WSBC / WesBanco, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

WesBanco, Inc.
US ˙ NasdaqGS ˙ US9508101014

Mga Batayang Estadistika
LEI QGPGHQ1ENZOOLJRFTH41
CIK 203596
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to WesBanco, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
September 2, 2025 8-K

FORM 8-K Item 7.01 Regulation FD Disclosure.

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): September 02, 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

September 2, 2025 EX-99.1

Q3 2025 Investor Presentation (WSBC financials as of the three months ended June 30, 2025) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually

Q3 2025 Investor Presentation (WSBC financials as of the three months ended June 30, 2025) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually 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.

August 7, 2025 EX-10.1

Separation Agreement, Release and Waiver of Claims, dated as of April 21, 2025, by and between Brent E. Richmond and Wesbanco Bank, Inc.

Exhibit 10.1 CONFIDENTIAL SEPARATION AGREEMENT, RELEASE AND WAIVER OF CLAIMS This CONFIDENTIAL SEPARATION AGREEMENT AND RELEASE (the “Agreement”) made this 21st day of April, 2025, by and between BRENT E. RICHMOND (hereinafter referred to as “Employee”) and WESBANCO BANK, INC., a West Virginia banking corporation (hereinafter referred to as “Bank”). W I T N E S S E T H WHEREAS, the Employee has be

August 7, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

July 29, 2025 EX-99.2

Second Quarter 2025 Earnings Call Presentation 29 July 2025 Note: update footnote copyright year annually

Second Quarter 2025 Earnings Call Presentation 29 July 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.

July 29, 2025 EX-99.1

EX-99.1

WesBanco Announces Second Quarter 2025 Financial Results Highlighted by a net interest margin of 3.

July 29, 2025 8-K

FORM 8-K Item 2.02 Results of Operations and Financial Condition.

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): July 29, 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

July 3, 2025 EX-99.1

WesBanco, Inc. to Host 2025 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 30th

WesBanco, Inc. to Host 2025 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 30th Wheeling, WVa., July 3, 2025 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 9:00 a.m. ET on Wednesday, July 30, 2025. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Senior Ex

July 3, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 03, 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

June 20, 2025 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period: N/A Commission File Number 001-39442 A.

May 15, 2025 EX-99.1

Q2 2025 Investor Presentation (WSBC financials as of the three months ended March 31, 2025) John Iannone Senior Vice President, Investor Relations 304-905-7021

Q2 2025 Investor Presentation (WSBC financials as of the three months ended March 31, 2025) John Iannone Senior Vice President, Investor Relations 304-905-7021 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.

May 15, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 15, 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 N

May 8, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

April 29, 2025 8-K

Results of Operations and Financial Condition

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): April 29, 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

April 29, 2025 EX-99.2

First Quarter 2025 Earnings Call Presentation 29 April 2025 Note: update footnote copyright year annually

First Quarter 2025 Earnings Call Presentation 29 April 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.

April 29, 2025 EX-99.1

EX-99.1

WesBanco Announces First Quarter 2025 Financial Results Successful acquisition of Premier Financial combined with strong organic loan and deposit growth Wheeling, WVa.

April 22, 2025 8-K

FORM 8-K

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): April 18, 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

April 17, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): April 16, 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

April 2, 2025 EX-99.1

WesBanco, Inc. to Host 2025 First Quarter Earnings Conference Call and Webcast on Wednesday, April 30th

WesBanco, Inc. to Host 2025 First Quarter Earnings Conference Call and Webcast on Wednesday, April 30th Wheeling, WVa., April 2, 2025 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 9:00 a.m. ET on Wednesday, April 30, 2025. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Senior

April 2, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 02, 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

March 28, 2025 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EXHIBIT 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information is based on the historical financial statements of Wesbanco, Inc. and Premier Financial Corp. (“Premier Financial”), and has been prepared to illustrate the financial effect of the merger of Premier Financial with and into Wesbanco, which became effec

March 28, 2025 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 Wesbanco, Inc. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporat

March 14, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 3, 2025 EX-99.1

WesBanco, Inc. Completes Acquisition of Premier Financial Corp. and Appoints Directors

Exhibit 99.1 PRESS RELEASE For Immediate Release WesBanco, Inc. Completes Acquisition of Premier Financial Corp. and Appoints Directors WHEELING, W.Va., (February 28, 2025) — WesBanco, Inc. (“WesBanco”) (Nasdaq: WSBC), a diversified, multi-state bank holding company, today announced the successful closing of the previously announced acquisition of Premier Financial Corp. (“Premier”) (Nasdaq: PFC).

