 47% 19% 11% $4.4bn $6.4bn 12% $917mn 16 Note: Data as of December 31, 2018

Prudent Expense Management With Opportunities To Improve Commentary Efficiency Ratio (FTE) . Low rate environment and continued buildout of our 71.00% compliance, risk and technology infrastructures were the 69.00% primary drivers of the increase in the efficiency ratio in 67.00% 2015 65.00% 63.00% . ~ $730 Meaningful positive operating leverage in 2016 and 2017 61.00% million reduced the efficiency ratio 59.00% 2014Y 2015Y 2016Y 2017Y~ $610 YTD o Closed 33 financial centers, net of new openings, since million 2014 Fulton Peer Median o Balance sheet positioned for rising interest rate Non-Interest Expenses / Average Assets environment . Our efficiency ratio was 63.8%(1) for 2018 within our goal of 3.00% 60.0% - 65.0%, and reached the lowest level since 2013 2.90% . Opportunities exist to gain efficiencies as we continue to: 2.80% o Optimize our delivery channels 2.70% o Upgrade our origination and servicing platforms 2.60% o Consolidate our bank charters 2.50% o Exit our BSA/AML orders 2014Y 2015Y 2016Y 2017Y YTD Fulton Peer Median Note: Chart Data from S&P Global Market Intelligence regulatory data; YTD data as of the most recent reporting date 17 See “Appendix” for listing of Peer Group banks (1) Non-GAAP based financial measure. Please refer to the calculation and management’s reasons for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation

Excess Capital To Deploy Commentary Fulton 4Q18 Capital Ratios . Capital ratios exceed our internal minimums and regulatory 14.00% 12.7% 12.00% requirements 10.2% 10.2% 10.00% 8.9% 8.5% o Opportunity exists to optimize the capital stack 8.00% . Quarterly cash dividend increased to $0.12 per share in 6.00% March of 2018 4.00% ~ $730 2.00% million o Paid a $0.04 special dividend in the 4th quarter of 2018 0.00% 1 . Tier 1 Leverage Tier 1 Risk Based CE Tier 1 Total~ $610 Risk-Based TCE Repurchased ~6.0mn shares or ~$95.0mn in 2018 million . Internal Minimum Excess Excess capital needs to earn a return above of our cost of Capital Ratios Vs. Peers capital or that excess should be distributed to shareholders 14.0% 13.0% o Targeted dividend payout ratio of 40%-50% 12.7% 12.0% 11.3% o Opportunistic share repurchases 10.9% 10.2% 10.2% 10.0% 9.5% o Strategic M&A 8.9% 8.8% . 8.5% Disciplined approach to M&A – Target Metrics 8.0% o Accretive to EPS in year 1 6.0% o IRR greater than target’s cost of capital 4.0% 1 o TBV earn back between 3-5 years Tier 1 Leverage Tier 1 Risk Based CE Tier 1 Total Risk-Based TCE Fulton Peer Median Note: Chart Data from S&P Global Market Intelligence financial data ; See “Appendix” for listing of Peer Group banks; Data as of the most recent reporting date; Fulton capital ratios are estimates as 18 of 12/31/2018 1) Non-GAAP based financial measure. Please refer to the calculation and management’s reasons for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation

RECENT FINANCIAL PERFORMANCE

Fourth Quarter Results Net Income per diluted share: $0.33 in 4Q18, 10.8% decrease from 3Q18 and 73.7% increase from 4Q17. Pre-Provision Net Revenue(1): $78.3 million, 1.2% increase from 3Q18 and 12.9% increase from 4Q17 Linked Quarter Loan and Core Deposit Growth: 0.7% increase in average loans, while average demand and savings deposits increased 3.0% Net Interest Income & Margin: Net interest income increased 1.8%, reflecting the impact of a 2 basis point increase in net interest margin and balance sheet growth Non-Interest Income(2) & Non-Interest Expense: 2.9% decrease in non-interest income and 3.9% increase in non-interest expense Asset Quality: $6.6 million increase in provision for credit losses, due primarily to a single relationship. Q4 Year-over-Year Loan and Core Deposit Growth: 2.6% increase in average loans and 2.1% increase in average demand and savings deposits Net Interest Income & Margin: 9.1% increase in net interest income, reflecting the impact of a 15 basis point increase in net interest margin and balance sheet growth Non-Interest Income(2) & Non-Interest Expense: 10.0% decrease in non-interest income and 1.6% increase in non-interest expense Asset Quality: $1.5 million increase in provision for credit losses 20 (1) Non-GAAP based financial measure. Please refer to the calculation and management’s reason for using the measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation (2) Excluding investment securities gains

