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Section 1: 8-K (FORM 8-K)

Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 13, 2019

                                                                            Associated Banc-Corp                                                                      
(Exact name of registrant as specified in its chapter)

Wisconsin
001-31343
39-1098068

(State or other jurisdiction of incorporation)
(Commission
File Number)
(IRS Employer Identification No.)

433 Main Street, Green Bay, Wisconsin
54301
(Address of principal executive offices)
(Zip code)

Registrant’s telephone number, including area code
920-491-7500

 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]







Item 7.01. Regulation FD Disclosure
Associated Banc-Corp is furnishing the investor presentation, included as Exhibit 99.1 to this Report on Form 8-K, which will be used, in whole or in part, from time to time by executives of the Registrant in one or more meetings with investors and analysts.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933 or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.
The following exhibit is furnished as part of this Report on Form 8-K.

(d) Exhibits








SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Associated Banc-Corp
 
(Registrant)
 
 
 
 
Date: February 13, 2019
By: /s/ Christopher J. Del Moral-Niles
 
Christopher J. Del Moral-Niles
 
Chief Financial Officer
  
 
 


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Section 2: EX-99.1 (EXHIBIT 99.1)

asb1q19investordeckfinal
Exhibit 99.1 Associated Banc-Corp Investor Presentation 2019 Brookfield Office (Milwaukee MSA) – Opened October 2017 FIRST QUARTER


 
FORWARD-LOOKING STATEMENTS Important note regarding forward-looking statements: Statements made in this presentation which are not purely historical are forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995. This includes any statements regarding management’s plans, objectives, or goals for future operations, products or services, and forecasts of its revenues, earnings, or other measures of performance. Such forward-looking statements may be identified by the use of words such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “should,” “will,” “intend,” “target,” “outlook” or similar expressions. Forward-looking statements are based on current management expectations and, by their nature, are subject to risks and uncertainties. Actual results may differ materially from those contained in the forward-looking statements. Factors which may cause actual results to differ materially from those contained in such forward-looking statements include those identified in the Company’s most recent Form 10-K and subsequent SEC filings. Such factors are incorporated herein by reference. Trademarks: All trademarks, service marks, and trade names referenced in this material are official trademarks and the property of their respective owners. Presentation: Within the charts and tables presented, certain segments, columns and rows may not sum to totals shown due to rounding. 1


 
OUR FRANCHISE Fourth Quarter 2018 Highlights and Accomplishments of assets1 of loans1 $34 billion $23 billion . Largest bank headquartered in Wisconsin3 Nearly $4 billion of equity2 $25 billion of deposits1 . Approximately 4,700 employees, servicing over 1 million customer accounts in 8 states and 2018 Average Loans by Business Segment over 110 communities1 Corporate and 52% Commercial Specialty . #1 Mortgage Lender in Wisconsin4 Community, Consumer, 45% and Business . Top 50 U.S. insurance brokerage firms5 <3% Other Affinity Programs 41% of active personal checking accounts are affinity related6 1As of December 31, 2018. 2Common equity as of December 31, 2018. 3Based on assets, as of December 31, 2018. 4The Wisconsin’s #1 Mortgage Lender designation is based on information gathered from the Home Mortgage Disclosure Act data compiled annually by the Bureau of Consumer Financial Protection. The results of the data were obtained through the Bureau of Consumer Financial Protection Mortgage Database (HMDA), June 2018. 2 5Business Insurance magazine, July 2018. Rankings based on 2017 brokerage revenue gathered by U.S. based clients. 6Affinity debit cards as a percentage of active personal checking accounts, as of December 31, 2018.


