Peoples Financial Services (PFIS) risk factors, FY2025 10-K

Peoples Financial Services's FY2025 10-K, filed Mar 16, 2026, lists 89 risk factors. Against the prior year's 108: 20 new, 39 dropped, 61 substantially reworded.

Risk factors listed
890 groups
New this year
20vs 108 last year
Dropped
39since the prior 10-K
Substantially reworded
61of those kept
Section length
54k wordsItem 1A

What the changes say

  • Credit exposure remains central: $4.1 billion of loans includes $3.2 billion in business lending and a $39.0 million ACL.
  • Funding and rate sensitivity remain material, with $4.4 billion of deposits and floating-rate subordinated debentures.
  • Loan yields may decline as floating-rate loans reprice downward and repayments are replaced at current market rates.
  • The company is actively repositioning securities, selling $31.9 million of mortgage-backed securities to fund municipal securities and commercial loans.

What changed since the prior 10-K

New

  • New

    Total assets, loans and deposits were $5.3 billion, $4.1 billion and $4.4 billion, respectively, at December 31, 2025

    The $5.3 billion balance sheet is concentrated in $4.1 billion of loans and $4.4 billion of deposits, creating broad credit and funding exposure.

  • New

    (1) Information for municipal loans is included with amounts provided for commercial and industrial loans

    The ACL fell to $39.0 million, while commercial real estate concentration, equipment financing seasoning, risk migration, delinquencies, and charge-offs affect credit-loss estimates.

  • New

    At December 31, 2025, subordinated debentures were $83.2 million, net of unamortized debt issuance costs of $1.8 million, and $33.0 million, net of no debt issuance costs, at December 31, 2024

    The company has $83.2 million of subordinated debentures with quarterly floating-rate resets, unsecured and junior to other obligations.

  • New

    Partially offsetting these increases was a decrease of $16.0 million in merger related expenses to $0.2 million for the year ended December 31, 2025, from $16.2 million for the year ended December 31, 2024

    Higher professional services, taxes, donations, advertising, and other expenses increased costs, while income taxes rose to $13.0 million.

  • New

    Overall, total loans increased $1.1 billion in 2024 to $4.0 billion at December 31, 2024 due primarily to the $1.2 billion in loans acquired in the FNCB merger

    Loans are the main earning asset, but portfolio yields could decline as floating and adjustable-rate loans reprice downward.

  • New

    Our deposit base is the primary source of funds to support our operations. We offer a variety of deposit products to meet the needs of our individual, commercial and municipal customers

    Deposits fund operations, including $256.4 million of brokered deposits, exposing funding costs and liquidity to deposit mix and pricing changes.

  • New

    averaged $4.0 million in 2024 and resulted in an increase in interest expense of $0.4 million in 2024, compared to none in 2023

    Higher rates paid on interest-bearing liabilities, including a 48-basis-point increase on non-maturity deposits, pressure net interest income.

  • New

    How We Addressed the Matter in Our Audit

    Qualitative adjustments in the allowance for credit losses depend on management judgments, source data, controls, and sensitivity to assumptions.

  • New

    On January 30, 2026 , the board of directors declared a dividend of $ 0.6250 per share for the first quarter of 2026. The dividend is payable March 13, 2026 to shareholders of record as of February 27, 2026

    The company sold $31.9 million of mortgage-backed securities and plans to redeploy proceeds into municipal securities and commercial loan growth.

  • New

    fair values for impairment quarterly, or more frequently should events or circumstances indicate that their respective carrying values may not be recoverable

    Bank-owned life insurance supports employee benefits, while pension, 401(k), SERP, and retiree benefit obligations remain part of the company’s commitments.

  • New

    Costs related to the acquisition totaled $ 0.2 million, $ 16.2 million and $ 1.8 million for the years ended December 31, 2025, 2024, and 2023, respectively. These amounts were expensed as incurred and are recorded as acquisition-related expenses in the consolidated statements of income and comprehensive income

    The investment portfolio includes $512.6 million of available-for-sale and $72.0 million of held-to-maturity securities, exposed to valuation changes.

  • New

    One loan, in the amount of $ 242 thousand, is currently in default

    One $242,000 loan is in default, highlighting potential loss exposure within the portfolio and the need for adequate credit-loss reserves.

