Form 8-K - Current report

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): January 22, 2025

   

WESBANCO, INC.

(Exact name of Registrant as Specified in Its Charter)


West Virginia	001-39442	55-0571723
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1 Bank Plaza
Wheeling, West Virginia		26003
(Address of Principal Executive Offices)		(Zip Code)

    Registrant’s Telephone Number, Including Area Code: 304 234-9000

   

Former Name or Former Address, if Changed Since Last Report: Not Applicable

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:

☒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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock $2.0833 Par Value	WSBC	Nasdaq Global Select Market
Depositary Shares (each representing 1/40th interest in a share of 6.75% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A)	WSBCP	Nasdaq Global Select Market

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 2.02 Results of Operations and Financial Condition.

Wesbanco, Inc. issued a press release and earnings call presentation today announcing earnings for the three and twelve months ended December 31, 2024. The press release is attached as Exhibit 99.1 and the earnings call presentation is attached as Exhibit 99.2 to this report.

Wesbanco, Inc. will host a conference call to discuss the Company's financial results for the fourth quarter of 2024 on Thursday, January 23, 2025 at 3:00 p.m. ET.

Interested parties can access the live webcast of the conference call through the Investor Relations section of the Company's website, www.wesbanco.com. Participants can also listen to the conference call by dialing 888-347-6607, 855-669-9657 for Canadian callers, or 1-412-902-4290 for international callers, and asking to be joined into the WesBanco call. Please log in or dial in at least 10 minutes prior to the start time to ensure a connection.

A replay of the conference call will be available by dialing 877-344-7529, 855-669-9658 for Canadian callers, or 1-412-317-0088 for international callers, and providing the access code of 8807978. The replay will begin at approximately 5:00 p.m. ET on January 23, 2025 and end at 12 a.m. ET on February 6, 2025. An archive of the webcast will be available for one year on the Investor Relations sections of the Company's website (www.wesbanco.com)

Item 8.01 Other Events.

Additional Information About the Merger and Where to Find It

In connection with the proposed Merger, the Company filed with the Securities and Exchange Commission (the “SEC”) a Registration Statement on Form S-4 which includes a joint proxy statement of Premier Financial and the Company and a prospectus of the Company with respect to shares of the Company’s common stock to be issued in the proposed transaction, as well as other relevant documents concerning the proposed transaction. The Form S-4 was declared effective on October 28, 2024, and Wesbanco and Premier Financial commenced mailing to their respective shareholders on or about November 1, 2024 in connection with their respective special meetings of shareholders, which were held on December 11, 2024, at which the shareholders of both companies approved all matters related to the proposed transaction that were submitted for a vote. This communication is not a substitute for the Registration Statement on Form S-4, the joint proxy statement/Prospectus or any other document that the Company and/or Premier Financial may file with the SEC in connection with the proposed transaction. SHAREHOLDERS OF THE COMPANY, SHAREHOLDERS OF PREMIER FINANCIAL AND OTHER INTERESTED PARTIES ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. The Registration Statement on Form S-4, which includes the joint proxy statements/prospectus, and other related documents filed by the Company or Premier with the SEC, may be obtained for free at the SEC’s website at www.sec.gov, and from either the Company’s or Premier Financial’s website at www.wesbanco.com or www.premierfincorp.com, respectively.

No Offer or Solicitation

This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

99.1 - Press release dated January 22, 2025 announcing earnings for the three and twelve months ended December 31, 2024.

99.2 - Fourth quarter 2024 earnings conference call presentation.

104 – Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.


		Wesbanco, Inc. (registrant)

Date:	January 22, 2025	/s/ Daniel K. Weiss, Jr.
		Daniel K. Weiss, Jr. Senior Executive Vice President and Chief Financial Officer

WesBanco Announces Fourth Quarter 2024 Financial Results

Strong year-over-year loan growth of $1 billion, matched by deposit growth of $1 billion

Wheeling, WVa. (January 22, 2025) – WesBanco, Inc. (“WesBanco” or “Company”) (Nasdaq: WSBC), a diversified, multi-state bank holding company, today announced net income and related earnings per share for the three and twelve months ended December 31, 2024. Net income available to common shareholders for the fourth quarter of 2024 was $47.1 million, with earnings per share of $0.70, compared to $32.4 million and $0.55 per share, respectively, for the fourth quarter of 2023. For the twelve months ended December 31, 2024, net income was $141.4 million, or $2.26 per share, compared to $148.9 million, or $2.51 per share, for the 2023 period. As noted in the following table, net income available to common shareholders, excluding after-tax restructuring and merger-related expenses, for the twelve months ended December 31, 2024 was $146.4 million, or $2.34 per share, as compared to $151.9 million, or $2.56 per share (non-GAAP measures).


	For the Three Months Ended December 31,										For the Twelve Months Ended December 31,
	2024						2023				2024						2023
(unaudited, dollars in thousands, except per share amounts)	Net Income			Diluted Earnings Per Share			Net Income		Diluted Earnings Per Share		Net Income			Diluted Earnings Per Share			Net Income			Diluted Earnings Per Share
Net income available to common shareholders (Non-GAAP)(1)	$	47,608		$	0.71		$	32,437	$	0.55	$	146,441		$	2.34		$	151,933		$	2.56
Less: After tax restructuring and merger-related expenses		(510	)		(0.01	)		-		-		(5,056	)		(0.08	)		(3,026	)		(0.05	)
Net income available to common shareholders (GAAP)	$	47,098		$	0.70		$	32,437	$	0.55	$	141,385		$	2.26		$	148,907		$	2.51
(1) See non-GAAP financial measures for additional information relating to these items.

Financial and operational highlights during the quarter ended December 31, 2024:

•

Total loan growth was 8.7% year-over-year and 6.6% over the sequential quarter, annualized

Sequential quarter loan growth was fully funded through deposit growth

Total loans are up $1.0 billion compared to the prior year, driven by commercial loan growth

Total loans have grown at a compound annual rate of 9.1% since year-end 2021

•

Deposits of $14.1 billion increased 7.3% year-over-year and 8.6% over the sequential quarter, annualized

Deposit growth, excluding certificates of deposit, increased 3.9% year-over-year and 7.7% over the sequential quarter, annualized

Total deposits are up $1.0 billion compared to the prior year, matching loan growth

Average loans to average deposits were 89.2%, providing continued capacity to fund loan growth

•

Fee income increased $6.3 million, or 21%, year-over-year reflecting growth in net swap fee and valuation income, trust fees, and service charges on deposits, which include new products and services and treasury management fees

•

Key credit quality metrics continued to remain at low levels and favorable to peer bank averages (based upon the prior four quarters for banks with total assets between $10 billion and $25 billion)

•

The acquisition of Premier Financial Corp. remains on track, pending regulatory approvals

•

WesBanco was recently named one of America’s Best Regional Banks by Newsweek and a Most Trusted Company in America by Forbes

“2024 was an excellent year for WesBanco. We delivered strong loan growth of $1 billion, which was fully funded by deposit growth. We also announced our transformational merger with Premier Financial and continued to earn national recognitions for stability, trustworthiness, and workplace excellence,” said Jeff Jackson, President and Chief Executive Officer, WesBanco. “We have achieved a compound annual loan growth rate of 9% over the past three years, raised $200 million of common equity and paid down higher-cost borrowings – key successes in our strategy to strengthen our balance sheet and net interest margin. Additionally, we continued to focus on cost-control while enhancing our wealth and treasury management businesses to deepen client relationships and drive positive operating leverage. With the pending Premier Financial merger and the strength of our proven strategies, we are well positioned to build on our momentum and continue delivering value for our customers and stakeholders.”

Balance Sheet

As of December 31, 2024, portfolio loans were $12.7 billion, which increased $1.0 billion, or 8.7%, year-over-year driven by strong performance by our banking teams across our markets. Total commercial loans of $9.1 billion increased 10.7%

year-over-year and 8.5% quarter-over-quarter annualized. Commercial loan growth continues to reflect the success of our strategies, as well as lower commercial real estate payoffs, which totaled approximately $350 million during 2024.

Deposits, as of December 31, 2024, were $14.1 billion, up 7.3% year-over-year and up 8.6% quarter-over-quarter annualized, reflecting the success of our efforts on deposit gathering and retention. The composition of total deposits continues to have some mix shift; however, total demand deposits continue to represent 54% of total deposits, with the non-interest bearing component representing 27%, which remains consistent with the percentage range prior to the pandemic. When excluding certificate of deposits, total deposits increased 3.9% year-over-year and 7.7% quarter-over-quarter annualized.

Federal Home Loan Bank (“FHLB”) borrowings totaled $1.0 billion, at December 31, 2024, a decrease of 14.9%, or $175.0 million from September 30, 2024. This paydown was funded by deposit growth exceeding loan growth during the fourth quarter.

Credit Quality

As of December 31, 2024, total loans past due, criticized and classified loans, non-performing loans, and non-performing assets as percentages of the loan portfolio and total assets have remained low, from a historical perspective, and within a consistent range through the last three years. Total loans past due as a percent of the loan portfolio increased 3 basis points quarter-over-quarter to 0.47%, while non-performing assets as a percentage of total assets increased 6 basis points to 0.22% from the prior year period. The fourth quarter provision for credit losses decreased both year-over-year and sequentially to a negative provision of $0.1 million. The allowance for credit losses was $138.8 million at December 31, 2024, which provided a coverage ratio of 1.10%. The coverage ratio was down 3 basis points from prior quarter, primarily due to improvements in the macroeconomic forecasts related to lower unemployment assumptions and a more normalized yield curve, offsetting loan portfolio growth and office portfolio reserves. Excluded from the allowance for credit losses and related coverage ratio are fair market value adjustments on previously acquired loans representing 0.08% of total loans.

