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PNC Financial Secures Regulatory Nod for $4.1B FirstBank Acquisition
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Key Takeaways
PNC received approvals from the Fed, OCC, and Colorado regulators to move forward with the FirstBank deal.
The $4.1B transaction includes PNC stock and $1.2B in cash, with shareholders choosing cash or shares.
The deal will triple PNC's Colorado branches and expand its presence in Denver, Arizona, and nearby regions
The PNC Financial Services Group, Inc. (PNC - Free Report) has secured the regulatory approvals needed to complete its previously announced $4.1 billion cash-and-stock acquisition of FirstBank Holding Company, including its banking subsidiary, FirstBank. This marks a key milestone toward closing the transaction. Approvals were granted by the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency (OCC), and the Colorado Division of Banking.
PNC announced the agreement to acquire FirstBank in September 2025. The transaction is expected to close on or about Jan. 5, 2026, subject to the satisfaction of customary closing conditions.
William S. Demchak, chairman and chief executive officer of PNC, stated, “Final regulatory approval of this acquisition marks an important milestone for PNC as we continue to expand our coast-to-coast franchise and bring our full breadth of capabilities to more customers and communities.” Demchak further added, “We look forward to welcoming FirstBank's employees and clients to PNC.”
Details of the PNC–FirstBank Transaction
Under the terms of the deal, FirstBank shareholders may elect to receive the merger consideration in either PNC common stock or cash, subject to certain limitations. The total consideration includes roughly 13.9 million shares of PNC common stock and $1.2 billion in cash.
In addition, shareholders representing approximately 45.7% of FirstBank’s outstanding shares have entered into customary voting and support agreements in favor of the transaction.
Following the closing of the transaction, FirstBank will merge into PNC Bank, N.A. Once the merger is completed, PNC will begin moving FirstBank’s operations into its national platform, including its treasury management, payments, and digital banking capabilities. Further, the customer accounts are expected to be fully converted by mid-2026, after which FirstBank branches will transition to the PNC brand.
How the FirstBank Acquisition Expands PNC’s Footprint
The FirstBank acquisition aligns with PNC’s long-term strategy of investing in high-growth regions and leveraging its national platform to drive organic growth. Over the past decade, it has focused on expanding through a combination of technology investment, disciplined capital deployment, and selective acquisitions to strengthen its presence in attractive markets.
With this acquisition, PNC Financial will more than triple its branch footprint in Colorado to approximately 120 locations, positioning Denver as one of its largest markets for commercial and business banking. The transaction is also expected to make PNC the leading bank in Denver by retail deposit share (20%) and branch share (14%). Additionally, the deal meaningfully expands the company’s presence in Arizona, increasing its network to more than 70 branches along with 13 FirstBank branches, strengthening opportunities across corporate and private banking.
Management further believes the addition of FirstBank will enhance the company’s ability to deepen customer relationships, expand commercial and private banking services, and generate sustainable long-term growth.
PNC’s Prior Efforts to Grow Inorganically
In May 2025, the company agreed to acquire Aqueduct Capital Group, strengthening fund placement capabilities within its investment banking arm, Harris Williams. In 2024, PNC partnered with Plaid to enable secure U.S. customer data sharing across financial applications and expanded its alliance with TCW Group to launch private credit solutions for middle-market companies.
Earlier strategic actions include the 2022 acquisition of Linga to enhance payment solutions for hospitality and restaurant clients, as well as the 2021 integration of BBVA USA, which significantly expanded PNC’s national branch network. Collectively, these initiatives are expected to diversify the company’s revenue mix, deepen client relationships, and support long-term earnings growth.
PNC’s Price Performance & Zacks Rank
PNC's shares have rallied 5% over the past year compared with 33.4% growth for the industry.
In November 2025, Fulton Financial Corp. (FULT - Free Report) agreed to acquire Blue Foundry Bancorp (BLFY - Free Report) in an all-stock transaction valued at roughly $243 million. Per the agreement, FULT will pay 0.6500 shares for each share of BLFY.
The board has approved the merger agreement of the directors of both entities. The acquisition of BLFY speeds up FULT’s expansion in the lucrative northern New Jersey market. It is projected to lift first full-year earnings by more than 5%, boost tangible book value per share right away, and leave regulatory capital ratios unchanged at closing.