  • New

    Deposits from directors, executive officers and their related parties held by the Bank at December 31, 2025, and December 31, 2024, were $ 161.5 million and $ 132.0 million, respectively

  • New

    repair services and dealer reserve payments. The Bank recorded payments to related parties for goods and services of $ 177 thousand, $ 117 thousand and $ 8 thousand for the years ending December 31, 2025, 2024 and 2023, respectively

  • New

    Depreciation and amortization expense of premises and equipment amounted to $ 3.3 million in 2025, $ 3.3 million in 2024 and $ 2.8 million in 2023

  • New

    On July 1, 2024, as a result of the FNCB merger, the Company assumed those outstanding and unvested restricted stock

  • New

    The Company operates exclusively in the United State and had no foreign income, foreign income tax expense, or foreign income taxes paid for the years ended December 31, 2025, 2024 and 2023

  • New

    (2) Low income housing tax credits are presented net of the related proportional amortization

  • New

    There were no changes in our internal control over financial reporting that occurred during the fiscal quarter ended December 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting

  • New

    Item 9B. Other Informatio n

Dropped

  • Dropped

    classified as held to maturity, and $2.4 million in equity securities. Total deposits consisted of $935.5 million in noninterest-bearing deposits and $3.5 billion in interest-bearing deposits at December 31, 2024

  • Dropped

    The average life of the investment portfolio decreased to 5.6 years at December 31, 2024 from 6.1 years at year end 2023, while the effective duration of the investment portfolio increased to 4.8 years at December 31, 2024 from 4.4 years at December 31, 2023

  • Dropped

    Total individually evaluated

  • Dropped

    On June 1, 2020, the Company sold $33.0 million aggregate principal amount of Subordinated Notes due 2030 (the “2020 Notes”) to accredited investors. The 2020 Notes are treated as Tier 2 capital for regulatory capital purposes

  • Dropped

    Holders of the 2020 Notes may not accelerate the maturity of the 2020 Notes, except upon the bankruptcy, insolvency, liquidation, receivership or similar proceeding by or against the Company

  • Dropped

    We will continue to monitor our IRR position in 2025 and anticipate employing deposit and loan pricing strategies and directing the reinvestment of loan and investment payments and prepayments in order to maintain our target IRR position

  • Dropped

    Twelve Months Ended December 31

    2024 balance-sheet amounts, equity changes, and dividends exceeding net income.

  • Dropped

    While the FOMC has decelerated rate reductions in its efforts to curb inflationary pressures, we and our competitors focus on building on-balance sheet liquidity while alternative funding sources become more expensive

    Investment portfolio life and duration changes, plus prior impairment history.

  • Dropped

    Total assets, loans and deposits were $3.7 billion, $2.8 billion and $3.3 billion, respectively, at December 31, 2023. Total assets, loans and deposits grew 5.3 percent, 4.4 percent and 7.6 percent, respectively, compared to 2022 year-end balances

  • Dropped

    Total loan growth was primarily attributable to increases in our commercial real estate portfolio which grew $153.3 million in 2023 due to continued success of our strategy to expand in larger markets with strong growth potential, and strong organic growth in our legacy markets

  • Dropped

    Residential real estate loans increased $30.1 million, or 9.1 percent during 2023 due to increased home equity loan activity, the aforementioned reclassification from consumer loans and a higher percentage of loans not eligible to be sold into the secondary market, including jumbo loans

  • Dropped

    Total time deposits increased $334.8 million to $626.7 million at December 31, 2023 from $291.9 million at December 31, 2022. The increase was due to the addition of callable brokered CDs during 2023 to improve on-balance sheet liquidity

    2024 pooled ACL composition and the $19.9 million increase from 2023.

  • Dropped

    Volatile deposits, time deposits $100 thousand or more, averaged $200.7 million in 2023, an increase of $37.7 million or

  • Dropped

    portfolio increasing 10 basis points to 1.77 percent in 2023 from 1.67 percent in 2022, interest income increased $0.6 million. The tax-equivalent yield on the loan portfolio increased 77 basis points to 4.81 percent in 2023 from 4.04 percent in 2022 and resulted in an increase to interest income of $20.5 million

    Terms of the $33.0 million 2020 subordinated Notes, including fixed and floating rates.

  • Dropped

    Acquisition related expenses totaled $1.8 million in 2023. There were no comparable expenses in 2022 and 2021

    Restrictions on accelerating the 2020 Notes and terms of assumed FNCB debentures.

  • Dropped

    o Management’s review of the relevance and reliability of data used in determination of the qualitative factors

    Plans to manage interest-rate risk through pricing, reinvestment, and asset-liability management.

  • Dropped

    o Evaluation of the relevance and reliability of data used in the valuation of merger date fair value of certain acquired loans

  • Dropped

    The Company has evaluated events and transactions occurring subsequent to December 31, 2024, the balance sheet date, for items that should potentially be recognized or disclosed in these consolidated financial statements. The evaluation was conducted through the date these consolidated financial statements were issued

    Non-GAAP efficiency-ratio reconciliation and adjustments for acquisition-related expenses.

  • Dropped

    On February 28, 2025, the Company executed a lease for a new corporate headquarters in Moosic, PA. The lease has a fifteen year term expiring March 31, 2040 with two five year renewal options

  • Dropped

    using the effective yield method if the nonaccrual loan is returned to performing status. A nonaccrual loan is returned to performing status when the loan is current as to principal and interest and has performed according to the contractual terms for a minimum of six months

    Liquidity-building efforts and analysis of rate and volume effects on net interest income.