Net Interest Margin and Income

The fourth quarter margin of 3.03% improved 8 basis points compared to the third quarter and 1 basis point on a year-over-year basis, through a combination of higher loan and securities yields and lower funding costs. Deposit funding costs were 271 basis points for the fourth quarter of 2024, as compared to 285 basis points in the third quarter of 2024 and 234 basis points in the prior year period. When including non-interest bearing deposits, deposit funding costs for the fourth quarter were 197 basis points.

Net interest income for the fourth quarter of 2024 was $126.5 million, an increase of $8.7 million, or 7.4% year-over-year, reflecting the impact of loan growth, higher loan and securities yields, and lower FHLB borrowings more than offsetting higher deposit funding costs. For the twelve months ended December 31, 2024, net interest income of $478.2 million decreased $3.1 million, or 0.7%, primarily due to higher funding costs offsetting the impact of loan growth and higher loan and securities yields in the year-to-date period.

Non-Interest Income

For the fourth quarter of 2024, non-interest income of $36.4 million increased $6.3 million, or 21.0%, from the fourth quarter of 2023 due to higher net swap fee and valuation income, service charges on deposits, and trust fees. Gross swap fees were $1.3 million in the fourth quarter, compared to $2.2 million in the prior year period, while fair value adjustments were $1.9 million compared to a loss of $2.5 million, respectively. Service charges on deposits increased $1.1 million year-over-year, reflecting fee income from new products and services and treasury management, as well as increased general consumer spending. Trust fees increased $0.8 million due to organic growth and market valuation changes. Other income included a $2.3 million gain from the transfer of certain liabilities for future pension payments to a third-party insurance company.

Primarily reflecting the items discussed above and mortgage banking income, non-interest income, for the twelve months ended December 31, 2024, increased $7.5 million, or 6.3%, year-over-year to $128.0 million. Trust fees increased $2.5 million, reflecting higher assets under management from organic growth and market appreciation. Mortgage banking income increased $1.6 million year-over-year due to more residential mortgages sold in the secondary market, as well as an associated wider gain-on-sale margin.

Non-Interest Expense

Non-interest expense, excluding restructuring and merger-related costs, for the three months ended December 31, 2024 were $100.5 million, a $1.0 million, or 1.0%, increase year-over-year primarily due to increases in equipment and software expenses, which increased $1.0 million reflecting the impact of the prior year ATM upgrades, which were phased in throughout the prior year.

Excluding restructuring and merger-related expenses, non-interest expense for 2024 of $395.5 million increased $9.3 million, or 2.4%, compared to the prior year period, due primarily to equipment and software expense, as described above, other operating expenses, and higher FDIC insurance expense. Other operating expenses increased $5.3 million primarily due to higher costs and fees in support of loan growth and higher other miscellaneous expenses. FDIC insurance increased $2.0 million year-over-year due to an increase in the minimum rate for all banks.

Capital

WesBanco continues to maintain what we believe are strong regulatory capital ratios, as both consolidated and bank-level regulatory capital ratios are well above the applicable “well-capitalized” standards promulgated by bank regulators and the BASEL III capital standards. At December 31, 2024, Tier I leverage was 10.68%, Tier I risk-based capital ratio was 13.06%, common equity Tier 1 capital ratio (“CET 1”) was 12.07%, and total risk-based capital was 15.88%. In addition, the tangible common equity to tangible assets ratio was 8.70% due to strong earnings and the third quarter common equity raise.

Conference Call and Webcast

WesBanco will host a conference call to discuss the Company's financial results for the fourth quarter of 2024 at 3:00 p.m. ET on Thursday, January 23, 2025. Interested parties can access the live webcast of the conference call through the Investor Relations section of the Company's website, www.wesbanco.com. Participants can also listen to the conference call by dialing 888-347-6607, 855-669-9657 for Canadian callers, or 1-412-902-4290 for international callers, and asking to be joined into the WesBanco call. Please log in or dial in at least 10 minutes prior to the start time to ensure a connection.

Forward-Looking Statements

Forward-looking statements in this report relating to WesBanco’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this report should be read in conjunction with WesBanco’s Form 10-K for the year ended December 31, 2023 and documents subsequently filed by WesBanco with the Securities and Exchange Commission (“SEC”) including WesBanco’s Form 10-Q for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024, which are available at the SEC’s website, www.sec.gov or at WesBanco’s website, www.WesBanco.com. Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties, including those detailed in WesBanco’s most recent Annual Report on Form 10-K filed with the SEC under “Risk Factors” in Part I, Item 1A. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including, without limitation, that the proposed merger with Premier Financial Corp. (“Premier Financial” or “Premier”) may not close when expected, that the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the merger of WesBanco and Premier may not be fully realized within the expected timeframes; disruption from the proposed merger of WesBanco and Premier may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed Merger may not be obtained on the expected terms and schedule; the effects of changing regional and national economic conditions, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to WesBanco and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau, the SEC, the Financial Institution Regulatory Authority, the Municipal Securities Rulemaking Board, the Securities Investors Protection Corporation, and other regulatory bodies; potential legislative and federal and state regulatory actions and reform, including, without limitation, the impact of the implementation of the Dodd-Frank Act; adverse decisions of federal and state courts; fraud, scams and schemes of third parties; cyber-security breaches; competitive conditions in the financial services industry; rapidly changing technology affecting financial services; marketability of debt instruments and corresponding impact on fair value adjustments; and/or other external developments materially impacting WesBanco’s operational and financial performance. WesBanco does not assume any duty to update forward-looking statements.

While forward-looking statements reflect our good-faith beliefs, they are not guarantees of future performance. All forward-looking statements are necessarily only estimates of future results. Accordingly, actual results may differ materially from those expressed in or contemplated by the particular forward-looking statement, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law.

Statements in this presentation with respect to the expected timing of and benefits of the proposed merger between WesBanco and Premier, the parties’ plans, obligations, expectations, and intentions, and the statements with respect to accretion, earn back of tangible book value, tangible book value dilution and internal rate of return, constitute forward-looking statements as defined by federal securities laws. Such statements are subject to numerous assumptions, risks, and uncertainties. Actual results could differ materially from those contained or implied by such statements for a variety of factors including: the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the proposed merger may not be fully realized within the expected time frames; disruption from the proposed merger may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed merger may not be obtained on the expected terms and schedule; changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of other business strategies; the nature, extent, and timing of governmental actions and reforms; extended disruption of vital infrastructure; and other factors described in WesBanco’s 2023 Annual Report on Form 10-K, Premier’s 2023 Annual Report on Form 10-K, and documents subsequently filed by WesBanco and Premier with the Securities and Exchange Commission.

Non-GAAP Financial Measures

In addition to the results of operations presented in accordance with Generally Accepted Accounting Principles (GAAP), WesBanco's management uses, and this presentation contains or references, certain non-GAAP financial measures, such as pre-tax pre-provision income, tangible common equity/tangible assets; net income excluding after-tax restructuring and merger-related expenses; efficiency ratio; return on average assets; and return on average tangible equity. WesBanco believes these financial measures provide information useful to investors in understanding our operational performance and business and performance trends which facilitate comparisons with the performance of others in the financial services industry. Although WesBanco believes that these non-GAAP financial measures enhance investors' understanding of WesBanco's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The non-GAAP financial measures contained therein should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the Quarterly Reports on Forms 10-Q for WesBanco and its subsidiaries, as well as other filings that the company has made with the SEC.

Additional Information About the Merger and Where to Find It

No Offer or Solicitation

About WesBanco, Inc.

With over 150 years as a community-focused, regional financial services partner, WesBanco Inc. (NASDAQ: WSBC) and its subsidiaries build lasting prosperity through relationships and solutions that empower our customers for success in their financial journeys. Customers across our eight-state footprint choose WesBanco for the comprehensive range and personalized delivery of our retail and commercial banking solutions, as well as trust, brokerage, wealth management and insurance services, all designed to advance their financial goals. Through the strength of our teams, we leverage large bank capabilities and local focus to help make every community we serve a better place for people and businesses to thrive. Headquartered in Wheeling, West Virginia, WesBanco has $18.7 billion in total assets, with our Trust and Investment Services holding $6.0 billion of assets under management and securities account values (including annuities) of $1.9 billion

through our broker/dealer, as of December 31, 2024. Learn more at www.wesbanco.com and follow @WesBanco on Facebook, LinkedIn and Instagram.

SOURCE: WesBanco, Inc.