 
ATTRACTIVE MIDWEST MARKETS Large Population Base With a Manufacturing and Wholesale Trade-Centric Economy Midwest holds ~20% of the U.S. population1 and Manufacturing Focus Well-Suited for Our Midwest Location nearly 30% of all U.S. manufacturing jobs2 ASB C&BL Loans by Industry Total ASB Loans by Geography U.S. Manufacturing Jobs Manufacturing Midwest & Wholesale Midwest ~30% Trade 80% All other 23% regions ~70% Other3 20% Supporting Strong Employment Base and Healthy Consumer Credit Several Midwestern states have unemployment rate4 well below the national average: Select ASB Metro Market 5 4.6% Unemployment Rates 4.0% 4.3% 3.6% 3.9% 2.8% 3.0% 3.1% Madison, WI……………………… 2.2% 2.4% Wausau, WI………...………….… 2.6% Minneapolis – St. Paul, MN….… 2.7% Rochester, MN…..…………..…... 2.7% Green Bay, WI……………..….… 2.8% IA MN WI MO IN U.S. MI IL OH Dark green bars denote ASB branch states 1U.S. Census Bureau, Annual Estimates of the Resident Population for the United States, Regions, States, and Puerto Rico: April 1, 2010 to July 1, 2018. 2U.S. Bureau of Labor Statistics, Manufacturing Industry Employees, seasonally adjusted, December 2018 (preliminary). 3Other category includes 5% in TX; the majority of these loans were booked by our Loan Production Office located in Houston. 4U.S. Bureau of Labor Statistics, State Employment and Unemployment, seasonally adjusted, December 2018 (preliminary). 3 5U.S. Bureau of Labor Statistics, Civilian labor force and unemployment by metropolitan area, seasonally adjusted, December 2018.


 
LOAN GROWTH TRENDS 2014 Average Annual Loans – 2018 G rowth Across the Portfolio CAGR ($ in billions) $22.7 Commercial & Business . Core manufacturing-centric portfolio is $20.6 complemented with specialty national businesses $19.7 $18.3 $7.7 4% Commercial Real Estate $16.8 . Well diversified by geography, property type, and $7.3 $7.4 borrower $7.0 $6.5 Consumer $5.4 8% . Recognized as Wisconsin’s #1 mortgage lender2 $5.0 $4.7 3 $4.2 Upper Midwest Focused Portfolio $4.0 $8.31 14% $7.1 $5.5 $6.2 5% Illinois $4.9 24% Wisconsin Minnesota $1.5 $1.5 $1.4 $1.3 $1.3 32% 10% Other 2014 2015 2016 2017 2018 Midwest Commercial & Business Commercial Real Estate 13% Chart excludes $0.4 Residential Mortgage Home Equity & Other consumer Other billion Other consumer 15% portfolio 1Approximately $5.3 billion of the total residential mortgage portfolio was comprised of adjustable-rate loans at year-end 2018. 2The Wisconsin’s #1 Mortgage Lender designation is based on information gathered from the Home Mortgage Disclosure Act data Texas compiled annually by the Bureau of Consumer Financial Protection. The results of the data were obtained through the Bureau of 5% 4 Consumer Financial Protection Mortgage Database (HMDA), June 2018. 3Based on outstandings as of December 31, 2018.


 
DEPOSIT GROWTH AND MIX TRENDS 2014 - 2018 Average Annual Deposits CAGR Period End Low-cost Deposit Mix ($ in billions) Loan to Deposit Ratio 50% 51% 47% 49% 46% 94% 92% 91% 92% 23% 89% 25% 24% 24% 26% $24.1 19% 20% 16% 14% 17% $21.9 $21.0 7% 6% 7% 7% 8% $19.9 $5.2 6% 2014 2015 2016 2017 2018 $5.0 $17.6 $5.1 Noninterest-bearing demand Interest-bearing demand $4.5 Savings $4.8 13% $4.2 $4.0 Period End Network Transaction Deposit $3.0 $3.4 $1.9 11% Mix $2.9 $1.3 $1.4 $1.5 $1.2 18% $7.3 8% 15% 15% $6.4 $6.0 $6.3 $5.4 11% 9% $1.6 $1.6 $2.0 $1.6 $2.8 16% $3.5 $2.3 $3.0 $3.1 $2.1 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 Noninterest-bearing demand Interest-bearing demand Savings Money market Time deposits Network transaction deposits 5