  • Dropped

    Effective January 1, 2023, the Company adopted the provisions of ASC 326 and modified its accounting policy for the ACL on loans

  • Dropped

    ASU 2024-02 “Codification Improvements” (“ASU 2024-02”) amends the Codification to remove references to various

  • Dropped

    As a result of the integration of operations of FNCB, it is not practicable to determine revenue or net income included in the Company’s consolidated operating results relating to FNCB since the Acquisition Date, as FNCB’s results cannot be separately identified

  • Dropped

    Measurement period adjustments

    2023 balance-sheet scale, loan composition, and investment securities balances.

  • Dropped

    The estimated fair value of short-term borrowings was determined to approximate the stated value. Subordinated debentures were valued using a discounted cash flow approach incorporating a discount rate that incorporated similar terms, maturity and credit rating

    Commercial real estate growth strategy and declines in consumer lending.

  • Dropped

    Securities Held to Maturity

    Residential real estate growth, home-equity activity, jumbo loans, and secondary-market eligibility.

  • Dropped

    The amount of residential loans in the formal process of foreclosure totaled $0.2 million at December 31, 2024 and $0.3 million at December 31, 2023

    Growth in time deposits and callable brokered CDs used to improve on-balance-sheet liquidity.

  • Dropped

    There were no modifications of accruing loans in 2024 or 2023

  • Dropped

    There were no loans made to borrowers experiencing financial difficulty that were modified during the twelve months ended December 31, 2023

  • Dropped

    The aggregate principal amount of the Company’s Subordinated Notes due 2030 held by directors, executive officers and their related parties was $3.0 million at December 31, 2024, and $0 at December 31, 2023

  • Dropped

    Total core deposit intangible

  • Dropped

    In 2024, the Company assumed short-term borrowings in the aggregate of $139.7 million as a result of the merger with FNCB which included $25.0 million in Bank Term Funding Program advances and FHLB overnight borrowings

  • Dropped

    On June 1, 2020, the Company sold $33.0 million aggregate principal amount of Subordinated Notes due 2030 (the “2020 Notes”) to accredited investors. The 2020 Notes qualify as Tier 2 capital for regulatory capital purposes

  • Dropped

    awards that had been granted under the FNCB 2023 Equity Incentive Plan after September 27, 2023, the date of the Merger Agreement. These awards will be expensed over the remaining life of 57 months

  • Dropped

    The Company sponsors a separate ESOP and Retirement Profit Sharing 401(k) Plan. The Company also maintains SERPs and an employees’ pension plan, which is currently frozen

  • Dropped

    The increase in the SERP was due to the Company’s assumption of FNCB’s $2.0 million SERP liability in the merger July 1, 2024. Additional expense associated with the plan totaled $0.1 million for the year ended December 31, 2024

  • Dropped

    Changes in Internal Control Over Financial Reporting

  • Dropped

    Item 9B.Other Information

  • Dropped

    Consent of Baker Tilly US, LLP

Reworded

  • 100% rewritten

    Adoption of New Accounting Standard

    The accounting update changed from ASU 2023-01 lease guidance to ASU 2024-01 guidance on profits interests and similar compensation awards.

  • 93% rewritten

    For the Year Ended December 31, 2025

    The disclosure now covers 2025 financially troubled commercial borrowers receiving extended terms or temporary interest-only payments, including $165,000 modified.

    Was: For the Year Ended December 31, 2024

  • 92% rewritten

    Recently Issued but Not Yet Effective Accounting Pronouncements

    The update adds ASU 2025-01, clarifying the effective date of expense-disaggregation disclosure standard ASU 2024-03.

  • 92% rewritten

    The aggregate amount of deposits reclassified as loans was $ 0.9 million at December 31, 2025, and $ 0.7 million at December 31, 2024. Management evaluates transaction accounts that are overdrawn for collectability as part of its evaluation for credit losses

    The 2025 table removes BTFP advances and reports $83.5 million of ending short-term borrowings, including $65.35 million of FHLB advances.

    Was: The aggregate amount of deposits reclassified as loans was $0.7 million at December 31, 2024, and $0.2 million at December 31, 2023. Management evaluates transaction accounts that are overdrawn for collectability as part of its evaluation for credit losses

  • 91% rewritten

    Cash and cash equivalents

    The disclosure now adds pension investment policies, emphasizing diversified large-cap equities and fixed-income securities rated A or better.

  • 88% rewritten

    Noninterest expense was $106.7 million for the year ended December 31, 2024, compared to $67.8 million for the year ended December 31, 2023

    2024 expense growth is now attributed partly to 195 FNCB employees, higher technology and facility costs, and merger-related expenses.