WesBanco Company Contact:

John H. Iannone

Senior Vice President, Investor Relations

304-905-7021

###


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands, except shares and per share amounts)

		For the Three Months Ended									For the Twelve Months Ended
	STATEMENT OF INCOME	December 31,									December 31,
		2024			2023			% Change			2024		2023		% Change
	Interest and dividend income
	Loans, including fees	$	183,251		$	162,498			12.8		$	709,802	$	596,852		18.9
	Interest and dividends on securities:
	Taxable		18,575			17,798			4.4			70,559		73,449		(3.9	)
	Tax-exempt		4,449			4,639			(4.1	)		18,089		18,830		(3.9	)
	Total interest and dividends on securities		23,024			22,437			2.6			88,648		92,279		(3.9	)
	Other interest income		7,310			6,383			14.5			27,191		22,385		21.5
	Total interest and dividend income		213,585			191,318			11.6			825,641		711,516		16.0
	Interest expense
	Interest bearing demand deposits		27,044			23,686			14.2			107,700		72,866		47.8
	Money market deposits		18,734			14,302			31.0			72,899		36,616		99.1
	Savings deposits		7,271			7,310			(0.5	)		31,066		23,869		30.2
	Certificates of deposit		16,723			8,380			99.6			53,236		18,472		188.2
	Total interest expense on deposits		69,772			53,678			30.0			264,901		151,823		74.5
	Federal Home Loan Bank borrowings		12,114			14,841			(18.4	)		62,489		59,318		5.3
	Other short-term borrowings		1,291			891			44.9			3,953		2,545		55.3
	Subordinated debt and junior subordinated debt		3,902			4,150			(6.0	)		16,090		16,492		(2.4	)
	Total interest expense		87,079			73,560			18.4			347,433		230,178		50.9
	Net interest income		126,506			117,758			7.4			478,208		481,338		(0.7	)
	Provision for credit losses		(147	)		4,803			(103.1	)		19,206		17,734		8.3
	Net interest income after provision for credit losses		126,653			112,955			12.1			459,002		463,604		(1.0	)
	Non-interest income
	Trust fees		7,775			7,019			10.8			30,676		28,135		9.0
	Service charges on deposits		8,138			6,989			16.4			29,979		26,116		14.8
	Digital banking income		5,125			4,890			4.8			19,953		19,454		2.6
	Net swap fee and valuation income / (loss)		3,230			(345	)	NM				5,941		6,912		(14.0	)
	Net securities brokerage revenue		2,430			2,563			(5.2	)		10,238		10,055		1.8
	Bank-owned life insurance		2,512			3,455			(27.3	)		9,544		11,002		(13.3	)
	Mortgage banking income		1,229			650			89.1			4,270		2,652		61.0
	Net securities gains		61			887			(93.1	)		1,408		900		56.4
	Net gains on other real estate owned and other assets		193			445			(56.6	)		142		1,520		(90.7	)
	Other income		5,695			3,521			61.7			15,832		13,701		15.6
	Total non-interest income		36,388			30,074			21.0			127,983		120,447		6.3
	Non-interest expense
	Salaries and wages		45,638			45,164			1.0			177,516		176,938		0.3
	Employee benefits		11,856			11,409			3.9			46,141		46,901		(1.6	)
	Net occupancy		5,999			6,417			(6.5	)		25,157		25,338		(0.7	)
	Equipment and software		10,681			9,648			10.7			41,303		36,666		12.6
	Marketing		2,531			2,975			(14.9	)		9,764		11,178		(12.6	)
	FDIC insurance		3,640			3,369			8.0			14,215		12,249		16.1
	Amortization of intangible assets		2,034			2,243			(9.3	)		8,251		9,088		(9.2	)
	Restructuring and merger-related expense		646			-			100.0			6,400		3,830		67.1
	Other operating expenses		18,079			18,278			(1.1	)		73,124		67,814		7.8
	Total non-interest expense		101,104			99,503			1.6			401,871		390,002		3.0
	Income before provision for income taxes		61,937			43,526			42.3			185,114		194,049		(4.6	)
	Provision for income taxes		12,308			8,558			43.8			33,604		35,017		(4.0	)
	Net Income		49,629			34,968			41.9			151,510		159,032		(4.7	)
	Preferred stock dividends		2,531			2,531			-			10,125		10,125		-
	Net income available to common shareholders	$	47,098		$	32,437			45.2		$	141,385	$	148,907		(5.1	)

	Taxable equivalent net interest income	$	127,689		$	118,991			7.3		$	483,016	$	486,343		(0.7	)

	Per common share data
	Net income per common share - basic	$	0.70		$	0.55			27.3		$	2.26	$	2.51		(10.0	)
	Net income per common share - diluted		0.70			0.55			27.3			2.26		2.51		(10.0	)
	Net income per common share - diluted, excluding certain items (1)(2)		0.71			0.55			29.1			2.34		2.56		(8.6	)
	Dividends declared		0.37			0.36			2.8			1.45		1.41		2.8
	Book value (period end)		39.54			40.23			(1.7	)		39.54		40.23		(1.7	)
	Tangible book value (period end) (1)		22.83			21.28			7.3			22.83		21.28		7.3
	Average common shares outstanding - basic		66,895,834			59,370,171			12.7			62,589,406		59,303,210		5.5
	Average common shares outstanding - diluted		66,992,009			59,479,031			12.6			62,653,557		59,427,989		5.4
	Period end common shares outstanding		66,919,805			59,376,435			12.7			66,919,805		59,376,435		12.7
	Period end preferred shares outstanding		150,000			150,000			-			150,000		150,000		-

	(1) See non-GAAP financial measures for additional information relating to the calculation of this item.
	(2) Certain items excluded from the calculation consist of after-tax restructuring and merger-related expenses.
	NM - Not Meaningful


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands, unless otherwise noted)

	Selected ratios
		For the Twelve Months Ended
		December 31,
		2024			2023			% Change
	Return on average assets		0.78	%		0.86	%		(9.30	)	%
	Return on average assets, excluding after-tax restructuring and merger-related expenses (1)		0.81			0.88			(7.95	)
	Return on average equity		5.33			6.02			(11.46	)
	Return on average equity, excluding after-tax restructuring and merger-related expenses (1)		5.52			6.14			(10.10	)
	Return on average tangible equity (1)		9.66			11.59			(16.65	)
	Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (1)		9.99			11.82			(15.48	)
	Return on average tangible common equity (1)		10.66			12.99			(17.94	)
	Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (1)		11.03			13.24			(16.69	)
	Yield on earning assets (2)		5.10			4.63			10.15
	Cost of interest bearing liabilities		3.07			2.25			36.44
	Net interest spread (2)		2.03			2.38			(14.71	)
	Net interest margin (2)		2.96			3.14			(5.73	)
	Efficiency (1) (2)		64.73			63.64			1.71
	Average loans to average deposits		89.48			85.71			4.40
	Annualized net loan charge-offs/average loans		0.11			0.04			175.00
	Effective income tax rate		18.15			18.05			0.55


	For the Three Months Ended
	Dec. 31,			Sept. 30,			June 30,			Mar. 31,			Dec. 31,
	2024			2024			2024			2024			2023
Return on average assets		1.01	%		0.76	%		0.59	%		0.75	%		0.74	%
Return on average assets, excluding after-tax restructuring and merger-related expenses (1)		1.02			0.79			0.66			0.75			0.74
Return on average equity		6.68			5.09			4.17			5.24			5.21
Return on average equity, excluding after-tax restructuring and merger-related expenses (1)		6.75			5.32			4.65			5.24			5.21
Return on average tangible equity (1)		11.49			9.07			7.93			9.85			10.11
Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (1)		11.61			9.46			8.78			9.85			10.11
Return on average tangible common equity (1)		12.56			9.97			8.83			10.96			11.32
Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (1)		12.69			10.40			9.77			10.96			11.32
Yield on earning assets (2)		5.10			5.19			5.11			4.98			4.88
Cost of interest bearing liabilities		2.96			3.21			3.12			2.98			2.76
Net interest spread (2)		2.14			1.98			1.99			2.00			2.12
Net interest margin (2)		3.03			2.95			2.95			2.92			3.02
Efficiency (1) (2)		61.23			65.29			66.11			66.65			66.75
Average loans to average deposits		89.24			90.58			89.40			88.67			87.07
Annualized net loan charge-offs and recoveries /average loans		0.13			0.05			0.07			0.20			0.06
Effective income tax rate		19.87			16.75			17.42			17.74			19.66
Trust and Investment Services assets under management (3)	$	5,968		$	6,061		$	5,633		$	5,601		$	5,360
Broker-dealer securities account values (including annuities) (3)	$	1,852		$	1,853		$	1,780		$	1,751		$	1,686

(1) See non-GAAP financial measures for additional information relating to the calculation of this item.
(2) The yield on earning assets, net interest margin, net interest spread and efficiency ratios are presented on a fully taxable-equivalent (FTE) and annualized basis. The FTE basis adjusts for the tax benefit of income on certain tax-exempt loans and investments. WesBanco believes this measure to be the preferred industry measurement of net interest income and provides a relevant comparison between taxable and non-taxable amounts.
(3) Represents market value at period end, in millions