 
YIELDS, NET INTEREST INCOME AND MARGIN— ANNUAL TRENDS Average Yields Net Interest Income & Net Interest Margin ($ in millions) 5.04% 3.08% 2.97% 2.84% 2.80% 2.82% 3.89% 4.51% 3.68% 3.47% 3.46% $880 3.66% $14 $15 3.38% 3.40% $8 3.18% 3.23% 3.23% 2.59% $741 2.45% 2.58% 2.34% 2.42% $707 $681 $677 1.16% $844 0.69% 0.40% 0.42% $737 0.31% 0.94% $702 $674 0.56% $670 0.20% 0.22% 0.32% 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 Commercial real estate loans Bank Mutual prepayments and other adjustments Commercial and business lending loans Bank Mutual acquisition related purchased loan accretion, net Total residential mortgage loans Investments and other Other prepayments and interest recoveries Total interest-bearing liabilities Net interest income net of purchased loan accretion, prepayments and interest recoveries Total interest-bearing deposits 6 Net interest margin


 
NONINTEREST INCOME - ANNUAL TRENDS ($Noninterest IN MILLIONS Income) Wealth Management ($ in millions) ($ in millions) $28 $20 $353 $356 $16 $15 $16 $329 $333 $48 $49 $47 $50 $54 $291 $20 2014 2015 2016 2017 2018 $38 $20 Trust & asset management Brokerage & advisory $32 $31 Strong Insurance Commissions Growth Driven by Acquisitions ($ in millions) $90 $296 $81 $81 $269 $75 $253 $261 $225 $44 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 Fee-based revenue1 Mortgage banking, net Other 1A non-GAAP financial measure, fee-based revenue is the sum of insurance commissions and fees, service charges and deposit account fees, card-based and loan fees, trust and asset management fees, and brokerage and advisory fees. Please refer to the appendix for a reconciliation of fee-based revenue to total 7 noninterest income.


 
NONINTEREST EXPENSE TRENDS ($Annual IN MILLIONS Noninterest) Expense Trend Quarterly Noninterest Expense Trend ($ in millions) ($ in millions) $822 $29 $698 $703 $709 $680 $310 $213 $211 $204 $278 $280 $279 $282 $193 $181 $80 $78 $74 $77 $75 $483 $401 $416 $425 $429 $118 $124 $124 $117 $107 2014 2015 2016 2017 2018 4Q 2017 1Q 2018 2Q 2018 3Q 2018 4Q 2018 Personnel Other Acquisition related costs Personnel Other Acquisition related costs 8


 
OVERALL EXPENSE EFFICIENCY Efficiency Enhanced Automation Branch Consolidations Operational Efficiencies Drivers Efficiency Ratio1 Total Period End Deposits Per Branch ($ in millions) $105 70.3% 70.0% $73 68.5% 68.2% 67.0% 66.0% 66.2% $46 65.5% 64.9% 64.5% 62.5% 2014 2015 2016 2017 2018 2Q 2008 4Q 2013 4Q 2018 Federal Reserve Fully tax-equivalent Adjusted 1The efficiency ratio as defined by the Federal Reserve guidance is noninterest expense (which includes the provision for unfunded commitments) divided by the sum of net interest income plus noninterest income, excluding investment securities gains / losses, net. The fully tax-equivalent efficiency ratio, which is a non-GAAP financial measure, is noninterest expense (which includes the provision for unfunded commitments), excluding other intangible amortization, divided by the sum of fully tax-equivalent net interest income plus noninterest income, excluding investment securities gains / losses, net. The adjusted efficiency ratio excludes acquisition related costs from the numerator and the denominator of the fully-tax equivalent calculation. Refer to the appendix for a reconciliation of the Federal Reserve 9 efficiency ratio to the fully tax-equivalent efficiency ratio and to the adjusted efficiency ratio.