Income Statement Summary  Net Income of $58.1 million, 11.5% decrease from 3Q18 and 70.8% increase from 4Q17. Increase from 4Q17 largely due to $15.6 million Change from charge related to the re-measurement of net deferred tax assets. 4Q18 3Q18 4Q17 (dollars in thousands, except per-share data) Net Interest Income . Net Interest Income $ 162,944 $ 2,817 $ 13,531 From 3Q18: Increase of 1.8%, driven by loan and deposit growth and the impact of a 2 basis point increase in NIM. Provision for Credit Losses 8,200 6,580 1,470 . From 4Q17: Increase of 9.1%, driven by loan and deposit growth and the impact of a 15 basis Non-Interest Income 49,523 (1,496) (5,501) point increase in NIM. Securities Gains - (14) (1,932) Provision for Credit Losses . Non-Interest Expense 140,685 5,272 2,233 4Q18 reflects additional allocations primarily related to one relationship that was transferred to Income before Income Taxes 63,582 (10,545) 2,395 nonaccrual status. Non-Interest Income Income Taxes 5,499 (2,995) (21,687) . From 3Q18: 2.9% decrease driven by commercial loan interest rate swap fees ($1.1 million) and Net Income $ 58,083 $ (7,550) $ 24,082 merchant fees ($0.6 million) . From 4Q17: 10.0% decrease by lower SBA lending income ($0.6 million), commercial loan Net income per share (diluted) $ 0.33 $ (0.04) $ 0.14 interest rate swap fees ($0.4 million) partially offset by increases in mortgage banking income ($0.4 million). 4Q17 included a $5.1 million favorable litigation settlement. Non-Interest Expenses . ROA (1) 1.12% (0.16%) 0.45% From 3Q18: 3.9% increase driven by amortization of tax credit investments ($4.9 million) and other ($2.4 million), partially offset by a decrease in marketing ($1.1 million). . From 4Q17: 1.6% increase driven by increase in salaries and employee benefits ($2.2 million), ROE (2) 10.10% (1.38%) 4.07% amortization of tax credit investments ($3.2 million) and other outside services ($1.3 million), partially offset by a decrease in FDIC insurance expense ($1.1 million). Other expenses in 2017 included the write-off of other accumulated capital expenditures related to in-process ROE (tangible) (3) 13.17% (1.82%) 5.26% technology initiatives in commercial banking ($4.8 million). Income Taxes . (3) 8.6% effective tax rate (ETR) in 4Q18 vs. 11.5% in 3Q18 and 44.4% in 4Q17. Excluding the tax Efficiency ratio 62.2% (0.3%) (2.0%) charge, ETR for 4Q17 was 18.9%. (1) ROA is return an average assets determined by dividing net income for the period indicated by average assets, annualized 21 (2) ROE is return on average shareholders’ equity determined by dividing net income for the period indicated by average shareholders’ equity, annualized (3) Non-GAAP based financial measure. Please refer to the calculation and management’s reasons for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation