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands, except shares)
														% Change
		December 31,									September 30,			September 30, 2024
	Balance sheets	2024			2023			% Change			2024			to December 31, 2024
	Assets
	Cash and due from banks	$	142,271		$	158,504			(10.2	)	$	172,221			(17.4	)
	Due from banks - interest bearing		425,866			436,879			(2.5	)		448,676			(5.1	)
	Securities:
	Equity securities, at fair value		13,427			12,320			9.0			13,355			0.5
	Available-for-sale debt securities, at fair value		2,246,072			2,194,329			2.4			2,228,527			0.8
	Held-to-maturity debt securities (fair values of $1,006,817, $1,069,159 and $1,052,781 respectively)		1,152,906			1,199,527			(3.9	)		1,162,359			(0.8	)
	Allowance for credit losses - held-to-maturity debt securities		(146	)		(192	)		24.0			(148	)		1.4
	Net held-to-maturity debt securities		1,152,760			1,199,335			(3.9	)		1,162,211			(0.8	)
	Total securities		3,412,259			3,405,984			0.2			3,404,093			0.2
	Loans held for sale		18,695			16,354			14.3			22,127			(15.5	)
	Portfolio loans:
	Commercial real estate		7,326,681			6,565,448			11.6			7,206,271			1.7
	Commercial and industrial		1,787,277			1,670,659			7.0			1,717,369			4.1
	Residential real estate		2,520,086			2,438,574			3.3			2,519,089			0.0
	Home equity		821,110			734,219			11.8			796,594			3.1
	Consumer		201,275			229,561			(12.3	)		212,107			(5.1	)
	Total portfolio loans, net of unearned income		12,656,429			11,638,461			8.7			12,451,430			1.6
	Allowance for credit losses - loans		(138,766	)		(130,675	)		(6.2	)		(140,872	)		1.5
	Net portfolio loans		12,517,663			11,507,786			8.8			12,310,558			1.7
	Premises and equipment, net		219,076			233,571			(6.2	)		222,005			(1.3	)
	Accrued interest receivable		78,324			77,435			1.1			79,465			(1.4	)
	Goodwill and other intangible assets, net		1,124,016			1,132,267			(0.7	)		1,126,050			(0.2	)
	Bank-owned life insurance		360,738			355,033			1.6			358,701			0.6
	Other assets		385,390			388,561			(0.8	)		370,273			4.1
	Total Assets	$	18,684,298		$	17,712,374			5.5		$	18,514,169			0.9
	Liabilities
	Deposits:
	Non-interest bearing demand	$	3,842,758		$	3,962,592			(3.0	)	$	3,777,781			1.7
	Interest bearing demand		3,771,314			3,463,443			8.9			3,667,082			2.8
	Money market		2,429,977			2,017,713			20.4			2,347,444			3.5
	Savings deposits		2,362,736			2,493,254			(5.2	)		2,381,542			(0.8	)
	Certificates of deposit		1,726,932			1,231,702			40.2			1,663,494			3.8
	Total deposits		14,133,717			13,168,704			7.3			13,837,343			2.1
	Federal Home Loan Bank borrowings		1,000,000			1,350,000			(25.9	)		1,175,000			(14.9	)
	Other short-term borrowings		192,073			105,893			81.4			140,641			36.6
	Subordinated debt and junior subordinated debt		279,308			279,078			0.1			279,251			0.0
	Total borrowings		1,471,381			1,734,971			(15.2	)		1,594,892			(7.7	)
	Accrued interest payable		14,228			11,121			27.9			16,406			(13.3	)
	Other liabilities		274,691			264,516			3.8			263,943			4.1
	Total Liabilities		15,894,017			15,179,312			4.7			15,712,584			1.2
	Shareholders' Equity
	Preferred stock, no par value; 1,000,000 shares authorized; 150,000 shares 6.75% non-cumulative perpetual preferred stock, Series A, liquidation preference $150.0 million, issued and outstanding, respectively		144,484			144,484			-			144,484			-
	Common stock, $2.0833 par value; 200,000,000, 100,000,000, and 100,000,000 shares authorized; 75,354,034, 68,081,306 and 75,354,034 shares issued; 66,919,805, 59,376,435 and 66,871,479 shares outstanding, respectively		156,985			141,834			10.7			156,985			-
	Capital surplus		1,809,679			1,635,859			10.6			1,808,272			0.1
	Retained earnings		1,192,091			1,142,586			4.3			1,169,808			1.9
	Treasury stock (8,434,229, 8,704,871 and 8,482,555 shares - at cost, respectively)		(292,244	)		(302,995	)		3.5			(294,079	)		0.6
	Accumulated other comprehensive loss		(218,632	)		(226,693	)		3.6			(181,804	)		(20.3	)
	Deferred benefits for directors		(2,082	)		(2,013	)		(3.4	)		(2,081	)		(0.0	)
	Total Shareholders' Equity		2,790,281			2,533,062			10.2			2,801,585			(0.4	)
	Total Liabilities and Shareholders' Equity	$	18,684,298		$	17,712,374			5.5		$	18,514,169			0.9


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands)

		For the Three Months Ended Dec. 31,										For the Twelve Months Ended Dec. 31,
		2024					2023					2024					2023
	Average balance sheet and net interest margin analysis	Average		Average			Average		Average			Average		Average			Average		Average
		Balance		Rate			Balance		Rate			Balance		Rate			Balance		Rate
	Assets
	Due from banks - interest bearing	$	474,933		5.05	%	$	332,670		6.25	%	$	409,900		5.48	%	$	348,109		5.43	%
	Loans, net of unearned income (1)		12,565,244		5.80			11,490,379		5.61			12,185,386		5.83			11,132,618		5.36
	Securities: (2)
	Taxable		2,924,539		2.53			3,010,064		2.35			2,894,993		2.44			3,150,781		2.33
	Tax-exempt (3)		734,929		3.05			770,186		3.02			748,304		3.06			783,697		3.04
	Total securities		3,659,468		2.63			3,780,250		2.48			3,643,297		2.57			3,934,478		2.47
	Other earning assets		51,208		9.99	%		52,879		8.57	%		57,845		8.20			55,368		6.26
	Total earning assets (3)		16,750,853		5.10	%		15,656,178		4.88	%		16,296,428		5.10	%		15,470,573		4.63	%
	Other assets		1,842,412					1,769,933					1,826,197					1,789,147
	Total Assets	$	18,593,265				$	17,426,111				$	18,122,625				$	17,259,720

	Liabilities and Shareholders' Equity
	Interest bearing demand deposits	$	3,763,465		2.86	%	$	3,417,220		2.75	%	$	3,604,463		2.99	%	$	3,243,786		2.25	%
	Money market accounts		2,427,005		3.07			1,985,203		2.86			2,259,882		3.23			1,763,921		2.08
	Savings deposits		2,365,805		1.22			2,515,798		1.15			2,422,859		1.28			2,655,105		0.90
	Certificates of deposit		1,704,878		3.90			1,191,583		2.79			1,467,738		3.63			1,008,950		1.83
	Total interest bearing deposits		10,261,153		2.71			9,109,804		2.34			9,754,942		2.72			8,671,762		1.75
	Federal Home Loan Bank borrowings		972,283		4.96			1,080,163		5.45			1,164,344		5.37			1,138,247		5.21
	Repurchase agreements		179,052		2.87			114,801		3.08			125,534		3.15			115,817		2.20
	Subordinated debt and junior subordinated debt		279,277		5.56			282,004		5.84			279,189		5.76			281,788		5.85
	Total interest bearing liabilities (4)		11,691,765		2.96	%		10,586,772		2.76	%		11,324,009		3.07	%		10,207,614		2.25	%
	Non-interest bearing demand deposits		3,819,593					4,086,366					3,863,366					4,316,245
	Other liabilities		275,828					284,448					282,076					261,234
	Shareholders' equity		2,806,079					2,468,525					2,653,174					2,474,627
	Total Liabilities and Shareholders' Equity	$	18,593,265				$	17,426,111				$	18,122,625				$	17,259,720
	Taxable equivalent net interest spread				2.14	%				2.12	%				2.03	%				2.38	%
	Taxable equivalent net interest margin				3.03	%				3.02	%				2.96	%				3.14	%

	(1) Gross of allowance for credit losses, net of unearned income and includes non-accrual and loans held for sale. Loan fees included in interest income on loans were $1.1 million and $0.7 million for the three months ended December 31, 2024 and 2023, respectively, and were $2.9 million and $2.7 million for the twelve months ended December 31, 2024 and 2023, respectively. Additionally, loan accretion included in interest income on loans acquired from prior acquisitions was $0.8 million and $1.0 million for the twelve months ended December 31, 2024 and 2023, respectively, and $3.1 million and $4.5 million for the twelve months ended December 31, 2024 and 2023, respectively.

	(2) Average yields on available-for-sale securities are calculated based on amortized cost.
	(3) Taxable equivalent basis is calculated on tax-exempt securities using a rate of 21% for each period presented.
	(4) Accretion on interest bearing liabilities acquired from prior acquisitions was $0.2 million for the three months ended December 31, 2023 and $0.2 million and $0.5 million for the twelve months ended December 31, 2024 and 2023, respectively. There was no accretion on interest bearing liabilities recorded for the three months ended December 31, 2024.