    Was: Noninterest expense was $67.8 million for the year ended December 31, 2023 compared to $62.7 million for the year ended December 31, 2022

  • 88% rewritten

    Total assets, loans and deposits were $5.1 billion, $4.0 billion and $4.4 billion, respectively, at December 31, 2024. Assets, loans and deposits acquired at the completion of the FNCB merger on July 1, 2024, were $1.8 billion, $1.2 billion and $1.4 billion, respectively

    The presentation now emphasizes 2024 loan, deposit, investment-security, and equity composition rather than merger-acquisition balance-sheet amounts.

  • 86% rewritten

    Net interest margin (non-GAAP)

    The net-interest table now presents 2025 averages and income, including $2.83 billion average loans and $151.8 million interest income.

  • 85% rewritten

    (2) The balance of interest rate swaps represents the fair value of our commercial loan back-to-back swaps

    Was: (2) Interest rate swaps balance represents the fair value of our commercial loan back-to-back swaps

  • 85% rewritten

    Nonperforming assets as a percentage of total assets

  • 85% rewritten

    In 2025, the Company granted 36,338 time based restricted stock unit awards and 41,892 performance based restricted stock unit awards, under the 2023 Plan. In 2024, the Company granted 8,895 time based restricted stock award and 23,243 performance based restricted stock awards, under the 2023 Plan

    Was: In 2024, the Company granted 8,895 time based restricted stock awards, under the 2023 Plan. In 2023, the Company granted 18,222 performance based restricted stock units and 5,206 time based restricted stock awards, under the 2023 Plan

  • 84% rewritten

    At December 31, 2025, and 2024, the Company had $1.5 billion and $1.4 billion in uninsured deposits in excess of the FDIC insurance limit of $250,000

    Was: At December 31, 2024 and 2023, the Company had $1.4 billion and $0.9 billion in uninsured deposits in excess of the FDIC insurance limit of $250,000

  • 81% rewritten

    Efficiency ratio (non-GAAP)

  • 75% rewritten

    At December 31, 2025, and 2024, there were no securities of any individual issuer, except for U.S. government agency mortgage-backed securities, that exceeded 10.0 percent of stockholders’ equity

    Was: At December 31, 2024 and 2023, there were no securities of any individual issuer, except for U.S. government agency mortgage-backed securities, that exceeded 10.0 percent of stockholders’ equity

  • 75% rewritten

    Fair Values of Derivative Instruments on the Balance Sheet

  • 72% rewritten

    Securities with a carrying value of $ 381.8 million and $ 441.5 million at December 31, 2025 , and 2024 , respectively, were pledged to secure public deposits and certain other deposits as required or permitted by law; and pledged to the Discount Window at the Federal Reserve

    Was: Securities with a carrying value of $441.5 million and $322.4 million at December 31, 2024 and 2023, respectively, were pledged to secure public deposits and certain other deposits as required or permitted by law; and pledged to the Discount Window at the Federal Reserve

  • 71% rewritten

    The aggregate amortization expense was $ 6.5 million, $ 3.4 million and $ 0.1 million for the years ended December 31, 2025, 2024 and 2023, respectively

    Was: The aggregate amortization expense was $3.4 million and $0.1 million for the twelve months ended December 31, 2024 and December 31, 2023, respectively

  • 71% rewritten

    Stock compensation, including tax effects and expenses

  • 70% rewritten

    The accumulated benefit obligation for the defined benefit pension plan was $ 12.8 million and $ 12.7 million at December 31, 2025, and 2024, respectively

    Was: The accumulated benefit obligation for the defined benefit pension plan was $12.7 million and $13.8 million at December 31, 2024 and 2023, respectively

  • 69% rewritten

    Expected maturities will differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties

  • 69% rewritten

    We utilize loans and investments in tax-exempt organizations to mitigate our tax burden, as interest revenue from these sources is not taxable by the federal government. The tax benefit of tax-exempt income was 2.2 percent of pre-tax income in 2025 and 14.6 percent in 2024

    Was: We also utilize loans and investments in tax-exempt organizations to mitigate our tax burden, as interest revenue from these sources is not taxable by the federal government. The tax benefit of tax-exempt income was 3.3 percent of pre-tax income in 2023 and 3.1 percent in 2022

  • 68% rewritten

    Equity Securities without Readily Determinable Fair Values

  • 65% rewritten

    The expected long-term return on plan assets was determined using average historical returns of the Company’s plan assets

  • 64% rewritten

    Appraisals may be adjusted by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range and weighted average of liquidation expenses and other appraisal adjustments are presented as a percentage of the appraisal

    Was: Appraisals may be adjusted by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range and weighted average of liquidation expenses and other appraisal adjustments are presented as a percent of the appraisal

  • 64% rewritten

    (2) Represents amounts reclassified out of accumulated comprehensive income (loss) and included in the computation of net periodic pension expense. Refer to Note 18 included in these consolidated financial statements