Net Interest Income And Margin AVERAGE INTEREST-EARNING ASSETS & YIELDS ($ IN BILLIONS) NET INTEREST INCOME & NET INTEREST MARGIN $20.0 $15.6 $15.9 $16.0 5.00% ($ IN MILLIONS) $15.7 $15.8 4.75% $15.0 4.22% $180.0 4.00% 4.50% 4.13% $165.0 $10.0 4.04% 4.25% 3.75% 3.93% $150.0 3.83% 4.00% $5.0 ~ $730 $135.0 3.50% million 3.75% $3.2 $2.9 $3.0 $3.1 $3.2 $120.0 3.42% 3.44% $- 3.50% 3.39% ~ $610 3.35% 3.25% 4Q17 1Q18 2Q18 3Q18million 4Q18 $105.0 3.29% 1 Securities & Other Loans Earning Asset Yield (FTE) $90.0 3.00% $162.9 $156.1 $160.1 $75.0 $149.4 $151.3 ($ IN BILLIONS) 2.75% AVERAGE LIABILITIES & RATES $60.0 $20.0 1.20% $1.7 $1.5 $45.0 2.50% $1.4 $1.9 $2.0 1.00% $15.0 $30.0 1.01% 0.80% 2.25% 0.91% 1.10% $15.0 0.78% 0.82% $10.0 0.60% $- 2.00% $16.1 0.40% 4Q17 1Q18 2Q18 3Q18 4Q18 $15.4 $15.5 $16.0 $16.4 $5.0 0.20% Net Interest Income Net Interest Margin (Fully-taxable equivalent basis, or FTE) $- 0.00% 4Q17 1Q18 2Q18 3Q18 4Q18 Deposits Borrowings Cost of Interest-bearing Liabilities (1) Using a 21% and 35% federal tax rate and statutory interest expense disallowances in 2018 and 2017 respectively 22

Asset Quality PROVISION FOR CREDIT LOSSES NON-PERFORMING LOANS (NPLS) & NPLS TO LOANS ($ IN MILLIONS) $160.0 2.00% $40.0 $134.8 $134.6 $139.7 $33.1 $123.7 $120.1 $120.0 1.50% $30.0 $80.0 1.00% $20.0 0.85% 0.86% 0.86% $40.0 0.78% 0.75% 0.50% $8.2 $10.0 $6.7 $4.0 $1.6 $0.0 0.00% $- 4Q17 1Q18 2Q18 3Q18 4Q18 4Q17 1Q18 2Q18(1) 3Q18 4Q18 NPL NPLs/Loans NET CHARGE-OFFS (NCOS) AND NCOS TO AVERAGE LOANS ALLOWANCE FOR CREDIT LOSSES (ALLOWANCE) TO NPLS & LOANS 150.0% 137% 140% 3.00% $60.0 1.25% 131% 131% 1.01% 121% 125.0% 1.05% $39.9 0.85% 100.0% 2.00% $40.0 0.65% 75.0% 0.45% 50.0% 1.00% $20.0 0.14% 0.10% 1.12% 0.08% 0.17% 0.25% 1.12% 1.07% 1.05% 1.05% 25.0% $6.6 0.05% $5.4 $4.0 $3.0 $- -0.15% 0.0% 0.00% 4Q17 1Q18 2Q18(2) 3Q18 4Q18 4Q17 1Q18 2Q18 3Q18 4Q18 Allowance/NPLs Allowance/Loans NCOs NCOs/Average Loans (annualized) (1) Includes a $36.8 million provision for credit loss related to one commercial relationship recorded in 2Q18 23 (2) Includes a $33.9 million charge-off related to one commercial relationship incurred in 2Q18

Non-Interest Income ($ IN MILLIONS) MORTGAGE BANKING INCOME & SPREADS NON-INTEREST INCOME, EXCLUDING SECURITIES GAINS $6.0 4.00% $5.2 3.50% $5.0 $4.9 $4.8 $4.4 $60.0 $4.2 3.00% $4.0 2.50% $3.0 2.00% 1.50% $50.0 $2.0 1.56% 1.36% 1.30% 1.38% 1.00% $1.0 1.11% 0.50% ~ $730 $- million 0.00% $40.0 4Q17 1Q18 2Q18 3Q18 4Q18 Gains on Sales Servicing Income~ $610 Spread on Sales (1) $55.0 million $30.0 $51.0 $49.5 $49.1 OTHER NON-INTEREST INCOME $45.9 $50.6 $20.0 $50.0 $46.1 $43.9 $44.7 $41.7 $40.0 $10.0 $30.0 $20.0 $- $10.0 4Q17 1Q18 2Q18 3Q18 4Q18 $- 4Q17 1Q18 2Q18 3Q18 4Q18 Invt Mgmt & Trust Srvs Deposit Srv Chgs Oth Srv Chgs Other (1) Represents Gains on Sales divided by total new commitments to originate residential mortgage loans for customers 24