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands, except shares and per share amounts)

		Quarter Ended
		Dec. 31,			Sept. 30,			June 30,		March 31,		Dec. 31,
	Statement of Income	2024			2024			2024		2024		2023
	Interest and dividend income
	Loans, including fees	$	183,251		$	184,215		$	175,361	$	166,974	$	162,498
	Interest and dividends on securities:
	Taxable		18,575			17,651			16,929		17,404		17,798
	Tax-exempt		4,449			4,498			4,556		4,586		4,639
	Total interest and dividends on securities		23,024			22,149			21,485		21,990		22,437
	Other interest income		7,310			7,365			6,147		6,369		6,383
	Total interest and dividend income		213,585			213,729			202,993		195,333		191,318
	Interest expense
	Interest bearing demand deposits		27,044			28,139			26,925		25,590		23,686
	Money market deposits		18,734			19,609			18,443		16,114		14,302
	Savings deposits		7,271			8,246			7,883		7,667		7,310
	Certificates of deposit		16,723			14,284			11,982		10,247		8,380
	Total interest expense on deposits		69,772			70,278			65,233		59,618		53,678
	Federal Home Loan Bank borrowings		12,114			17,147			16,227		17,000		14,841
	Other short-term borrowings		1,291			1,092			896		674		891
	Subordinated debt and junior subordinated debt		3,902			4,070			4,044		4,075		4,150
	Total interest expense		87,079			92,587			86,400		81,367		73,560
	Net interest income		126,506			121,142			116,593		113,966		117,758
	Provision for credit losses		(147	)		4,798			10,541		4,014		4,803
	Net interest income after provision for credit losses		126,653			116,344			106,052		109,952		112,955
	Non-interest income
	Trust fees		7,775			7,517			7,303		8,082		7,019
	Service charges on deposits		8,138			7,945			7,111		6,784		6,989
	Digital banking income		5,125			5,084			5,040		4,704		4,890
	Net swap fee and valuation income/ (loss)		3,230			(627	)		1,776		1,563		(345	)
	Net securities brokerage revenue		2,430			2,659			2,601		2,548		2,563
	Bank-owned life insurance		2,512			2,173			2,791		2,067		3,455
	Mortgage banking income		1,229			1,280			1,069		693		650
	Net securities gains		61			675			135		537		887
	Net gains/(losses) on other real estate owned and other assets		193			(239	)		34		154		445
	Other income		5,695			3,145			3,495		3,497		3,521
	Total non-interest income		36,388			29,612			31,355		30,629		30,074
	Non-interest expense
	Salaries and wages		45,638			44,890			43,991		42,997		45,164
	Employee benefits		11,856			11,522			10,579		12,184		11,409
	Net occupancy		5,999			6,226			6,309		6,623		6,417
	Equipment and software		10,681			10,157			10,457		10,008		9,648
	Marketing		2,531			2,977			2,371		1,885		2,975
	FDIC insurance		3,640			3,604			3,523		3,448		3,369
	Amortization of intangible assets		2,034			2,053			2,072		2,092		2,243
	Restructuring and merger-related expense		646			1,977			3,777		-		-
	Other operating expenses		18,079			17,777			19,313		17,954		18,278
	Total non-interest expense		101,104			101,183			102,392		97,191		99,503
	Income before provision for income taxes		61,937			44,773			35,015		43,390		43,526
	Provision for income taxes		12,308			7,501			6,099		7,697		8,558
	Net Income		49,629			37,272			28,916		35,693		34,968
	Preferred stock dividends		2,531			2,531			2,531		2,531		2,531
	Net income available to common shareholders	$	47,098		$	34,741		$	26,385	$	33,162	$	32,437

	Taxable equivalent net interest income	$	127,689		$	122,338		$	117,804	$	115,185	$	118,991

	Per common share data
	Net income per common share - basic	$	0.70		$	0.54		$	0.44	$	0.56	$	0.55
	Net income per common share - diluted		0.70			0.54			0.44		0.56		0.55
	Net income per common share - diluted, excluding certain items (1)(2)		0.71			0.56			0.49		0.56		0.55
	Dividends declared		0.37			0.36			0.36		0.36		0.36
	Book value (period end)		39.54			39.73			40.28		40.30		40.23
	Tangible book value (period end) (1)		22.83			22.99			21.45		21.39		21.28
	Average common shares outstanding - basic		66,895,834			64,488,962			59,521,872		59,382,758		59,370,171
	Average common shares outstanding - diluted		66,992,009			64,634,208			59,656,429		59,523,679		59,479,031
	Period end common shares outstanding		66,919,805			66,871,479			59,579,310		59,395,777		59,376,435
	Period end preferred shares outstanding		150,000			150,000			150,000		150,000		150,000
	Full time equivalent employees		2,262			2,277			2,370		2,331		2,368

	(1) See non-GAAP financial measures for additional information relating to the calculation of this item.
	(2) Certain items excluded from the calculation consist of after-tax restructuring and merger-related expenses.


WESBANCO, INC.
Consolidated Selected Financial Highlights
(unaudited, dollars in thousands)
		Quarter Ended
		Dec. 31,				Sept. 30,			June 30,			March 31,			Dec. 31,
	Asset quality data	2024				2024			2024			2024			2023
	Non-performing assets:
	Total non-performing loans	$	39,752			$	30,421		$	35,468		$	32,919		$	26,808
	Other real estate and repossessed assets		852				906			1,328			1,474			1,497
	Total non-performing assets	$	40,604			$	31,327		$	36,796		$	34,393		$	28,305

	Past due loans (1):
	Loans past due 30-89 days	$	45,926			$	33,762		$	20,237		$	18,515		$	22,875
	Loans past due 90 days or more		13,553				20,427			9,171			5,408			9,638
	Total past due loans	$	59,479			$	54,189		$	29,408		$	23,923		$	32,513

	Criticized and classified loans (2):
	Criticized loans	$	242,000			$	200,540		$	179,621		$	171,536		$	183,174
	Classified loans		112,669				93,185			83,744			101,898			75,497
	Total criticized and classified loans	$	354,669			$	293,725		$	263,365		$	273,434		$	258,671

	Loans past due 30-89 days / total portfolio loans		0.36		%		0.27	%		0.17	%		0.16	%		0.20	%
	Loans past due 90 days or more / total portfolio loans		0.11				0.16			0.07			0.05			0.08
	Non-performing loans / total portfolio loans		0.31				0.24			0.29			0.28			0.23
	Non-performing assets/total portfolio loans, other real estate and repossessed assets		0.32				0.25			0.30			0.29			0.24
	Non-performing assets / total assets		0.22				0.17			0.20			0.19			0.16
	Criticized and classified loans / total portfolio loans		2.80				2.36			2.15			2.30			2.22

	Allowance for credit losses
	Allowance for credit losses - loans	$	138,766			$	140,872		$	136,509		$	129,190		$	130,675
	Allowance for credit losses - loan commitments		6,120				8,225			9,194			8,175			8,604
	Provision for credit losses		(147	)			4,798			10,541			4,014			4,803
	Net loan and deposit account overdraft charge-offs and recoveries		4,066				1,420			2,221			5,935			1,857
	Annualized net loan charge-offs and recoveries / average loans		0.13		%		0.05	%		0.07	%		0.20	%		0.06	%
	Allowance for credit losses - loans / total portfolio loans		1.10		%		1.13	%		1.11	%		1.09	%		1.12	%
	Allowance for credit losses - loans / non-performing loans		3.49		x		4.63	x		3.85	x		3.92	x		4.87	x
	Allowance for credit losses - loans / non-performing loans and loans past due		1.40		x		1.66	x		2.10	x		2.27	x		2.20	x


		Quarter Ended
		Dec. 31,				Sept. 30,			June 30,			Mar. 31,			Dec. 31,
		2024				2024			2024			2024			2023
	Capital ratios
	Tier I leverage capital		10.68		%		10.69	%		9.72	%		9.79	%		9.87	%
	Tier I risk-based capital		13.06				12.89			11.58			11.87			12.05
	Total risk-based capital		15.88				15.74			14.45			14.76			14.91
	Common equity tier 1 capital ratio (CET 1)		12.07				11.89			10.58			10.84			10.99
	Average shareholders' equity to average assets		15.09				14.84			14.21			14.38			14.17
	Tangible equity to tangible assets (3)		9.52				9.67			8.37			8.50			8.49
	Tangible common equity to tangible assets (3)		8.70				8.84			7.52			7.63			7.62

	(1) Excludes non-performing loans.
	(2) Criticized and classified commercial loans may include loans that are also reported as non-performing or past due.
	(3) See non-GAAP financial measures for additional information relating to the calculation of this ratio.


NON-GAAP FINANCIAL MEASURES
The following non-GAAP financial measures used by WesBanco provide information useful to investors in understanding WesBanco’s operating performance and trends, and facilitate comparisons with the performance of WesBanco’s peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in WesBanco’s financial statements.
		Three Months Ended															Year to Date
		Dec. 31,			Sept. 30,			June 30,			Mar. 31,			Dec. 31,			Dec. 31,
	(unaudited, dollars in thousands, except shares and per share amounts)	2024			2024			2024			2024			2023			2024			2023
	Return on average assets, excluding after-tax restructuring and merger-related expenses:
	Net income available to common shareholders	$	47,098		$	34,741		$	26,385		$	33,162		$	32,437		$	141,385		$	148,907
	Plus: after-tax restructuring and merger-related expenses (1)		510			1,562			2,984			-			-			5,056			3,026
	Net income available to common shareholders excluding after-tax restructuring and merger-related expenses		47,608			36,303			29,369			33,162			32,437			146,441			151,933

	Average total assets	$	18,593,265		$	18,295,583		$	17,890,314		$	17,704,265		$	17,426,111		$	18,122,625		$	17,259,720

	Return on average assets, excluding after-tax restructuring and merger-related expenses (annualized) (2)		1.02	%		0.79	%		0.66	%		0.75	%		0.74	%		0.81	%		0.88	%

	Return on average equity, excluding after-tax restructuring and merger-related expenses:
	Net income available to common shareholders	$	47,098		$	34,741		$	26,385		$	33,162		$	32,437		$	141,385		$	148,907
	Plus: after-tax restructuring and merger-related expenses (1)		510			1,562			2,984			-			-			5,056			3,026
	Net income available to common shareholders excluding after-tax restructuring and merger-related expenses		47,608			36,303			29,369			33,162			32,437			146,441			151,933