  • 61% rewritten

    Commitments to extend credit are the Company's most significant commitment in both the under and over one-year time periods. These commitments do not necessarily represent future cash requirements in that these commitments often expire without being drawn upon

  • 59% rewritten

    Management’s Discussion and Analysis appearing on the following pages should be read in conjunction with the Consolidated Financial Statements and Management’s Discussion and Analysis 2024 versus 2023 contained in this Item 7

    Was: Management’s Discussion and Analysis appearing on the following pages should be read in conjunction with the Consolidated Financial Statements and Management’s Discussion and Analysis 2024 versus 2023 contained in this Annual Report on Form 10-K

  • 59% rewritten

    Credit Quality Indicators

  • 57% rewritten

    Amortization of unrecognized net loss

  • 56% rewritten

    The accounting policies of the single business unit are the same as provided in Note 1 - "Summary of Significant Accounting Policies" and our segment assets are the same as assets presented in the consolidated balance sheets

  • 55% rewritten

    Evaluation of Disclosure Controls and Procedures

  • 55% rewritten

    Effect of Derivative Instruments on the Consolidated Statements of Income and Comprehensive Income

    Was: Effect of Derivative Instruments on the Consolidated Statements of Income and Comprehensive Income (Loss)

  • 53% rewritten

    U.S. government-sponsored enterprises

  • 53% rewritten

    Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

  • 52% rewritten

    Peoples Financial Services Corp. and the Bank are subject to regulations of certain federal and state regulatory agencies and undergo periodic examinations

  • 51% rewritten

    Based on its assessment, management believes that our internal control over financial reporting was effective as of December 31, 2025

    Was: Based on its assessment, management believes that our internal control over financial reporting was effective as of December 31, 2024

  • 51% rewritten

    In conducting its business, Peoples has engaged in and intends to continue to engage in banking and financial transactions with directors, executive officers and their related parties. Additions, new loans and advances during the year ended December 31, 2024 include those acquired as part of the FNCB merger

    Was: In conducting its business, Peoples has engaged in, and intends to continue to engage in, banking and financial transactions with directors, executive officers and their related parties. Balances at December 31, 2024 include those acquired due to the FNCB merger

  • 50% rewritten

    ACL on off balance sheet commitments

  • 48% rewritten

    Effect of Fair Value and Cash Flow Hedge Accounting on the Consolidated Statements of Income and Comprehensive Income

    Was: Effect of Fair Value and Cash Flow Hedge Accounting on the Consolidated Statements of Income and Comprehensive Income (Loss)

  • 46% rewritten

    Investment securities: The fair values of marketable equity securities are based on quoted market prices from active exchange markets. The fair values of debt securities are based on pricing from a matrix pricing model and quoted market prices

  • 46% rewritten

    Peoples Financial Services Corp. Articles of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the registrant’s Form 10-K filed with the Commission on March 17, 2014)

  • 43% rewritten

    Our corporate headquarters is located at 30 E D Preate Drive Moosic, Pennsylvania, which houses executive offices, human resources and investor services divisions as well as other administrative and operational teams. An additional operations division is located at 82 Franklin Avenue, Hallstead, Pennsylvania

    Was: Our corporate headquarters is located at 102 East Drinker Street, Dunmore, Pennsylvania, which houses executive offices, human resources and investor services divisions. Our operations division is located at 82 Franklin Avenue, Hallstead, Pennsylvania

  • 42% rewritten

    Although subject to the aforementioned regulatory restrictions, the Company’s consolidated retained earnings at December 31, 2025, and 2024 were not restricted under any borrowing agreement as to payment of dividends or reacquisition of common stock

    Was: Although subject to the aforementioned regulatory restrictions, the Company’s consolidated retained earnings at December 31, 2024 and 2023 were not restricted under any borrowing agreement as to payment of dividends or reacquisition of common stock

  • 40% rewritten

    There were no repurchases of our common stock during the three months ended December 31, 2025

    Was: There were no repurchases of our common stock during the three months ended December 31, 2024

  • 40% rewritten

    Individually evaluated loans: Fair values for individually evaluated loans are estimated using underlying collateral values, where applicable

  • 36% rewritten

    Principal Accountant Fees and Service s

    Was: Principal Accountant Fees and Services

  • 35% rewritten

    Certain Relationships and Related Transactions, and Director Independenc e

    Was: Certain Relationships and Related Transactions, and Director Independence

  • 34% rewritten

    Security Ownership of Certain Beneficial Owner s and Management and Related Stockholder Matters

    Was: Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

  • 34% rewritten

    For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in interest income

  • 34% rewritten

    MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

  • 31% rewritten

    Opinions on the Financial Statements and Internal Control over Financial Reporting

  • 30% rewritten

    Amortization of intangible assets totaled $3.4 million in 2024 compared to $105 thousand and $363 thousand in 2023 and 2022, respectively. The increase was due primarily to amortization of the core deposit intangible created at the merger