 
INVESTING IN CUSTOMER TECHNOLOGY Retail Customer Focused Enhancements . New mobile app received 4.7-star rating with >5,000 reviews1 . Zelle P2P implementation expected in early 2019 – Will provide intuitive, real-time payments capability via ASB’s mobile app and online banking platforms with strong network effect . Digital appointment scheduling implementation expected in mid-2019 Commercial Client Focused Enhancements . Cash management (ACI) upgrade to be rolled out in Q1 2019 – Desktop, mobile and tablet device support with enhanced authentication (tokenization) . Sales Enablement tools (2019) – Salesforce CRM with approved ASB and ABRC content to go from the table to the desktop to the customer with seamless workflow 1Mobile application reviews on a leading platform as of February 8, 2019. 10


 
STRONG CAPITAL POSITION AND DEPLOYMENT CET1 and TCE Ratios1 Full Year Dividends 10.1% 10.3% $0.62 9.7% 9.5% 9.5% 14% CAGR2 $0.50 $0.45 $0.41 $0.37 7.0% 6.9% 6.9% 7.1% 7.0% 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 TCE ratio CET1 ratio Non-Organic Growth Common Stock Repurchases ($ in millions) $259 Huntington Wisconsin $240 Branch Acquisition Expected 2Q 2019 Completed June 2018 $93 $37 $20 Completed March 2018 Completed Feb. 2018 2014 2015 2016 2017 2018 1The TCE ratio is a non-GAAP measure equal to tangible common equity divided by tangible assets. See Appendix for a reconciliation of non-GAAP financial measures to GAAP financial measures. 11 2Growth from 2014 to 2018.


 
ACQUISITIONS Bank Mutual completed… …and Huntington up next Was an in-market, cost takeout Is an in-market, cost takeout driven acquisition acquisition Delivering on Filled in network gaps and boosted Fills in network gaps and boosts our our Strategy our network in key locations network in key locations Further improved branch density Further improves branch density and scale across the state and scale across the state Expanded into 11 new communities Expanding into 13 new communities Enhancing ASB Franchise Added over 89,000 deposit accounts Expected to add over 60,000 deposit Value and ~49,000 households accounts and 33,000 households Acquired $1.9 billion of granular branch ~$850 million of granular branch deposits with <1% cost of funds deposits with <1% cost of funds Adjusted efficiency ratio1 improved Accretive to efficiency metrics and by over 200 bps year over year EPS outlook Financially Delivered on 45% cost savings Approximately 45% cost savings Attractive expected on conversion Minimal TBV dilution and earnback Minimal expected TBV dilution on track for less than 3 years (~1.5%); $34 million net premium 1The efficiency ratio as defined by the Federal Reserve guidance is noninterest expense (which includes the provision for unfunded commitments) divided by the sum of net interest income plus noninterest income, excluding investment securities gains / losses, net. The adjusted efficiency ratio, which is a non-GAAP financial measure, is noninterest expense (which includes the provision for unfunded commitments), excluding other intangible amortization and acquisition related costs, divided by the sum of fully tax-equivalent net interest income plus noninterest income, excluding investment securities gains / losses, net, and acquisition related 12 costs. Please refer to the appendix for a reconciliation of the Federal Reserve efficiency ratio to the adjusted efficiency ratio.


 
2018: MOMENTUM CONTINUES ($ in millions) $356 Total noninterest $353 $333 Positive revenue growth trends… income $296 Accelerating $261 $269 Fee-based ▪ Net interest income up 19% year over year 1 Revenue revenue ▪ Fee-based revenue1 up 10% year over year $880 $707 $741 Net interest Growth income 2016 2017 2018 ($ in millions) …coupled with improving credit quality metrics… Improving Provision for Allowance for loan losses to nonaccrual loans credit losses ▪ Credit $70 was 186% Dynamics $26 $0 ▪ 2018 net charge-offs to average loans of 13 bps Maintaining disciplined underwriting standards 2016 2017 2018 ▪ …and disciplined capital deployment while 9.5% 10.1% 10.3% maintaining a strong capital position… CET1 ratio Capital ▪ 2018 dividend payout ratio of 32% TCE ratio2 Discipline 6.9% 7.1% 7.0% ▪ Repurchased $240 million of shares in 2018 2016 2017 2018 $1.89 …are driving earnings per share growth $1.42 $1.26 EPS ▪ EPS up 33% year over year Earnings ▪ Return on average common equity Tier 1 Momentum up ~270 bps year over year 2016 2017 2018 1A non-GAAP financial measure, fee-based revenue is the sum of insurance commissions and fees, service charges and deposit account fees, card-based and loan fees, trust and asset management fees, and brokerage and advisory fees. Please refer to the appendix for a reconciliation of fee-based revenue to total noninterest income. 2Tangible common equity / tangible assets. This is a non-GAAP measure. Please refer to the appendix for a reconciliation of non-GAAP financial measures to GAAP 13 financial measures.