Non-Interest Expenses ($ IN MILLIONS) SALARIES AND EMPLOYEE BENEFITS & STAFFING (1) NON-INTEREST EXPENSE & EFFICIENCY RATIO $90.0 3,700 $80.0 $73.5 $75.8 $74.9 $76.8 $75.7 3,600 $70.0 3,590 3,500 $60.0 3,525 $160.0 68.0% $50.0 3,400 $40.0 3,300 $140.0 67.0% $30.0 67.5% 3,200 $20.0 ~ $730 million 3,100 $10.0 $120.0 66.0% $- 3,000 ~ $610 4Q17 1Q18 2Q18 3Q18 4Q18 million $100.0 65.0% Employee Benefits Total Salaries Average Full-time Equivalent Employees $140.7 $138.5 $136.7 $135.4 $133.3 $80.0 64.0% 64.2% OTHER NON-INTEREST EXPENSES $60.0 63.0% $70.0 63.3% $65.0 $60.9 $64.9 $58.4 $58.6 $60.0 $40.0 62.5% 62.0% 62.2% $50.0 $40.0 $20.0 61.0% $30.0 $20.0 $- 60.0% 4Q17 1Q18 2Q18 3Q18 4Q18 $10.0 $- 4Q17 1Q18 2Q18 3Q18 4Q18 Occp & Equip Data Processing & Software Outside Srvs Other 25 (1) Non-GAAP based financial measure. Please refer to the calculation and management’s reasons for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation

Profitability & Capital ROA(1) ROE AND ROE (TANGIBLE)(2) 1.40% 1.28% 16.00% 14.99% 1.20% 1.12% 13.17% 1.01% 11.85% 11.48% 1.00% 12.00% 10.10% 9.02% 0.70% 7.91% 8.23% 0.80% 0.67% 8.00% 6.03% 6.28% 0.60% 4.00% 0.40% 0.20% 0.00% 4Q17(3) 1Q18 2Q18 3Q18 4Q18 0.00% 4Q17(3) 1Q18 2Q18 3Q18 4Q18 ROE ROE (tangible) TANGIBLE COMMON EQUITY RATIO(2) NET INCOME PER DILUTED SHARE 12.0% $0.40 $0.37 $0.35 $0.33 8.7% 8.8% 8.7% 8.8% 8.5% $0.30 $0.28 8.0% $0.25 $0.19 $0.20 $0.20 4.0% $0.15 $0.10 $0.05 0.0% $- 4Q17 1Q18 2Q18 3Q18 4Q18 4Q17(3) 1Q18 2Q18 3Q18 4Q18 (1) ROA is return an average assets determined by dividing net income for the period indicated by average assets, annualized 26 (2) Non-GAAP based financial measure. Please refer to the calculation and management’s reasons for using this measure on the slide titled “Non-GAAP Reconciliation” at the end of this presentation (3) 4Q17 reflects the impact of the $15.6 million charge to income taxes related to the re-measurement of net deferred tax assets

2019 Outlook • Loans & Deposits: Average annual loan and deposit growth rates in the low to mid single- digits • Net Interest Income: Mid to high single-digit growth rate • Net Interest Margin: An increase of 0 to 3 basis points per quarter in 2019 • Non-Interest Income: Low to mid single-digit growth rate • Non-Interest Expense: Excluding charter consolidation costs, low single-digit growth rate • Asset Quality: $3 million to $8 million provision for credit losses per quarter • Capital: Levels to remain consistent with December 31, 2018 • Effective Tax Rate: Anticipated to range between 13% and 16% 27

APPENDIX

Average Loan Portfolio And Yields Change in 4Q 2018 Balance From Yield From Balance Yield 3Q 2018 4Q 2017 3Q 2018 4Q 2017 (dollars in millions) Comm'l Mort $ 6,343 4.57% $ 33 $ 110 0.11% 0.48% Commercial 4,330 4.51% 26 67 0.15% 0.46% Resid Mort 2,210 4.01% 67 284 0.05% 0.18% Home Equity 1,460 5.19% (14) (101) 0.20% 0.67% Construction 932 4.63% (38) (72) 0.05% 0.36% Consumer 406 4.57% 30 94 0.07% (0.18%) Leasing 274 4.63% (2) 21 (0.03%) 0.15% Other 11 - 2 3 - % - % - Total Loans $ 15,966 4.54% $ 104 $ 406 0.10% 0.40% Note: Presented on an FTE basis, using a 21% and 35% federal tax rate and statutory interest expense disallowances in 2018 and 2017, respectively 29 Average loan portfolio and yield are for the three months ended December 31, 2018, September 30, 2018 and December 31, 2017