  • 28% rewritten

    Credit-risk-related Contingent Features

  • 27% rewritten

    Item 7A. Quantitative and Qualitative Disclosures About Market Ris k

    Was: Item 7A. Quantitative and Qualitative Disclosures About Market Risk

  • 27% rewritten

    Definition and Limitations of Internal Control Over Financial Reporting

  • 26% rewritten

    Market for Registrant’s Common Equit y, Related Stockholder Matters and Issuer Purchases of Equity Securities

    Was: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

  • 23% rewritten

    Board of Director Oversight

  • 23% rewritten

    We utilize loans and investments in tax-exempt organizations to mitigate our tax burden, as interest revenue from these sources is not taxable by the federal government. The tax benefit of tax-exempt income was 14.6 percent of pre-tax income in 2024 and 3.3 percent in 2023

  • 22% rewritten

    In an attempt to limit IRR and improve liquidity, we continually examine the maturity distribution and interest rate sensitivity of the loan portfolio. Fixed-rate loans represented 44.4 percent of the loan portfolio at December 31, 2025, compared to floating or adjustable-rate loans at 55.6 percent

    Was: In an attempt to limit IRR and improve liquidity, we continually examine the maturity distribution and interest rate sensitivity of the loan portfolio. Fixed-rate loans represented 50.6 percent of the loan portfolio at December 31, 2024, compared to floating or adjustable-rate loans at 49.4 percent

  • 21% rewritten

    As described in Note 1 to the consolidated financial statements, the Company accounts for allowance for credit losses (ACL) under ASC 326, Financial Instruments – Credit Losses. ASC 326 requires the measurement of expected lifetime credit losses for financial assets measured at amortized cost at the reporting date

    Was: As described in Note 1 to the consolidated financial statements, the Company accounts for credit losses under ASC 326, Financial Instruments – Credit Losses. ASC 326 requires the measurement of expected lifetime credit losses for financial assets measured at amortized cost at the reporting date

