Fulton Financial (FULT) risk factors, FY2025 10-K

Fulton Financial's FY2025 10-K, filed Feb 27, 2026, lists 34 risk factors in 6 groups. Against the prior year's 33: 6 new, 5 dropped, 6 substantially reworded.

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Risk factors listed
346 groups
New this year
6vs 33 last year
Dropped
5since the prior 10-K
Substantially reworded
6of those kept
Section length
10k wordsItem 1A

What the changes say

  • Merger-related risks now dominate, covering integration costs, execution, retention, expanded operations and failure to close.
  • Interest-rate risk is more detailed, including core-deposit funding, hedging effectiveness, liquidity, defaults and collateral values.
  • Commercial mortgage exposure rose from 40% to 41% of loans, while the Fed funds target range fell to 3.50%-3.75%.
  • Cybersecurity and bank-merger regulatory risks were removed from the listed factors.

What changed since the prior 10-K

New

  • NewGENERAL ECONOMIC AND MARKET CONDITIONS RISKS

    reducing our net interest income and/or NIM. In addition, we are dependent on lower-cost, core deposits as our primary source of funding and changes in interest rates could increase our cost of funding, reduce our NIM and/or create liquidity challenges

    Rate changes could raise funding costs, reduce NIM, create liquidity pressure, weaken borrowers, lower collateral values and increase defaults, charge-offs and ACL.

  • NewRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    We expect to incur substantial costs related to the Merger and integration, and these costs may be greater than anticipated due to unexpected events

    The Blue Foundry merger may generate substantial legal, advisory, severance, filing, systems, facilities and employee-retention costs exceeding expectations.

  • NewRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    Combining the Corporation and Blue Foundry may be more difficult, costly or time-consuming than expected, and we may fail to realize the anticipated benefits and cost savings of the Merger

    Fulton may fail to integrate Blue Foundry smoothly, achieve projected cost savings or avoid additional expenses and revenue disruption.

  • NewRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    Our future results following the completion of the Merger may suffer if we do not effectively manage our expanded operations

    The merger will expand Fulton’s operations and complexity, potentially straining management, increasing costs and scrutiny, and preventing expected efficiencies or revenue gains.

  • NewRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    We may be unable to retain legacy Blue Foundry personnel successfully after the completion of the Merger

    Fulton may lose key Blue Foundry employees, causing operational disruption, customer and expertise losses, recruitment costs and integration delays.

  • NewRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    Failure to complete the Merger could negatively affect us

    If the Blue Foundry merger fails, Fulton could lose expected benefits, incur unrecovered transaction costs, miss opportunities and face market, customer and employee reactions.

Dropped

  • DroppedRISKS RELATED TO RISK MANAGEMENT

    disruption of service to customers and to financial loss or liability. We are also exposed to the risk that our business continuity and data security systems prove to be inadequate

  • DroppedRISKS RELATED TO RISK MANAGEMENT

    to policy terms and conditions, cover certain aspects of cyber risks, our insurance coverage may be inapplicable or otherwise insufficient to cover any or all losses

  • DroppedRISKS RELATED TO STRATEGIC GROWTH

    On September 17, 2024, the FDIC, the OCC and the DOJ, each announced new rules and policy statements impacting their bank merger review processes

  • DroppedRISKS RELATED TO STRATEGIC GROWTH

    In addition, the DOJ withdrew from its 1995 Bank Merger Guidelines and announced that it would consider bank mergers under its 2023 Merger Guidelines, which includes a brief bank merger addendum

  • DroppedRISKS RELATED TO STRATEGIC GROWTH

    Acquisitions may dilute shareholder value

Reworded

  • 68% rewrittenGENERAL ECONOMIC AND MARKET CONDITIONS RISKS

    We cannot predict or control changes in interest rates. We are affected by fiscal and monetary policies of the federal government, including those of the Federal Reserve Board, many of which affect interest rates charged on loans and paid on deposits

    The Fed funds target range is now 3.50%-3.75%, replacing the prior year’s 4.25%-4.50% range as of February 1, 2025.

  • 58% rewrittenRISKS RELATED TO RISK MANAGEMENT

    Climate change may materially adversely affect our business and results of operations

    No substantive change; the climate-change risk text remains materially the same.

  • 46% rewrittenLEGAL AND REGULATORY COMPLIANCE RISKS

    Changes in U.S. federal, state or local tax laws may negatively impact our financial performance

    The update adds July 4, 2025 H.R. legislation to the tax-law discussion, while retaining the 21% rate and 1% buyback excise tax.

  • 41% rewrittenRISKS RELATED TO RISK MANAGEMENT

    We are exposed to many types of operational and other risks, and our framework for managing risks may not be effective in mitigating risk

    No substantive change; the operational-risk examples and warning about technology-related exposure are unchanged.

  • 38% rewrittenRISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

    We face a variety of risks in connection with completed and potential future acquisitions

    The discussion now expressly includes the pending Blue Foundry merger among acquisitions requiring approval, while retaining integration, employee and liability risks.