	Average total shareholders' equity		2,806,079			2,715,461			2,542,948			2,545,841			2,468,525			2,653,174			2,474,627

	Return on average equity, excluding after-tax restructuring and merger-related expenses (annualized) (2)		6.75	%		5.32	%		4.65	%		5.24	%		5.21	%		5.52	%		6.14	%

	Return on average tangible equity:
	Net income available to common shareholders	$	47,098		$	34,741		$	26,385		$	33,162		$	32,437		$	141,385		$	148,907
	Plus: amortization of intangibles (1)		1,607			1,622			1,637			1,653			1,772			6,518			7,180
	Net income available to common shareholders before amortization of intangibles		48,705			36,363			28,022			34,815			34,209			147,903			156,087

	Average total shareholders' equity		2,806,079			2,715,461			2,542,948			2,545,841			2,468,525			2,653,174			2,474,627
	Less: average goodwill and other intangibles, net of def. tax liability		(1,119,060	)		(1,120,662	)		(1,122,264	)		(1,123,938	)		(1,125,593	)		(1,121,472	)		(1,128,277	)
	Average tangible equity	$	1,687,019		$	1,594,799		$	1,420,684		$	1,421,903		$	1,342,932		$	1,531,702		$	1,346,350

	Return on average tangible equity (annualized) (2)		11.49	%		9.07	%		7.93	%		9.85	%		10.11	%		9.66	%		11.59	%

	Average tangible common equity	$	1,542,535		$	1,450,315		$	1,276,200		$	1,277,419		$	1,198,448		$	1,387,218		$	1,201,866
	Return on average tangible common equity (annualized) (2)		12.56	%		9.97	%		8.83	%		10.96	%		11.32	%		10.66	%		12.99	%

	Return on average tangible equity, excluding after-tax restructuring and merger-related expenses:
	Net income available to common shareholders	$	47,098		$	34,741		$	26,385		$	33,162		$	32,437		$	141,385		$	148,907
	Plus: after-tax restructuring and merger-related expenses (1)		510			1,562			2,984			-			-			5,056			3,026
	Plus: amortization of intangibles (1)		1,607			1,622			1,637			1,653			1,772			6,518			7,180
	Net income available to common shareholders before amortization of intangibles and excluding after-tax restructuring and merger-related expenses		49,215			37,925			31,006			34,815			34,209			152,959			159,113

	Average total shareholders' equity		2,806,079			2,715,461			2,542,948			2,545,841			2,468,525			2,653,174			2,474,627
	Less: average goodwill and other intangibles, net of def. tax liability		(1,119,060	)		(1,120,662	)		(1,122,264	)		(1,123,938	)		(1,125,593	)		(1,121,472	)		(1,128,277	)
	Average tangible equity	$	1,687,019		$	1,594,799		$	1,420,684		$	1,421,903		$	1,342,932		$	1,531,702		$	1,346,350

	Return on average tangible equity, excluding after-tax restructuring and merger-related expenses (annualized) (2)		11.61	%		9.46	%		8.78	%		9.85	%		10.11	%		9.99	%		11.82	%

	Average tangible common equity	$	1,542,535		$	1,450,315		$	1,276,200		$	1,277,419		$	1,198,448		$	1,387,218		$	1,201,866
	Return on average tangible common equity, excluding after-tax restructuring and merger-related expenses (annualized) (2)		12.69	%		10.40	%		9.77	%		10.96	%		11.32	%		11.03	%		13.24	%


	Three Months Ended															Year to Date
	Dec. 31,			Sept. 30,			June 30,			Mar. 31,			Dec. 31,			Dec. 31,
(unaudited, dollars in thousands, except shares and per share amounts)	2024			2024			2024			2024			2023			2024			2023

Efficiency ratio:
Non-interest expense	$	101,104		$	101,183		$	102,392		$	97,191		$	99,503		$	401,871		$	390,002
Less: restructuring and merger-related expense		(646	)		(1,977	)		(3,777	)		-			-			(6,400	)		(3,830	)
Non-interest expense excluding restructuring and merger-related expense		100,458			99,206			98,615			97,191			99,503			395,471			386,172

Net interest income on a fully taxable equivalent basis		127,689			122,338			117,804			115,185			118,991			483,016			486,343
Non-interest income		36,388			29,612			31,355			30,629			30,074			127,983			120,447
Net interest income on a fully taxable equivalent basis plus non-interest income	$	164,077		$	151,950		$	149,159		$	145,814		$	149,065		$	610,999		$	606,790
Efficiency Ratio		61.23	%		65.29	%		66.11	%		66.65	%		66.75	%		64.73	%		63.64	%

Net income available to common shareholders, excluding after-tax restructuring and merger-related expenses:
Net income available to common shareholders	$	47,098		$	34,741		$	26,385		$	33,162		$	32,437		$	141,385		$	148,907
Add: After-tax restructuring and merger-related expenses (1)		510			1,562			2,984			-			-			5,056			3,026
Net income available to common shareholders, excluding after-tax restructuring and merger-related expenses	$	47,608		$	36,303		$	29,369		$	33,162		$	32,437		$	146,441		$	151,933

Net income per common share - diluted, excluding after-tax restructuring and merger-related expenses:
Net income per common share - diluted	$	0.70		$	0.54		$	0.44		$	0.56		$	0.55		$	2.26		$	2.51
Add: After-tax restructuring and merger-related expenses per common share - diluted (1)		0.01			0.02			0.05			-			-			0.08			0.05
Net income per common share - diluted, excluding after-tax restructuring and merger-related expenses	$	0.71		$	0.56		$	0.49		$	0.56		$	0.55		$	2.34		$	2.56

	Period End
	Dec. 31,			Sept. 30,			June 30,			March 31,			Dec. 31,
	2024			2024			2024			2024			2023
Tangible book value per share:
Total shareholders' equity	$	2,790,281		$	2,801,585		$	2,544,279		$	2,538,362		$	2,533,062
Less: goodwill and other intangible assets, net of def. tax liability		(1,118,293	)		(1,119,899	)		(1,121,521	)		(1,123,158	)		(1,124,811	)
Less: preferred shareholders' equity		(144,484	)		(144,484	)		(144,484	)		(144,484	)		(144,484	)
Tangible common equity		1,527,504			1,537,202			1,278,274			1,270,720			1,263,767

Common shares outstanding		66,919,805			66,871,479			59,579,310			59,395,777			59,376,435

Tangible book value per share	$	22.83		$	22.99		$	21.45		$	21.39		$	21.28

Tangible common equity to tangible assets:
Total shareholders' equity	$	2,790,281		$	2,801,585		$	2,544,279		$	2,538,362		$	2,533,062
Less: goodwill and other intangible assets, net of def. tax liability		(1,118,293	)		(1,119,899	)		(1,121,521	)		(1,123,158	)		(1,124,811	)
Tangible equity		1,671,988			1,681,686			1,422,758			1,415,204			1,408,251
Less: preferred shareholders' equity		(144,484	)		(144,484	)		(144,484	)		(144,484	)		(144,484	)
Tangible common equity		1,527,504			1,537,202			1,278,274			1,270,720			1,263,767

Total assets		18,684,298			18,514,169			18,128,375			17,772,735			17,712,374
Less: goodwill and other intangible assets, net of def. tax liability		(1,118,293	)		(1,119,899	)		(1,121,521	)		(1,123,158	)		(1,124,811	)
Tangible assets	$	17,566,005		$	17,394,270		$	17,006,854		$	16,649,577		$	16,587,563

Tangible equity to tangible assets		9.52	%		9.67	%		8.37	%		8.50	%		8.49	%

Tangible common equity to tangible assets		8.70	%		8.84	%		7.52	%		7.63	%		7.62	%

(1) Tax effected at 21% for all periods presented.
(2) The ratios are annualized by utilizing actual number of days in the quarter versus the year.


ADDITIONAL NON-GAAP FINANCIAL MEASURES
The following non-GAAP financial measures used by WesBanco provide information useful to investors in understanding WesBanco’s operating performance and trends, and facilitate comparisons with the performance of WesBanco’s peers. The following tables summarize the non-GAAP financial measures derived from amounts reported in WesBanco’s financial statements.
		Three Months Ended															Year to Date
		Dec. 31,			Sept. 30,			June 30,			Mar. 31,			Dec. 31,			Dec. 31,
	(unaudited, dollars in thousands, except shares and per share amounts)	2024			2024			2024			2024			2023			2024			2023
	Pre-tax, pre-provision income:
	Income before provision for income taxes	$	61,937		$	44,773		$	35,015		$	43,390		$	43,526		$	185,114		$	194,049
	Add: provision for credit losses		(147	)		4,798			10,541			4,014			4,803			19,206			17,734
	Pre-tax, pre-provision income	$	61,790		$	49,571		$	45,556		$	47,404		$	48,329		$	204,320		$	211,783


	Pre-tax, pre-provision income, excluding restructuring and merger-related expenses:
	Income before provision for income taxes	$	61,937		$	44,773		$	35,015		$	43,390		$	43,526		$	185,114		$	194,049
	Add: provision for credit losses		(147	)		4,798			10,541			4,014			4,803			19,206			17,734
	Add: restructuring and merger-related expenses		646			1,977			3,777			-			-			6,400			3,830
	Pre-tax, pre-provision income, excluding restructuring and merger-related expenses	$	62,436		$	51,548		$	49,333		$	47,404		$	48,329		$	210,720		$	215,613