Average Customer Funding And Rates Change In 4Q 2018 Balance From Rate From Balance Rate 3Q 2018 4Q 2017 3Q 2018 4Q 2017 (dollars in millions) Nonint DDA $ 4,322 - % $ 24 $ (132) - % - % Int DDA 4,225 0.70% 109 187 0.09% 0.30% Savings/MMDA 4,980 0.78% 262 228 0.14% 0.40% Brokered Deposits 164 2.34% 2 59 0.29% 1.07% Time deposits 2,722 1.46% 49 15 0.12% 0.28% Total Deposits 16,413 0.68% 446 357 0.09% 0.26% Cash Mgt 377 0.62% (71) 1 0.14% 0.28% Total Customer Funding $ 16,790 0.68% $ 375 $ 358 0.09% 0.26% 30 Note: Average customer funding and the rate are for the three months ended December 31, 2018, September 30, 2018, and December 31, 2017

Loan Distribution By State Comm'l Consumer Comm'l Mortgage Constr. Res. Mtg. & Other Total (in thousands) Pennsylvania $ 3,206,044 $ 3,296,106 $ 456,011 $ 769,738 1,304,367 $ 9,032,266 New Jersey 561,748 1,404,673 155,457 365,385 427,539 2,914,802 Maryland 361,107 806,667 122,653 431,978 263,883 1,986,288 Virginia 92,766 553,255 105,548 592,831 61,368 1,405,768 Delaware 182,883 373,584 76,930 91,112 102,167 826,676 $ 4,404,548 $ 6,434,285 $ 916,599 $ 2,251,044 $ 2,159,324 $ 16,165,800 31 Note: Data as of December 31, 2018

Non-performing Loans(1) Comm'l Consumer Ending Loans NPLs/Loans Comm'l Mortgage Constr. Res. Mtg. & Other Total NPLs by State by State (dollars in thousands) Pennsylvania $ 23,443 $ 15,123 $ 3,155 $ 8,558 $ 15,211 $ 65,490 $ 9,032,266 0.73% New Jersey 8,454 12,247 553 3,249 3,551 28,054 2,914,802 0.96% Maryland 15,167 1,636 - 762 10,306 27,871 1,986,288 1.40% Virginia 927 669 1,317 5,860 452 9,225 1,405,768 0.66% Delaware 3,281 2,476 2,365 671 245 9,038 826,676 1.09% $ 51,272 $ 32,151 $ 7,390 $ 19,100 $ 29,765 $ 139,678 $ 16,165,800 0.86% Ending Loans $ 4,404,548 $ 6,434,285 $ 916,599 $ 2,251,044 $ 2,159,324 $ 16,165,800 Non-performing Loan % (12/31/18) 1.16% 0.50% 0.81% 0.85% 1.38% 0.86% (1) Includes loans ≥ 90 days past due and accruing, and non-accrual loans 32 Note: Data as of December 31, 2018

Net Charge-offs (Recoveries) Annualized Comm'l Consumer Average Loans Charge-Offs to Comm'l Mortgage Constr. Res. Mtg. & Other Total by State Average Loans (dollars in thousands) Pennsylvania $ (79) $ 559 $ 10 $ 408 $ 1,847 $ 2,745 $ 8,887,228 0.12% New Jersey 2,886 49 (6) (19) 66 2,976 2,907,717 0.41% Maryland 809 90 (14) (6) 82 961 1,985,217 0.19% Virginia - - (13) (31) 2 (42) 1,393,370 (0.01%) Delaware - (30) - (6) 12 (24) 792,105 (0.01%) $ 3,616 $ 668 $ (23) $ 346 $ 2,009 $ 6,616 $ 15,965,637 0.17% Average Loans $ 4,329,937 $ 6,343,024 $ 931,724 $ 2,209,993 $ 2,150,959 $ 15,965,637 Annualized Net Charge-offs (Recoveries) to Average Loans 0.33% 0.04% -0.01% 0.06% 0.37% 0.17% 33 Note: Data for the three months ended December 31, 2018