 
2019 OUTLOOK This outlook reflects a stable to improving economy and includes our expectation of two interest rate increases in 2019. We may adjust our outlook if, and when, we have more clarity on any one, or more, of these factors. ▪ 3% - 6% annual average loan ▪ Approximately $800 million growth for 2019 noninterest expense ▪ Maintain loan to deposit ratio ▪ Adjusted efficiency ratio1 Balance Sheet under 100% Expense expected to improve by ~100 bps Management ▪ Stable to improving full-year 2019 Management ▪ Effective tax rate: 21% - 23% for NIM, based on continued upward full-year 2019 Fed rate action ▪ Approximately $360 million - ▪ Provision expected to adjust with $375 million full-year noninterest changes to risk grade, other income indications of credit quality, and Capital & loan volume Fee ▪ Improving year over year fee- Credit Businesses based revenues ▪ Continue to follow stated Management corporate priorities for capital deployment 1The 2019 outlook includes the adjusted efficiency ratio which is a non-GAAP financial measure. This non-GAAP measure excludes acquisition related costs which by their nature are unpredictable and have low visibility. Estimates of these unpredictable and low visibility costs for 2019 which would be included in the GAAP efficiency measurement of the Federal Reserve Board are, therefore, unavailable. 14


 
LINE OF BUSINESS PROFILES


 
BALANCED BUSINESS SEGMENTS1 Corporate and Community, Consumer, Commercial Specialty and Business . Corporate Banking . Consumer and Business Banking . Commercial Real Estate . Community Markets . Private Client and Institutional Services Average Loans and Net Interest Income and Return on Average Deposits Noninterest Income Allocated Capital ($ in billions) ($ in millions) $741 $24.0 21.6% $20.0 16.6% $454 Corporate and Community, Corporate and Community, Corporate and Community, Commercial Consumer, and Commercial Consumer, and Commercial Consumer, and Specialty Business Specialty Business Specialty Business 1For the year ended December 31, 2018 16


 
CORPORATE BANKING CORPORATE AND COMMERCIAL SPECIALTY SEGMENT Business Units 2018 Overview . Commercial $13.3 billion in average loans Specialized Corporate Deposits Capital and deposits Lending Lending and Treasury Markets Verticals . 10 offices across 6 states Management . ~260 colleagues Creative, relationship-oriented teams build loyal, Commercial and Business Lending1 long-lasting client relationships Loan Composition by Industry . Corporate Lending serves large and complex customers, including Specialized Industries Power & Utilities . Commercial Deposits and Treasury Management and 15% Real Estate Capital Markets provide solutions focused on customer 13% needs and supported by high-touch, in-market service Manufacturing & Wholesale Trade 23% Oil & Gas 2018 Highlights 10% . Commercial and business lending period-end balances grew by $1.1 billion from 2017 driven by over $650 million from Finance & new borrowers Other Insurance 12% 11% . Commercial and business lending average deposits grew by over $950 million from 2017, driven primarily by corporate Health Care and banking depository gathering activities Rental and leasing Soc. Assist. services Retail Trade 4% . Continued to augment the Treasury Management product 3% 3% Construction Profsnl, Scientific, offering and focus on developing and enhancing profitable 3% and Tech Svs 3% relationships across the group 17 1 Total commercial and business lending loans outstanding as of December 31, 2018.