	Return on average assets, excluding certain items (1):
	Income before provision for income taxes	$	61,937		$	44,773		$	35,015		$	43,390		$	43,526		$	185,114		$	194,049
	Add: provision for credit losses		(147	)		4,798			10,541			4,014			4,803			19,206			17,734
	Add: restructuring and merger-related expenses		646			1,977			3,777			-			-			6,400			3,830
	Pre-tax, pre-provision income, excluding restructuring and merger-related expenses		62,436			51,548			49,333			47,404			48,329			210,720			215,613

	Average total assets	$	18,593,265		$	18,295,583		$	17,890,314		$	17,704,265		$	17,426,111		$	18,122,625		$	17,259,720

	Return on average assets, excluding certain items (annualized) (1) (2)		1.34	%		1.12	%		1.11	%		1.08	%		1.10	%		1.16	%		1.25	%

	Return on average equity, excluding certain items (1):
	Income before provision for income taxes	$	61,937		$	44,773		$	35,015		$	43,390		$	43,526		$	185,114		$	194,049
	Add: provision for credit losses		(147	)		4,798			10,541			4,014			4,803			19,206			17,734
	Add: restructuring and merger-related expenses		646			1,977			3,777			-			-			6,400			3,830
	Pre-tax, pre-provision income, excluding restructuring and merger-related expenses		62,436			51,548			49,333			47,404			48,329			210,720			215,613

	Average total shareholders' equity	$	2,806,079		$	2,715,461		$	2,542,948		$	2,545,841		$	2,468,525		$	2,653,174		$	2,474,627

	Return on average equity, excluding certain items (annualized) (1) (2)		8.85	%		7.55	%		7.80	%		7.49	%		7.77	%		7.94	%		8.71	%

	Return on average tangible equity, excluding certain items (1):
	Income before provision for income taxes	$	61,937		$	44,773		$	35,015		$	43,390		$	43,526		$	185,114		$	194,049
	Add: provision for credit losses		(147	)		4,798			10,541			4,014			4,803			19,206			17,734
	Add: amortization of intangibles		2,034			2,053			2,072			2,092			2,243			8,251			9,088
	Add: restructuring and merger-related expenses		646			1,977			3,777			-			-			6,400			3,830
	Income before provision, restructuring and merger-related expenses and amortization of intangibles		64,470			53,601			51,405			49,496			50,572			218,971			224,701

	Average total shareholders' equity		2,806,079			2,715,461			2,542,948			2,545,841			2,468,525			2,653,174			2,474,627
	Less: average goodwill and other intangibles, net of def. tax liability		(1,119,060	)		(1,120,662	)		(1,122,264	)		(1,123,938	)		(1,125,593	)		(1,121,472	)		(1,128,277	)
	Average tangible equity	$	1,687,019		$	1,594,799		$	1,420,684		$	1,421,903		$	1,342,932		$	1,531,702		$	1,346,350

	Return on average tangible equity, excluding certain items (annualized) (1) (2)		15.20	%		13.37	%		14.55	%		14.00	%		14.94	%		14.30	%		16.69	%

	Average tangible common equity	$	1,542,535		$	1,450,315		$	1,276,200		$	1,277,419		$	1,198,448		$	1,387,218		$	1,201,866
	Return on average tangible common equity, excluding certain items (annualized) (1) (2)		16.63	%		14.70	%		16.20	%		15.58	%		16.74	%		15.78	%		18.70	%

	(1) Certain items excluded from the calculations consist of credit provisions, tax provisions and restructuring and merger-related expenses.
	(2) The ratios are annualized by utilizing actual numbers of days in the quarter versus the year.

Fourth Quarter 2024Earnings Call Presentation 22 January 2025 Note: update footnote copyright year annually

Forward-Looking Statements and Non-GAAP Financial Measures Forward-looking statements in this report relating to WesBanco’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The information contained in this report should be read in conjunction with WesBanco’s Form 10-K for the year ended December 31, 2023 and documents subsequently filed by WesBanco with the Securities and Exchange Commission (“SEC”) including WesBanco’s Form 10-Q for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024, which are available at the SEC’s website, www.sec.gov or at WesBanco’s website, www.WesBanco.com. Investors are cautioned that forward-looking statements, which are not historical fact, involve risks and uncertainties, including those detailed in WesBanco’s most recent Annual Report on Form 10-K filed with the SEC under “Risk Factors” in Part I, Item 1A. Such statements are subject to important factors that could cause actual results to differ materially from those contemplated by such statements, including, without limitation, that the proposed merger with Premier Financial Corp. (“Premier Financial” or “Premier”) may not close when expected, that the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the merger of WesBanco and Premier may not be fully realized within the expected timeframes; disruption from the proposed merger of WesBanco and Premier may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed Merger may not be obtained on the expected terms and schedule; the effects of changing regional and national economic conditions, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and associated interest rate sensitivity; sources of liquidity available to WesBanco and its related subsidiary operations; potential future credit losses and the credit risk of commercial, real estate, and consumer loan customers and their borrowing activities; actions of the Federal Reserve Board, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau, the SEC, the Financial Institution Regulatory Authority, the Municipal Securities Rulemaking Board, the Securities Investors Protection Corporation, and other regulatory bodies; potential legislative and federal and state regulatory actions and reform, including, without limitation, the impact of the implementation of the Dodd-Frank Act; adverse decisions of federal and state courts; fraud, scams and schemes of third parties; cyber-security breaches; competitive conditions in the financial services industry; rapidly changing technology affecting financial services; marketability of debt instruments and corresponding impact on fair value adjustments; and/or other external developments materially impacting WesBanco’s operational and financial performance. WesBanco does not assume any duty to update forward-looking statements. While forward-looking statements reflect our good-faith beliefs, they are not guarantees of future performance. All forward-looking statements are necessarily only estimates of future results. Accordingly, actual results may differ materially from those expressed in or contemplated by the particular forward-looking statement, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events or circumstances, except as required by applicable law. Statements in this presentation with respect to the expected timing of and benefits of the proposed merger between WesBanco and Premier, the parties’ plans, obligations, expectations, and intentions, and the statements with respect to accretion, earn back of tangible book value, tangible book value dilution and internal rate of return, constitute forward-looking statements as defined by federal securities laws. Such statements are subject to numerous assumptions, risks, and uncertainties. Actual results could differ materially from those contained or implied by such statements for a variety of factors including: the businesses of WesBanco and Premier may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the proposed merger may not be fully realized within the expected time frames; disruption from the proposed merger may make it more difficult to maintain relationships with clients, associates, or suppliers; the required governmental approvals of the proposed merger may not be obtained on the expected terms and schedule; changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of other business strategies; the nature, extent, and timing of governmental actions and reforms; extended disruption of vital infrastructure; and other factors described in WesBanco’s 2023 Annual Report on Form 10-K, Premier’s 2023 Annual Report on Form 10-K, and documents subsequently filed by WesBanco and Premier with the Securities and Exchange Commission. In addition to the results of operations presented in accordance with Generally Accepted Accounting Principles (GAAP), WesBanco's management uses, and this presentation contains or references, certain non-GAAP financial measures, such as pre-tax pre-provision income, tangible common equity/tangible assets; net income excluding after-tax restructuring and merger-related expenses; efficiency ratio; return on average assets; and return on average tangible equity. WesBanco believes these financial measures provide information useful to investors in understanding our operational performance and business and performance trends which facilitate comparisons with the performance of others in the financial services industry. Although WesBanco believes that these non-GAAP financial measures enhance investors' understanding of WesBanco's business and performance, these non-GAAP financial measures should not be considered an alternative to GAAP. The non-GAAP financial measures contained therein should be read in conjunction with the audited financial statements and analysis as presented in the Annual Report on Form 10-K as well as the unaudited financial statements and analyses as presented in the Quarterly Reports on Forms 10-Q for WesBanco and its subsidiaries, as well as other filings that the company has made with the SEC.

Additional Information About the Merger and Where to Find It In connection with the proposed Merger, the Company filed with the Securities and Exchange Commission (the “SEC”) a Registration Statement on Form S-4 which includes a joint proxy statement of Premier Financial and the Company and a prospectus of the Company with respect to shares of the Company’s common stock to be issued in the proposed transaction, as well as other relevant documents concerning the proposed transaction. The Form S-4 was declared effective on October 28, 2024, and Wesbanco and Premier Financial commenced mailing to their respective shareholders on or about November 1, 2024 in connection with their respective special meetings of shareholders, which were held on December 11, 2024, at which the shareholders of both companies approved all matters related to the proposed transaction that were submitted for a vote. This communication is not a substitute for the Registration Statement on Form S-4, the joint proxy statement/Prospectus or any other document that the Company and/or Premier Financial may file with the SEC in connection with the proposed transaction. SHAREHOLDERS OF THE COMPANY, SHAREHOLDERS OF PREMIER FINANCIAL AND OTHER INTERESTED PARTIES ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. The Registration Statement on Form S-4, which includes the joint proxy statements/prospectus, and other related documents filed by the Company or Premier with the SEC, may be obtained for free at the SEC’s website at www.sec.gov, and from either the Company’s or Premier Financial’s website at www.wesbanco.com or www.premierfincorp.com, respectively. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No Offer or Solicitation