Investment Portfolio Weighted Avg. Remaining Life Amortized Unrealized Estimated (in years) Cost Gain (Loss) Fair Value (dollars in millions) Residential mortgage-backed securities 5.1 $ 477 $ (14) $ 463 Collateralized mortgage obligations 4.0 841 (9) 832 State and municipal securities 7.6 282 (3) 279 Commercial mortgage-backed securities 3.3 264 (3) 261 Auction rate securities 5.0 107 (4) 103 Corporate debt securities 7.8 111 (2) 109 U.S. Government sponsored agency securities 4.6 32 - 32 Available for sale investments 5.8 $ 2,114 $ (35) $ 2,079 State and municipal securities 7.8 $ 156 $ 1 $ 157 Residential mortgage-backed securities 3.6 451 4 455 Held to maturity investments 5.2 $ 607 $ 5 $ 612 34 Note: Data as of December 31, 2018

Non-Interest Income(1) Change From 4Q 2018 3Q 2018 4Q 2017 3Q 2018 4Q 2017 (in thousands) Other service charges and fees: Merchant fees $ 4,366 $ 5,006 $ 4,308 $ (640) $ 58 Debit card income 3,214 3,604 3,526 (390) (312) Commercial loan interest rate swap fees 2,540 3,607 2,914 (1,067) (374) Letter of credit fees 1,001 983 1,037 18 (36) Foreign exchange incomce 484 542 510 (58) (26) Other 1,655 1,691 1,534 (36) 121 Total 13,260 15,433 13,829 (2,173) (569) Service charges on deposit accounts: Overdraft fees 5,432 5,167 5,609 265 (177) Cash management fees 4,340 4,472 3,669 (132) 671 Other 2,626 2,620 3,392 6 (766) Total 12,398 12,259 12,670 139 (272) Investment management and trust services 13,408 13,066 13,152 342 256 Mortgage banking income 4,774 4,896 4,386 (122) 388 Other: Credit card income 3,041 3,080 2,778 (39) 263 Small business administration lending income 741 530 1,355 211 (614) Other income 1,901 1,755 6,854 146 (4,953) Total 5,683 5,365 10,987 318 (5,304) Total Non-Interest Income, excluding securities gains $ 49,523 $ 51,019 $ 55,024 $ (1,496) $ (5,501) 35 (1) Excluding securities gains

Non-Interest Expense Change From 4Q 2018 3Q 2018 4Q 2017 3Q 2018 4Q 2017 (in thousands) Salaries and employee benefits $ 75,745 $ 76,770 $ 73,504 $ (1,025) $ 2,241 Net occupancy expense 12,708 12,578 12,549 130 159 Data processing and software 10,203 10,157 10,401 46 (198) Other outside services 8,944 9,122 7,665 (178) 1,279 Amortization of tax credit investments 6,538 1,637 3,376 4,901 3,162 Professional fees 3,546 3,427 3,632 119 (86) Equipment expense 3,275 3,000 3,244 275 31 FDIC insurance expense 2,563 2,814 3,618 (251) (1,055) Marketing 1,577 2,692 1,725 (1,115) (148) Other expenses 15,586 13,216 18,738 2,370 (3,152) Total Non-Interest Expenses $ 140,685 $ 135,413 $ 138,452 $ 5,272 $ 2,233 36