 
COMMERCIAL REAL ESTATE CORPORATE AND COMMERCIAL SPECIALTY SEGMENT Business Units 2018 Overview . $6.6 billion in average loans Real Estate CRE CRE and deposits CRE Lending Investment Syndications Tax Credits Trusts . 12 offices across 8 states . ~100 colleagues Local experienced teams create custom real estate Commercial Real Estate1 financing solutions Loan Composition by Property Type . Term, acquisition, construction and interim-bridge financing . Deposit and cash management solutions Retail . Specialized financial services including loan syndications and 20% interest rate risk management Office / Mixed Use 2018 Highlights Multi-Family 21% 32% . Closed >$2 billion of new loan commitments, an increase of 27% from 2017 . Record 2018 average deposits of >$1 billion Industrial 12% . Noninterest income growth driven by strong swap and syndication performance Other 5% 1-4 Family Hotel / Motel Construction 5% 6% 1Total commercial real estate lending loans outstanding as of December 31, 2018. 18


 
CONSUMER AND BUSINESS BANKING COMMUNITY, CONSUMER, AND BUSINESS SEGMENT Business Units Serving Metro Markets 2018 Overview . $17.1 billion in average loans Retail Residential Business and deposits Banking Lending Banking . 168 branches . ~2,000 colleagues Full range services for individuals and small businesses Mobile Deposits . Retail Banking provides best-in-class customer experience across % of total consumer deposits1 branches and digital channels . Residential Lending offers residential mortgages and home equity 23% lines through direct and third party channels 19% . Business Banking provides solutions to businesses with $10 million or less in annual revenue 16% 13% 2018 Highlights . Major upgrade of mobile banking platform generates highest-ever top-box customer satisfaction; mobile app rated 4.7 stars2 6% . 3 Originated $2.7 billion in mortgages; top originator in Wisconsin Launched mobile deposit technology . #17 HSA provider nationally4 Q414 Q415 Q416 Q417 Q418 1Based on period end deposits. 2Mobile application reviews on a leading platform as of February 8, 2019. 3The Wisconsin’s #1 Mortgage Lender designation is based on information gathered from the Home Mortgage Disclosure Act data compiled annually by the Bureau of Consumer Financial Protection. The results of the data were obtained through the Bureau of Consumer Financial Protection Mortgage Database (HMDA), June 2018. 19 42018 Midyear Devenir HSA Market Research Report, as of June 30, 2018.


 
COMMUNITY MARKETS COMMUNITY, CONSUMER, AND BUSINESS SEGMENT Business Units Serving Midsize Markets 2018 Overview . $3.8 billion in average loans Commercial & Branch Residential Private and deposits Business Banking Lending Banking Banking . 68 branches . ~440 colleagues Localized approach ensures the customer experience is at the forefront of decisions and actions Eau Claire . Virtual community banks with our full suite of financial and risk Northern Wisconsin management solutions in midsize markets Central Wisconsin . Community market presidents are positioned as active community partners and financial leaders . Strategy is intended to build on our strong deposit market share in select midsize markets Rochester . Increased residential loan officers for optimized geographical Rockford coverage La Crosse 2018 Highlights Peoria . Growing Private Banking prominence Southern Illinois . Continuing deposit growth 20


 
PRIVATE CLIENT AND INSTITUTIONAL SERVICES COMMUNITY, CONSUMER, AND BUSINESS SEGMENT Business Units 2018 Overview Private Banking Personal Trust Asset Management . $2.5 billion in average loans and deposits Retirement Plan Associated Benefits Associated . $10.3 billion AUM Services and Risk Consulting Investment Services . ~770 colleagues Market-based teams are comprised of specialists Assets Under Management “AUM”1 . Private Client Services offers a suite of services tailored to the unique needs of high-net-worth and ultra-high-net-worth $10.6 $10.3 clients . Institutional Services works with businesses and other $8.0 $8.3 entities to provide strategic, customized employee benefits, $7.7 retirement plan services, business insurance and HR solutions Fee Revenues2 2018 Highlights . Completed acquisitions of Diversified Insurance Brokerage Insurance and Anderson Insurance, enhancing capabilities and $90 and scale advisory $28 . Brokerage and advisory fees up 41% from 2017 2014 2015 2016 2017 2018 Trust and asset management $54 Other3 1Balances in billions, for the years ended December 31. $1 2Balances in millions, for the year ended December 31, 2018. 21 3Primarily other nondeposit fee income.