  • 20% rewritten

    Directors, Executive Officers and Corporate Governanc e

    Was: Directors, Executive Officers and Corporate Governance

All 89 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Board of Director Oversight23% rewritten
  2. 02Our corporate headquarters is located at 30 E D Preate Drive Moosic, Pennsylvania, which houses executive offices, human resources and investor services divisions as well as other administrative and operational teams. An additional operations division is located at 82 Franklin Avenue, Hallstead, Pennsylvania43% rewritten
  3. 03Market for Registrant’s Common Equit y, Related Stockholder Matters and Issuer Purchases of Equity Securities26% rewritten
  4. 04There were no repurchases of our common stock during the three months ended December 31, 202540% rewritten
  5. 05Management’s Discussion and Analysis appearing on the following pages should be read in conjunction with the Consolidated Financial Statements and Management’s Discussion and Analysis 2024 versus 2023 contained in this Item 759% rewritten
  6. 06Total assets, loans and deposits were $5.3 billion, $4.1 billion and $4.4 billion, respectively, at December 31, 2025New
  7. 07At December 31, 2025, and 2024, there were no securities of any individual issuer, except for U.S. government agency mortgage-backed securities, that exceeded 10.0 percent of stockholders’ equity75% rewritten
  8. 08In an attempt to limit IRR and improve liquidity, we continually examine the maturity distribution and interest rate sensitivity of the loan portfolio. Fixed-rate loans represented 44.4 percent of the loan portfolio at December 31, 2025, compared to floating or adjustable-rate loans at 55.6 percent22% rewritten
  9. 09Nonperforming assets as a percentage of total assets85% rewritten
  10. 10(1) Information for municipal loans is included with amounts provided for commercial and industrial loansNew
  11. 11At December 31, 2025, and 2024, the Company had $1.5 billion and $1.4 billion in uninsured deposits in excess of the FDIC insurance limit of $250,00084% rewritten
  12. 12At December 31, 2025, subordinated debentures were $83.2 million, net of unamortized debt issuance costs of $1.8 million, and $33.0 million, net of no debt issuance costs, at December 31, 2024New
  13. 13Commitments to extend credit are the Company's most significant commitment in both the under and over one-year time periods. These commitments do not necessarily represent future cash requirements in that these commitments often expire without being drawn upon61% rewritten
  14. 14Efficiency ratio (non-GAAP)81% rewritten
  15. 15Net interest margin (non-GAAP)86% rewritten
  16. 16Partially offsetting these increases was a decrease of $16.0 million in merger related expenses to $0.2 million for the year ended December 31, 2025, from $16.2 million for the year ended December 31, 2024New
  17. 17We utilize loans and investments in tax-exempt organizations to mitigate our tax burden, as interest revenue from these sources is not taxable by the federal government. The tax benefit of tax-exempt income was 2.2 percent of pre-tax income in 2025 and 14.6 percent in 202469% rewritten
  18. 18Total assets, loans and deposits were $5.1 billion, $4.0 billion and $4.4 billion, respectively, at December 31, 2024. Assets, loans and deposits acquired at the completion of the FNCB merger on July 1, 2024, were $1.8 billion, $1.2 billion and $1.4 billion, respectively88% rewritten
  19. 19Overall, total loans increased $1.1 billion in 2024 to $4.0 billion at December 31, 2024 due primarily to the $1.2 billion in loans acquired in the FNCB mergerNew
  20. 20Our deposit base is the primary source of funds to support our operations. We offer a variety of deposit products to meet the needs of our individual, commercial and municipal customersNew
  21. 21averaged $4.0 million in 2024 and resulted in an increase in interest expense of $0.4 million in 2024, compared to none in 2023New
  22. 22Noninterest expense was $106.7 million for the year ended December 31, 2024, compared to $67.8 million for the year ended December 31, 202388% rewritten
  23. 23Amortization of intangible assets totaled $3.4 million in 2024 compared to $105 thousand and $363 thousand in 2023 and 2022, respectively. The increase was due primarily to amortization of the core deposit intangible created at the merger30% rewritten
  24. 24We utilize loans and investments in tax-exempt organizations to mitigate our tax burden, as interest revenue from these sources is not taxable by the federal government. The tax benefit of tax-exempt income was 14.6 percent of pre-tax income in 2024 and 3.3 percent in 202323% rewritten
  25. 25Item 7A. Quantitative and Qualitative Disclosures About Market Ris k27% rewritten
  26. 26Opinions on the Financial Statements and Internal Control over Financial Reporting31% rewritten
  27. 27Definition and Limitations of Internal Control Over Financial Reporting27% rewritten
  28. 28As described in Note 1 to the consolidated financial statements, the Company accounts for allowance for credit losses (ACL) under ASC 326, Financial Instruments – Credit Losses. ASC 326 requires the measurement of expected lifetime credit losses for financial assets measured at amortized cost at the reporting date21% rewritten
  29. 29How We Addressed the Matter in Our AuditNew
  30. 30Stock compensation, including tax effects and expenses71% rewritten
  31. 31NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  32. 32Peoples Financial Services Corp. and the Bank are subject to regulations of certain federal and state regulatory agencies and undergo periodic examinations52% rewritten
  33. 33On January 30, 2026 , the board of directors declared a dividend of $ 0.6250 per share for the first quarter of 2026. The dividend is payable March 13, 2026 to shareholders of record as of February 27, 2026 New
  34. 34fair values for impairment quarterly, or more frequently should events or circumstances indicate that their respective carrying values may not be recoverableNew
  35. 35The Company has elected to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio
  36. 36Adoption of New Accounting Standard100% rewritten
  37. 37Recently Issued but Not Yet Effective Accounting Pronouncements92% rewritten
  38. 38Costs related to the acquisition totaled $ 0.2 million, $ 16.2 million and $ 1.8 million for the years ended December 31, 2025, 2024, and 2023, respectively. These amounts were expensed as incurred and are recorded as acquisition-related expenses in the consolidated statements of income and comprehensive incomeNew
  39. 39Expected maturities will differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties69% rewritten
  40. 40Securities with a carrying value of $ 381.8 million and $ 441.5 million at December 31, 2025 , and 2024 , respectively, were pledged to secure public deposits and certain other deposits as required or permitted by law; and pledged to the Discount Window at the Federal Reserve72% rewritten
  41. 41Equity Securities without Readily Determinable Fair Values68% rewritten