    Was: We face a variety of risks in connection with completed and potential acquisitions

  • 29% rewrittenGENERAL ECONOMIC AND MARKET CONDITIONS RISKS

    A significant proportion of our loan portfolio consists of commercial mortgage loans that may pose increased credit risk

    Commercial mortgage loans increased from approximately 40% to 41% of loans, and the update adds risks to foreclosed-asset values.

All 34 risk factors

Headings as the filing states them, in filing order.

GENERAL ECONOMIC AND MARKET CONDITIONS RISKS

  1. 01Difficult conditions in the economy and the financial markets may materially adversely affect our business, financial condition and results of operations
  2. 02We cannot predict or control changes in interest rates. We are affected by fiscal and monetary policies of the federal government, including those of the Federal Reserve Board, many of which affect interest rates charged on loans and paid on deposits68% rewritten
  3. 03reducing our net interest income and/or NIM. In addition, we are dependent on lower-cost, core deposits as our primary source of funding and changes in interest rates could increase our cost of funding, reduce our NIM and/or create liquidity challengesNew
  4. 04Changes in interest rates can affect demand for our products and services
  5. 05Price fluctuations in securities markets, as well as other market events, such as a disruption in credit and other markets and the abnormal functioning of markets for securities, could have an impact on our results of operations
  6. 06Our loan portfolio composition subjects us to credit risk
  7. 07A significant proportion of our loan portfolio consists of commercial mortgage loans that may pose increased credit risk29% rewritten
  8. 08Changes in interest rates or disruption in liquidity markets may adversely affect our sources of funding
  9. 09We may need to raise additional capital in the future and such capital may not be available when needed or at all
  10. 10We are subject to capital adequacy standards, and a failure to meet these standards could adversely affect our financial condition

RISKS RELATED TO RISK MANAGEMENT

  1. 11We are exposed to many types of operational and other risks, and our framework for managing risks may not be effective in mitigating risk41% rewritten
  2. 12Loss of, or failure to adequately safeguard, confidential or proprietary information may adversely affect our operations, net income or reputation
  3. 13We are subject to a variety of risks in connection with the origination and sale of loans
  4. 14Our operational risks include risks associated with third-party vendors and other financial institutions
  5. 15Climate change may materially adversely affect our business and results of operations58% rewritten
  6. 16Our Consolidated Financial Statements are based in part on assumptions and estimates which, if incorrect, could cause unexpected losses in the future
  7. 17There are risks resulting from the extensive use of models in our business

LEGAL AND REGULATORY COMPLIANCE RISKS

  1. 18We are subject to extensive regulation and supervision and may be adversely affected by changes in, or any failure to comply with, laws and regulations
  2. 19From time to time we may be the subject of litigation and governmental or administrative proceedings. Adverse outcomes of any such litigation or proceedings may have a material adverse impact on our business, financial condition and results of operations as well as our reputation
  3. 20Changes in U.S. federal, state or local tax laws may negatively impact our financial performance46% rewritten
  4. 21Regulations relating to privacy, information security, and data protection could increase our costs, affect or limit how we collect and use personal information and adversely affect our business opportunities

RISKS RELATED TO THE CONSUMMATION OF THE MERGER AND OUR FUTURE STRATEGIC GROWTH

  1. 22We expect to incur substantial costs related to the Merger and integration, and these costs may be greater than anticipated due to unexpected eventsNew
  2. 23Combining the Corporation and Blue Foundry may be more difficult, costly or time-consuming than expected, and we may fail to realize the anticipated benefits and cost savings of the MergerNew
  3. 24Our future results following the completion of the Merger may suffer if we do not effectively manage our expanded operationsNew
  4. 25We may be unable to retain legacy Blue Foundry personnel successfully after the completion of the MergerNew
  5. 26Failure to complete the Merger could negatively affect usNew
  6. 27We face a variety of risks in connection with completed and potential future acquisitions38% rewritten
  7. 28If the goodwill that we have recorded or will record in the future in connection with our acquisitions becomes impaired, it could have a negative impact on our results of operations
  8. 29We may not be able to achieve our growth plans

RISKS RELATED TO COMPETITION

  1. 30Our ability to attract and retain qualified employees is critical to our success
  2. 31We face strong competition from financial services companies and other companies that offer banking services which could materially and adversely affect our business
  3. 32Failure to keep pace with technological change could adversely affect our business

RISKS RELATED TO AN INVESTMENT IN OUR SECURITIES

  1. 33We are a bank holding company and rely on dividends and other payments from our subsidiaries for substantially all of our revenue and our ability to make dividend payments, distributions and other payments
  2. 34We may reduce or discontinue the payment of dividends on, or repurchases of, our common stock

Other Fulton Financial 10-Ks

  • FY2024 10-K risk factors
    33 risks

    Fulton Financial Corp faces concentrated exposure to commercial real estate loans, fluctuating interest rates, and heightened regulatory oversight on bank mergers.

    Filed Feb 28, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.