 
APPENDIX


 
HUNTINGTON BRANCH TRANSACTION SUMMARY Seller: The Huntington National Bank Existing ASB Branches Acquired Branches Assets Purchased: . 32 branches and ~$134 million of WI related loans Deposits Assumed: ~$850 million Consideration: 100% Cash Transaction Value: . ~4% net blended premium on deposits acquired1 Required Approvals: . Application submitted January 8 . Approval anticipated Q1 2019 Closing and Conversion: . Simultaneous closing and conversion anticipated in Q2 2019 . Expanding into 13 new communities 1Estimated net premium, based on estimated deposit mix and ~$850 million of deposits to be assumed at close. 23


 
CREDIT QUALITY – ANNUAL TRENDS ($ IN MILLIONS; AT OR FOR THE YEAR ENDED) Nonperforming Assets Nonaccrual Loans $293 $275 $229 $209 $194 $193 $177 $178 $140 $128 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 Net Charge Offs Allowance for Loan Losses to Loans $65 1.5% 1.5% 1.4% 1.3% $39 1.0% $30 $30 $15 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 24


 
LOANS STRATIFICATION OUTSTANDINGS AS OF DECEMBER 31, 2018 C&BL by Geography Total Loans1 CRE by Geography $8.3 billion $5.1 billion Minnesota 6% Illinois Illinois Minnesota 3 15% 14% Texas Illinois 24% 12% 11% Other Minnesota Other 2 Midwest 10% Wisconsin 2 Wisconsin Wisconsin Midwest 10% 29% 27% 32% 24% Other Midwest Other 13% 31% Other Other 14% 15% Texas 5% Texas 6% C&BL by Industry Oil and Gas Lending4 CRE by Property Type $8.3 billion $747 million $5.1 billion Power & South Texas Utilities & Eagle 15% Real Estate Ford Retail East Texas 20% 13% 17% North Louisiana Office / Mixed Manufacturing & Arkansas Use Permian Multi-Family Wholesale Trade Oil & Gas 19% 21% 23% 32% 23% 10% Rockies Finance & 14% Insurance Industrial 11% 12% Bakken Marcellus 4% Utica Other Gulf Coast Appalachia 5% 1-4 Family 2% Mid- 8% Construction 1Excludes $0.4 billion Other consumer portfolio. Other Continent Hotel / Motel 6% 2Other Midwest includes Missouri, Indiana, Ohio, Michigan and Iowa. Gulf Shallow (Onshore (primarily 5% 3Principally reflects the oil and gas portfolio. 4% Lower 48) OK & KS) 25 4Chart based on commitments of ~$1.1 billion. 6% 5%


 
HIGH QUALITY SECURITIES ($ IN BILLIONS) Portfolio Detail as of December 31, 2018 Strategic Portfolio Average Balance and Yield Trends Amortized Fair Duration Investment Type Cost Value (Yrs) $7$8 $6.91 5.00% $7 GNMA CMBS $7 $5.91 $6.05 $6.03 $1.78 $1.71 2.77 $6$7 $5.59 $6 4.00% GNMA MBS & CMOs 2.52 2.47 3.93 $5$6 $5 Agency & Other MBS & CMOs $4$5 0.39 0.39 2.80 $4 2.63% 2.50% 2.55% $3$4 2.38% 2.44% 3.00% Municipals 1.79 1.78 6.85 $3 $3 $2$3 FFELP ABS 0.30 0.30 0.16 $2 2.00% $1$2 1 $1 Other 0.01 0.01 1.66 $1 $0$1 Strategic Portfolio $6.78 $6.66 4.18 $- $0 1.00% 2014 2015 2016 2017 2018 Membership Stock 0.25 0.25 Total Portfolio $7.03 $6.91 Average Balance Average Yield Strategic Portfolio Fair Value Composition Portfolio Risk Weighting Profile Municipals 0% Risk-Weighted GNMA MBS 27% 65% (Primarily GNMA 4% securities) GNMA CMOs Other MBS 33% 6% Other CMOs All other securities and <1% GNMA 35% adjustments CMBS 26% (Primarily 20% ABS 4% Risk-Weighted) Other <1% 4Q 2018 26 1Includes Corporate, Treasury, and all other.