  42. 42Credit Quality Indicators59% rewritten
  43. 43For the Year Ended December 31, 202593% rewritten
  44. 44One loan, in the amount of $ 242 thousand, is currently in defaultNew
  45. 45ACL on off balance sheet commitments50% rewritten
  46. 46In conducting its business, Peoples has engaged in and intends to continue to engage in banking and financial transactions with directors, executive officers and their related parties. Additions, new loans and advances during the year ended December 31, 2024 include those acquired as part of the FNCB merger51% rewritten
  47. 47Deposits from directors, executive officers and their related parties held by the Bank at December 31, 2025, and December 31, 2024, were $ 161.5 million and $ 132.0 million, respectivelyNew
  48. 48repair services and dealer reserve payments. The Bank recorded payments to related parties for goods and services of $ 177 thousand, $ 117 thousand and $ 8 thousand for the years ending December 31, 2025, 2024 and 2023, respectivelyNew
  49. 49Depreciation and amortization expense of premises and equipment amounted to $ 3.3 million in 2025, $ 3.3 million in 2024 and $ 2.8 million in 2023New
  50. 50The aggregate amortization expense was $ 6.5 million, $ 3.4 million and $ 0.1 million for the years ended December 31, 2025, 2024 and 2023, respectively71% rewritten
  51. 51(2) The balance of interest rate swaps represents the fair value of our commercial loan back-to-back swaps85% rewritten
  52. 52The aggregate amount of deposits reclassified as loans was $ 0.9 million at December 31, 2025, and $ 0.7 million at December 31, 2024. Management evaluates transaction accounts that are overdrawn for collectability as part of its evaluation for credit losses92% rewritten
  53. 53Investment securities: The fair values of marketable equity securities are based on quoted market prices from active exchange markets. The fair values of debt securities are based on pricing from a matrix pricing model and quoted market prices 46% rewritten
  54. 54Individually evaluated loans: Fair values for individually evaluated loans are estimated using underlying collateral values, where applicable40% rewritten
  55. 55U.S. government-sponsored enterprises53% rewritten
  56. 56Appraisals may be adjusted by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range and weighted average of liquidation expenses and other appraisal adjustments are presented as a percentage of the appraisal64% rewritten
  57. 57Risk Management Objective of Using Derivatives
  58. 58Cash Flow Hedges of Interest Rate Risk
  59. 59Fair Value Hedges of Interest Rate Risk
  60. 60For derivatives designated and that qualify as fair value hedges, the gain or loss on the derivative as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in interest income34% rewritten
  61. 61Fair Values of Derivative Instruments on the Balance Sheet75% rewritten
  62. 62Effect of Fair Value and Cash Flow Hedge Accounting on the Consolidated Statements of Income and Comprehensive Income48% rewritten
  63. 63Effect of Derivative Instruments on the Consolidated Statements of Income and Comprehensive Income55% rewritten
  64. 64Credit-risk-related Contingent Features28% rewritten
  65. 65On July 1, 2024, as a result of the FNCB merger, the Company assumed those outstanding and unvested restricted stockNew
  66. 66In 2025, the Company granted 36,338 time based restricted stock unit awards and 41,892 performance based restricted stock unit awards, under the 2023 Plan. In 2024, the Company granted 8,895 time based restricted stock award and 23,243 performance based restricted stock awards, under the 2023 Plan85% rewritten
  67. 67The accumulated benefit obligation for the defined benefit pension plan was $ 12.8 million and $ 12.7 million at December 31, 2025, and 2024, respectively70% rewritten
  68. 68Amortization of unrecognized net loss57% rewritten
  69. 69The expected long-term return on plan assets was determined using average historical returns of the Company’s plan assets65% rewritten
  70. 70Cash and cash equivalents91% rewritten
  71. 71The Company operates exclusively in the United State and had no foreign income, foreign income tax expense, or foreign income taxes paid for the years ended December 31, 2025, 2024 and 2023New
  72. 72(2) Low income housing tax credits are presented net of the related proportional amortizationNew
  73. 73The accounting policies of the single business unit are the same as provided in Note 1 - "Summary of Significant Accounting Policies" and our segment assets are the same as assets presented in the consolidated balance sheets56% rewritten
  74. 74Although subject to the aforementioned regulatory restrictions, the Company’s consolidated retained earnings at December 31, 2025, and 2024 were not restricted under any borrowing agreement as to payment of dividends or reacquisition of common stock42% rewritten
  75. 75(2) Represents amounts reclassified out of accumulated comprehensive income (loss) and included in the computation of net periodic pension expense. Refer to Note 18 included in these consolidated financial statements64% rewritten
  76. 76Evaluation of Disclosure Controls and Procedures55% rewritten
  77. 77There were no changes in our internal control over financial reporting that occurred during the fiscal quarter ended December 31, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reportingNew
  78. 78MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING34% rewritten
  79. 79Furthermore, due to changes in conditions, the effectiveness of internal controls may vary over time. Our internal auditor reviews, evaluates and makes recommendations on policies and procedures, which serves as an integral, but independent, component of our internal control
  80. 80Based on its assessment, management believes that our internal control over financial reporting was effective as of December 31, 202551% rewritten
  81. 81Item 9B. Other Informatio nNew
  82. 82Directors, Executive Officers and Corporate Governanc e20% rewritten
  83. 83Security Ownership of Certain Beneficial Owner s and Management and Related Stockholder Matters34% rewritten
  84. 84Certain Relationships and Related Transactions, and Director Independenc e35% rewritten
  85. 85Principal Accountant Fees and Service s36% rewritten
  86. 86Exhibits, Financial Statement Schedule s
  87. 87Report of Independent Registered Public Accounting Firm (PCAOB ID: 23 )
  88. 88Peoples Financial Services Corp. Articles of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the registrant’s Form 10-K filed with the Commission on March 17, 2014)46% rewritten
  89. 89Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)53% rewritten

Other Peoples Financial Services 10-Ks

  • FY2024 10-K risk factors
    108 risks

    Peoples Financial Services Corp.'s risk profile is dominated by integration risks from the FNCB merger, high uninsured deposit levels, asset quality and nonperforming asset growth, and interest rate and liquidity management.

    Filed Mar 28, 2025

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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.