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FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Regulation FD Disclosure (Oct 16, 2025)

Reports
Regulation FD·Other Events·Exhibits & Filings
Filing Date
Filed October 16, 2025
Period End
October 16, 2025
In the record · 2016–202610-K1110-Q328-K138

FCNCA filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 138 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Oct ’18Oct ’18
  2. Auditor change8-K · Feb ’21Feb ’21
  3. Deal closed8-K · Mar ’23Mar ’23
  4. Leadership change8-K · Dec ’24Dec ’24

Summary

Summary of the 8-K filed October 16, 2025. Cited figures are marked; the original filing is the authoritative source.

First Citizens BancShares (FCNCA) disclosed on October 16, 2025 that its banking subsidiary, First-Citizens Bank & Trust Company, has agreed to acquire 138 branches from BMO Bank N.A. across the Midwest, Great Plains and West, located in North Dakota, South Dakota, Wyoming, Nebraska, Kansas, Missouri, Oklahoma, Idaho, plus select branches in western Minnesota, one in eastern Oregon and one in southern Illinois.

As part of the deal, First Citizens Bank will assume approximately $5.7 billiona in deposit liabilities and acquire approximately $1.1 billion in loans, along with roughly $1.0 billion in wealth assets under management. The transaction is expected to close in mid-2026, subject to customary conditions and regulatory approvals. For investors, the most notable economics are the funding and liquidity benefits.

The deposit base carries a weighted average cost of about 1.43%, and management expects the deal to generate roughly $4.6 billionb in net liquidity, which would strengthen the funding base and improve the pro-forma loan-to-deposit ratio. Management also projects an immediate EPS accretion, minimal dilution to tangible book value per share, and a CET1 impact of about 27 basis points, with the ongoing share repurchase plan not expected to be affected. The company cites a premium of roughly 5% on deposits at closing.

Key risks flagged include failure to satisfy closing conditions or obtain regulatory approvals, integration difficulties, the possibility that expected cost savings are delayed or not fully realized, and standard acquisition risks such as credit quality problems in acquired loans and customer attrition. The filing is a Regulation FD and Other Events disclosure, and the exhibits are furnished rather than filed. Because the 8-K provides no purchase price beyond the deposit premium, investors should look to the company's forthcoming disclosures for more detail on valuation and the detailed financial impact.

Key Highlights

  1. Agreement to acquire 138 branches from BMO Bank N.A. across 11 states, expanding First Citizens into new Midwest, Great Plains and West markets
  2. Assumption of approximately $5.7 billion in deposits with a weighted average cost of about 1.43%, supporting a lower-cost funding mix
  3. Acquisition of approximately $1.1 billion in loans (51% commercial and industrial, 18% owner-occupied and 18% non-owner-occupied commercial mortgages) and about $1.0 billion in wealth AUM
  4. Management expects approximately $4.6 billion in net liquidity, improving the pro-forma loan-to-deposit ratio and funding flexibility
  5. Projected immediate EPS accretion, minimal dilution to tangible book value per share, and a CET1 impact of roughly 27 basis points with buybacks not expected to be affected
  6. Approximately 5% premium paid on deposits at closing; transaction targeted to close in mid-2026 with simultaneous conversion, subject to regulatory approvals
  7. Management highlights a track record of 19 bank acquisitions successfully completed and integrated since 2015

Frequently Asked Questions

  1. What is First Citizens acquiring in this transaction?

    First Citizens Bank agreed to acquire 138 branches from BMO Bank N.A., located mainly in North Dakota, South Dakota, Wyoming, Nebraska, Kansas, Missouri, Oklahoma and Idaho, plus select branches in western Minnesota, one in eastern Oregon and one in southern Illinois. The deal includes assumption of about $5.7 billion in deposits and acquisition of about $1.1 billion in loans.

  2. When is the deal expected to close and what could prevent it?

    The company expects the transaction to close in mid-2026, with a simultaneous closing and conversion. Closing is subject to customary closing conditions and regulatory approvals, and the filing lists risks including failure to satisfy closing conditions, failure to obtain governmental approvals, and business disruption during pendency.

  3. How will the deal affect First Citizens' financials?

    Management projects immediate EPS accretion, minimal dilution to tangible book value per share, and a CET1 capital impact of about 27 basis points. It also expects roughly $4.6 billion in net liquidity and an improved pro-forma loan-to-deposit ratio, and does not anticipate the deal affecting its ongoing share repurchase plan.

  4. Why is First Citizens paying a premium and at what level?

    The company indicates a premium of about 5% on the assumed deposits at closing. Management frames the low-cost deposit base, with a weighted average cost of about 1.43%, as a key strategic benefit that improves funding mix and supports balance sheet optionality.

  5. What should investors watch for after this announcement?

    Investors should monitor regulatory approval progress, integration execution, the realization of projected cost savings, and credit quality of the acquired loan portfolio. The filing does not disclose the total purchase price or detailed valuation, so further disclosures will be important for assessing the deal's economics.