Continued strong loan growth both year-over-year and quarter-over-quarter, driven by commercial lending Total loans have grown at a compound annual rate of 9.1% since year-end 2021 Deposit growth fully funded loan growth both year-over-year and quarter-over-quarter Deposit growth, excluding CDs, increased 3.9% year-over-year Fee income increased $6.3 million, or 21%, year-over-year WesBanco remains well-capitalized with solid liquidity, a strong balance sheet with capacity to fund loan growth, and key credit quality metrics at low levels Nationally recognized as one of America’s Best Regional Banks and a Most Trusted Company in America Net Income Available to Common Shareholders and Diluted EPS(1) $47.6 million; $0.71/share Total Loan Growth +6.6% QoQ (annualized); +8.7% YoY Total Deposit Growth +8.6% QoQ (annualized); +7.3% YoY Average loans to average deposits 89.2% Non-Performing Assets to Total Assets 0.22% Tangible Common Equity to Tangible Assets(1) 8.70% Loan growth of $1 billion matched by deposit growth of $1 billion Note: financial and operational highlights during the quarter ended December 31, 2024 (1) Non-GAAP measure – please see reconciliation in appendix; excludes restructuring and merger-related expenses Q4 2024 Financial and Operational Highlights

Key metrics Note: PTPP = pre-tax, pre-provision Non-GAAP measure – please see reconciliation in appendix Excludes restructuring and merger-related expenses Q4 2024 Financial and Operational Highlights

+8.7% year-over-year and +1.6% (or +6.6% annualized) quarter-over-quarter Commercial loan growth was +10.7% year-over-year and +8.5% quarter-over-quarter annualized Loan growth continues to be driven by the strong performance by our banking teams across our markets Loan production offices continue to contribute meaningfully to both commercial loan growth and loan pipeline, which was approximately $765 million, as of 12/31/2024 CRE loan payoffs totaled approximately $160 million during the fourth quarter ($350 million year-to-date) Normalized historical payoffs are in the $500 million range C&I line utilization, for the Q4 2024, was ~35%, as compared to a mid-40% range prior to the pandemic Total loans up $1.0 billion year-over-year Q4 2024 Total Portfolio Loans

Strong deposit growth fully funded strong loan growth Note: “uninsured deposits” are approximated; “collateralized municipal deposits” are collateralized by securities Deposits of $14.1 billion were up 7.3% year-over-year and 8.6% annualized quarter-over-quarter, reflecting the success of our summer deposit gathering and retention campaign When excluding CDs, total deposits increased 3.9% year-over-year and 7.7% quarter-over-quarter annualized Strong sequential quarter deposit growth of $233 million (excluding CD growth) fully funded solid loan growth of $205 million Distribution: consumer ~54% and business ~33% (note: public funds, which are separately collateralized, ~13%) The composition of total deposits has stabilized as total demand deposits represented 54% of total deposits, with the non-interest bearing component representing 27%, throughout the year Average loans to average deposits were 89.2%, providing continued capacity to fund loan growth Q4 2024 Total Deposits

Tangible common equity to tangible assets ratio improved 108 basis points year-over-year to 8.70% Weighted average yield 2.63% vs. 2.48% last year Weighted average duration 4.7 Total unrealized securities losses (after-tax): Available for Sale (“AFS”) = $224MM Held to Maturity (“HTM”) = $111MM Note: HTM losses not recognized in accumulated other comprehensive income Securities 18.3% of assets, down 97 basis points year-over-year Note: weighted average yields have been calculated on a taxable-equivalent basis using the federal statutory rate of 21%; after-tax unrealized losses have been calculated using the Other Comprehensive Income (“OCI”) tax rate of ~24% Non-GAAP measure – please see reconciliation in appendix Q4 2024 Total Securities

NIM benefiting from loan growth and the paydown of borrowings Q4 2024 NIM of 3.03 improved 8 basis points from the third quarter and 1 basis point from the prior year period, through a combination of higher loan and securities yields and lower funding costs Loan yields increased 19 basis points year-over-year but declined 13 basis points quarter-over-quarter, reflecting the impact of the 100 basis points of Federal Reserve interest rate cuts, since September Deposit funding costs, including non-interest bearing deposits, were 197 basis points, increasing 36 basis points year-over-year but decreasing 8 basis points sequentially Paid down Federal Home Loan Bank borrowings by $175 million from 9/30/2024, which was funded by deposit growth exceeding loan growth during the fourth quarter FHLB borrowings are down approximately $0.5 billion since 6/30/2024 Q4 2024 Net Interest Margin (NIM)

Non-interest income increased year-over-year reflecting growth in net swap fee and valuation income, trust fees, and service charges on deposits, which include new products and services and treasury management fees Gross swap fees were $1.3 million, compared to $2.2 million in the prior year Fair market valuation gain of $1.9 million, as compared to a $2.5 million loss last year Service charges on deposits reflect fee income from new products and services and treasury management, as well as increased general consumer spending Trust fees reflect organic growth and market valuation changes Other fee income included a $2.3 million from the transfer of certain liabilities for future pension payments to a third-party insurance company Fee income increased $6.3 million, or 21%, year-over-year Note: OREO = other real estate owned; AUM = assets under management; securities account values include annuities Q4 2024 Non-Interest Income

Focused on efficiency gains to support positive operating leverage Q4 2024 Non-Interest Expense Non-interest expense, excluding merger and restructuring charges, increased just 1% year-over-year, reflecting company-wide efficiency efforts The year-over-year increase was primarily due to equipment and software expense Equipment and software expense increased year-over-year due to the impact of the prior year ATM upgrades, which were phased in throughout the prior year FDIC insurance increased due to an increase in the minimum rate for all banks Salaries and wages increased primarily due to mid-year merit increases offset somewhat by lower full-time equivalent employees

Favorable asset quality measures compared to peer bank group Note: financial data as of quarter ending for dates specified; peer bank group includes all U.S. banks with total assets of $10B to $25B from S&P Capital IQ (as of 1/13/2025) and represent simple averages except criticized & classified loans as % of total loans which is a weighted average Non-Performing Assets as % of Total Assets Net Charge-Offs as % of Average Loans (Annualized) Allowance for Credit Losses as % of Total Loans Criticized & Classified Loans as % of Total Loans Strong Legacy of Credit Quality

Allowance coverage ratio of 1.10% Note: ACL at 12/31/2024 excludes off-balance sheet credit exposures of $6.1 million The allowance for credit losses was $138.8 million at December 31, 2024, which provided a coverage ratio of 1.10% Excluded from the allowance for credit losses and related coverage ratio are fair market value adjustments on previously acquired loans representing 0.08% of total loans The decrease in the allowance was driven by improvements in the macroeconomic forecasts related to lower unemployment assumptions and a more normalized yield curve offsetting loan portfolio growth and office portfolio reserves Q4 2024 Current Expected Credit Loss (CECL)

Capital ratios above both regulatory and well-capitalized levels Note: financial data as of quarter ending 12/31; current year data as of 12/31/2024; WSBC adopted Current Expected Credit Losses (“CECL”) accounting standard on 1/1/2020; in conjunction with the pending acquisition of Premier Financial Corp., WSBC raised $200MM of common equity on 8/1/2024 to support the pro-forma bank’s balance sheet, regulatory ratios, and future growth Under the existing share repurchase authorization that was approved on February 24, 2022 by WesBanco’s Board of Directors Non-GAAP measure – please see reconciliation in appendix Tangible Equity to Tangible Assets (2) Tier 1 Risk-Based Capital Ratio Well-Capitalized 8.0% Required 6.0% Strong regulatory capital ratios significantly above both regulatory requirements and well-capitalized levels, with favorable tangible equity levels compared to peers ~1.0 million shares continue to remain for repurchase (as of 12/31/2024)(1) No shares repurchased on the open market during Q4 2024 Strong Capital Position

Appendix

Pre-Tax, Pre-Provision Income (PTPP) and Ratios Reconciliation

Net Income and Diluted Earnings per Share (EPS) Reconciliation

Tangible Book Value per Share Reconciliation

Efficiency Ratio Reconciliation

Return on Average Assets (1) three-, six-, and nine-month (as applicable) figures are annualized Reconciliation

Return on Average Tangible Equity (1) three-, six-, and nine-month (as applicable) figures are annualized Reconciliation

Tangible Equity to Tangible Assets Note: Old Line Bancshares merger closed November 2019; Farmers Capital Bank Corporation merger closed August 2018; First Sentry Bancshares merger closed April 2018; Your Community Bankshares merger closed September 2016; ESB Financial merger closed February 2015; Fidelity Bancorp merger closed November 2012; AmTrust 5 branch acquisition closed March 2009; Oak Hill Financial closed November 2007 Reconciliation

Document And Entity Information	Jan. 22, 2025
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 22, 2025
Entity Registrant Name	WESBANCO, INC.
Entity Central Index Key	0000203596
Entity Emerging Growth Company	false
Entity File Number	001-39442
Entity Incorporation, State or Country Code	WV
Entity Tax Identification Number	55-0571723
Entity Address, Address Line One	1 Bank Plaza
Entity Address, City or Town	Wheeling
Entity Address, State or Province	WV
Entity Address, Postal Zip Code	26003
City Area Code	304
Local Phone Number	234-9000
Written Communications	true
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Common Stock $2.0833 Par Value
Trading Symbol	WSBC
Security Exchange Name	NASDAQ
Depositary Shares [Member]
Document Information [Line Items]
Title of 12(b) Security	Depositary Shares (each representing 1/40th interest in a share of 6.75% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A)
Trading Symbol	WSBCP
Security Exchange Name	NASDAQ

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