 
RECONCILIATION AND DEFINITIONS OF NON-GAAP ITEMS Efficiency Ratio 2014 2015 2016 2017 2018 Federal Reserve efficiency ratio 70.28% 69.96% 66.95% 65.97% 66.23% Fully tax-equivalent adjustment (1.36)% (1.41)% (1.29)% (1.28)% (0.71)% Other intangible amortization (0.39)% (0.31)% (0.20)% (0.18)% (0.66)% Fully tax-equivalent efficiency ratio1 68.53% 68.24% 65.46% 64.51% 64.87% Acquisition related costs adjustment —% —% —% —% (2.42)% Fully tax-equivalent efficiency ratio, excluding acquisition related costs (adjusted efficiency ratio)1 68.53% 68.24% 65.46% 64.51% 62.45% The efficiency ratio as defined by the Federal Reserve guidance is noninterest expense (which includes the provision for unfunded commitments) divided by the sum of net interest income plus noninterest income, excluding investment securities gains / losses, net. The fully tax-equivalent efficiency ratio, which is a non-GAAP financial measure, is noninterest expense (which includes the provision for unfunded commitments), excluding other intangible amortization, divided by the sum of fully tax-equivalent net interest income plus noninterest income, excluding investment securities gains / losses, net. The adjusted efficiency ratio excludes acquisition related costs from the fully tax-equivalent ratio. Fee-based Revenue ($ millions)1 2014 2015 2016 2017 2018 Insurance commissions and fees 44 75 81 81 90 Service charges and deposit account fees 69 65 67 64 66 Card-based and loan fees 47 48 50 53 57 Trust and asset management fees 48 49 47 50 54 Brokerage and advisory fees 16 15 16 20 28 Fee-based revenue $225 $253 $261 $269 $296 Other 66 76 92 64 60 Total noninterest income $291 $329 $353 $333 $356 1This is a non-GAAP financial measure. Management believes these measures are meaningful because they reflect adjustments commonly made by management, investors, regulators, and analysts to evaluate the adequacy of earnings per common share, provide greater understanding of ongoing operations and enhance comparability of results with prior periods. 27


 
RECONCILIATION AND DEFINITIONS OF NON-GAAP ITEMS Tangible common equity reconciliation1 ($ in millions) 2014 2015 2016 2017 2018 Common equity $2,740 $2,816 $2,931 $3,078 $3,524 Goodwill and other intangible assets, net (937) (985) (987) (992) (1,245) Tangible common equity $1,803 $1,831 $1,944 $2,086 $2,279 Tangible assets reconciliation1 Total assets $26,817 $27,712 $29,139 $30,484 $33,648 Goodwill and other intangible assets, net (937) (985) (987) (992) (1,245) Tangible assets $25,881 $26,727 $28,152 $29,492 $32,403 YTD 4Q 3Q 2Q 1Q 2018 2018 2018 2018 2018 per per per per per Acquisition Related Costs YTD share 4Q share 3Q share 2Q share 1Q share ($ in millions, except per share data) 2018 data2 2018 data2 2018 data2 2018 data2 2018 data2 GAAP earnings $323 $1.89 $85 $0.51 $84 $0.48 $87 $0.50 $67 $0.40 Change of control and severance 7 — 1 (1) 7 Merger advisors and consultants 5 — 1 — 4 Facilities and other 8 — 1 2 5 Contract terminations and conversion costs 10 (1) — 6 5 Asset losses (gains), net $2 $— $1 $1 $— Total acquisition related costs $31 $(1) $3 $8 $21 Less: Additional tax expense $8 $— $1 $2 $5 Earnings, excluding acquisition related costs3 $346 $2.03 $84 $0.50 $87 $0.49 $93 $0.53 $83 $0.50 1The ratio tangible common equity to tangible assets excludes goodwill and other intangible assets, net. This financial measure has been included as it is considered to be a critical metric with which to analyze and evaluate financial condition and capital strength. 2 Earnings and per share data presented after tax. 3This is a non-GAAP financial measure. Management believes these measures are meaningful because they reflect adjustments commonly made by management, 28 investors, regulators, and analysts to evaluate the adequacy of earnings per common share, provide greater understanding of ongoing operations and enhance comparability of results with prior periods.


 
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