Non-GAAP Reconciliation Three Months Ended Year Ended Note: The Corporation has presented the Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 Dec 31 Dec 31 following non-GAAP (Generally Accepted 2017 2018 2018 2018 2018 2017 2018 Accounting Principles) financial Efficiency ratio measures because it believes that these Non-interest expense $ 138,452 $ 136,661 $ 133,345 $ 135,413 $ 140,685 $ 525,579 $ 546,104 measures provide useful and Less: Amortization of tax credit investments (3,376) (1,637) (1,637) (1,637) (6,538) (11,028) (11,449) comparative information to assess Non-interest expense (numerator) $ 135,076 $ 135,024 $ 131,708 $ 133,776 $ 134,147 $ 514,551 $ 534,655 trends in the Corporation's results of operations and financial condition. Net interest income (fully taxable-equivalent) $ 155,253 $ 154,232 $ 159,027 $ 163,194 $ 166,124 $ 598,565 $ 642,577 Presentation of these non-GAAP financial Plus: Total Non-interest income 56,956 45,875 49,094 51,033 49,523 207,974 195,525 measures is consistent with how the Less: Investment securities gains (1,932) (19) (4) (14) - (9,071) (37) Corporation evaluates its performance Net interest income (denominator) $ 210,277 $ 200,088 $ 208,117 $ 214,213 $ 215,647 $ 797,468 $ 838,065 internally and these non-GAAP financial measures are frequently used by Efficiency ratio 64.2% 67.5% 63.3% 62.5% 62.2% 64.5% 63.8% securities analysts, investors and other interested parties in the evaluation of companies in the Corporation's industry. Three Months Ended Investors should recognize that the Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 Corporation's presentation of these non- 2017 2018 2018 2018 2018 GAAP financial measures might not be comparable to similarly-titled measures Return on Average Shareholders' Equity (ROE) (Tangible) of other companies. These non-GAAP Net income (numerator) $ 34,001 $ 49,480 $ 35,197 $ 65,633 $ 58,083 financial measures should not be considered a substitute for GAAP basis Average shareholders' equity $ 2,237,031 $ 2,224,615 $ 2,246,904 $ 2,269,093 $ 2,281,669 measures and the Corporation strongly Less: Average goodwill and intangible assets (531,556) (531,556) (531,556) (531,556) (531,556) encourages a review of its condensed Average tangible shareholders' equity (denominator) $ 1,705,475 $ 1,693,059 $ 1,715,348 $ 1,737,537 $ 1,750,113 consolidated financial statements in their entirety. Return on average shareholders' equity (tangible), annualized 7.91% 11.85% 8.23% 14.99% 13.17% 37

Non-GAAP Reconciliation Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 2017 2018 2018 2018 2018 Tangible Common Equity to Tangible Assets (TCE Ratio) (dollars in thousands) Shareholders' equity $ 2,229,857 $ 2,235,493 $ 2,245,785 $ 2,283,014 $ 2,247,573 Less: Intangible assets (531,556) (531,556) (531,556) (531,556) (531,556) Tangible shareholders' equity (numerator) $ 1,698,301 $ 1,703,937 $ 1,714,229 $ 1,751,458 $ 1,716,017 Total assets $ 20,036,905 $ 19,948,941 $ 20,172,539 $ 20,364,810 $ 20,682,152 Less: Intangible assets (531,556) (531,556) (531,556) (531,556) (531,556) Total tangible assets (denominator) $ 19,505,349 $ 19,417,385 $ 19,640,983 $ 19,833,254 $ 20,150,596 Tangible Common Equity to Tangible Assets 8.7% 8.8% 8.7% 8.8% 8.5% Three Months Ended Dec 31 Mar 31 Jun 30 Sep 30 Dec 31 2017 2018 2018 2018 2018 Pre-Provision Net Revenue (in thousands) Net interest income $ 149,413 $ 151,318 $ 156,067 $ 160,127 $ 162,944 Non-interest income 56,956 45,875 49,094 51,033 49,523 Less: Investment securities gains (1,932) (19) (4) (14) - Total Revenue $ 204,437 $ 197,174 $ 205,157 $ 211,146 $ 212,467 Non-interest expense $ 138,452 $ 136,661 $ 133,345 $ 135,413 $ 140,685 Less: Amortization of tax credit investments (3,376) (1,637) (1,637) (1,637) (6,538) Total Non-interest expense $ 135,076 $ 135,024 $ 131,708 $ 133,776 $ 134,147 Pre-Provision Net Revenue $ 69,361 $ 62,150 $ 73,449 $ 77,370 $ 78,320 38

Peer Group . BancorpSouth Bank . TCF Financial Corporation . Commerce Bancshares, Inc. . Trustmark Corporation . First Midwest Bancorp, Inc. . UMB Financial Corporation . F.N.B. Corporation . Umpqua Holdings Corporation . Hancock Whitney Corporation . Union Bankshares Corporation . IBERIABANK Corporation . United Bankshares, Inc. . Investors Bancorp, Inc. . United Community Banks, Inc. . Northwest Bancshares, Inc. . Valley National Bancorp . Old National Bancorp . Webster Financial Corporation . Prosperity Bancshares, Inc. . Wintrust Financial Corporation . Provident Financial Services, Inc. 39

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