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PNC Financial Secures Regulatory Nod for $4.1B FirstBank Acquisition
Key Takeaways
The PNC Financial Services Group, Inc. (PNC - Free Report) has secured the regulatory approvals needed to complete its previously announced $4.1 billion cash-and-stock acquisition of FirstBank Holding Company, including its banking subsidiary, FirstBank. This marks a key milestone toward closing the transaction. Approvals were granted by the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency (OCC), and the Colorado Division of Banking.
PNC announced the agreement to acquire FirstBank in September 2025. The transaction is expected to close on or about Jan. 5, 2026, subject to the satisfaction of customary closing conditions.
William S. Demchak, chairman and chief executive officer of PNC, stated, “Final regulatory approval of this acquisition marks an important milestone for PNC as we continue to expand our coast-to-coast franchise and bring our full breadth of capabilities to more customers and communities.” Demchak further added, “We look forward to welcoming FirstBank's employees and clients to PNC.”
Details of the PNC–FirstBank Transaction
Under the terms of the deal, FirstBank shareholders may elect to receive the merger consideration in either PNC common stock or cash, subject to certain limitations. The total consideration includes roughly 13.9 million shares of PNC common stock and $1.2 billion in cash.
In addition, shareholders representing approximately 45.7% of FirstBank’s outstanding shares have entered into customary voting and support agreements in favor of the transaction.
Following the closing of the transaction, FirstBank will merge into PNC Bank, N.A. Once the merger is completed, PNC will begin moving FirstBank’s operations into its national platform, including its treasury management, payments, and digital banking capabilities. Further, the customer accounts are expected to be fully converted by mid-2026, after which FirstBank branches will transition to the PNC brand.
How the FirstBank Acquisition Expands PNC’s Footprint
The FirstBank acquisition aligns with PNC’s long-term strategy of investing in high-growth regions and leveraging its national platform to drive organic growth. Over the past decade, it has focused on expanding through a combination of technology investment, disciplined capital deployment, and selective acquisitions to strengthen its presence in attractive markets.
With this acquisition, PNC Financial will more than triple its branch footprint in Colorado to approximately 120 locations, positioning Denver as one of its largest markets for commercial and business banking. The transaction is also expected to make PNC the leading bank in Denver by retail deposit share (20%) and branch share (14%). Additionally, the deal meaningfully expands the company’s presence in Arizona, increasing its network to more than 70 branches along with 13 FirstBank branches, strengthening opportunities across corporate and private banking.
Management further believes the addition of FirstBank will enhance the company’s ability to deepen customer relationships, expand commercial and private banking services, and generate sustainable long-term growth.
PNC’s Prior Efforts to Grow Inorganically
In May 2025, the company agreed to acquire Aqueduct Capital Group, strengthening fund placement capabilities within its investment banking arm, Harris Williams. In 2024, PNC partnered with Plaid to enable secure U.S. customer data sharing across financial applications and expanded its alliance with TCW Group to launch private credit solutions for middle-market companies.
Earlier strategic actions include the 2022 acquisition of Linga to enhance payment solutions for hospitality and restaurant clients, as well as the 2021 integration of BBVA USA, which significantly expanded PNC’s national branch network. Collectively, these initiatives are expected to diversify the company’s revenue mix, deepen client relationships, and support long-term earnings growth.
PNC’s Price Performance & Zacks Rank
PNC's shares have rallied 5% over the past year compared with 33.4% growth for the industry.
Image Source: Zacks Investment Research
At present, the company carries a Zacks Rank #3 (Hold). You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.
Similar Steps Taken by Other Finance Firms
In November 2025, Fulton Financial Corp. (FULT - Free Report) agreed to acquire Blue Foundry Bancorp (BLFY - Free Report) in an all-stock transaction valued at roughly $243 million. Per the agreement, FULT will pay 0.6500 shares for each share of BLFY.
The board has approved the merger agreement of the directors of both entities. The acquisition of BLFY speeds up FULT’s expansion in the lucrative northern New Jersey market. It is projected to lift first full-year earnings by more than 5%, boost tangible book value per share right away, and leave regulatory capital ratios unchanged at closing.