March 3, 2025 EX-24

Power of Attorney.

EXHIBIT 24 POWER OF ATTORNEY FOR EXECUTION OF FORM 10-K TO BE FILED WITH THE SECURITIES & EXCHANGE COMMISSION We, the undersigned Directors of Wesbanco, Inc.

March 3, 2025 EX-21

Significant Subsidiaries of the Registrant.

EXHIBIT 21 Significant Subsidiaries of Wesbanco, Inc. (As of December 31, 2024) Subsidiaries State of Incorporation Wesbanco, Inc. West Virginia Wesbanco Bank, Inc. West Virginia Wesbanco Insurance Services, Inc. West Virginia Wesbanco Title Agency, LLC Ohio THF, Inc. Pennsylvania Wesbanco Asset Management, Inc. Delaware Wesbanco Community Development Corp. Ohio CBSI Development Fund, Inc. Indiana

March 3, 2025 EX-10.18

First Amendment to the Wesbanco, Inc. 401(k) Plan effective February 28, 2025.

AMENDMENT NUMBER ONE WESBANCO, INC. 401(K) PLAN BY THIS AGREEMENT, WesBanco, Inc. 401(k) Plan (herein referred to as the "Plan") is hereby amended as follows, effective as of February 28, 2025, except as otherwise provided herein: 1. The section of the Adoption Agreement entitled "ELECTIVE SERVICE CREDITING" is amended as follows: ELECTIVE SERVICE CREDITING (1.59(C)). The Plan must credit Related

March 3, 2025 EX-19

Insider Trading and Director Confidentiality Policy.

EXHIBIT 19 INSIDER TRADING AND DIRECTOR CONFIDENTIALITY POLICY TABLE OF CONTENTS Table of Contents 2 I.

March 3, 2025 EX-10.17

Wesbanco, Inc. 401(k) Plan.

Exhibit 10.17 WESBANCO, INC. 401(K) PLAN Non-Standardized Defined Contribution - PPD ADOPTION AGREEMENT #001 NON-STANDARDIZED DEFINED CONTRIBUTION PRE-APPROVED PLAN The undersigned Employer, by executing this Adoption Agreement, establishes a retirement plan (collectively "Plan") under the Empower Retirement, LLC Defined Contribution Pre-Approved Plan (basic plan document #02). The Employer, subje

March 3, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

March 3, 2025 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): February 28, 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 F

February 13, 2025 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): February 12, 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 F

February 13, 2025 EX-99.1

WesBanco, Inc. and Premier Financial Corp. Announce Regulatory Approvals for Pending Merger

Exhibit 99.1 PRESS RELEASE For Immediate Release WesBanco, Inc. and Premier Financial Corp. Announce Regulatory Approvals for Pending Merger WHEELING, W.Va., (February 12, 2025) — WesBanco, Inc. (“WesBanco”) (Nasdaq: WSBC) and Premier Financial Corp. (“Premier”) (Nasdaq: PFC) today announced that they have received all necessary regulatory approvals for the pending merger of Premier with and into

February 10, 2025 425

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

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): February 10, 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 F

February 10, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

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): February 10, 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 F

February 10, 2025 EX-99

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Wesbanco, Inc.

February 10, 2025 EX-99.1

Investor Presentation (Q1 2025) (WSBC financials as of the three months ended December 31, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually

Investor Presentation (Q1 2025) (WSBC financials as of the three months ended December 31, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually 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.

January 29, 2025 425

1

Filed by Wesbanco, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Premier Financial Corp. Commission File No: 0-26850 Date: January 29, 2025 The following is an excerpt of a transcript of a conference call held on January 23, 2025 related to Wesbanco, Inc’s fourth quarter 2024 financial

January 22, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 Fi

January 22, 2025 425

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

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 Fi

January 22, 2025 EX-99.2

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

Fourth Quarter 2024 Earnings 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.

January 22, 2025 EX-99.1

WesBanco Announces Fourth Quarter 2024 Financial Results Strong year-over-year loan growth of $1 billion, matched by deposit growth of $1 billion

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 6, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 06, 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 Fi

January 6, 2025 EX-99.1

WesBanco, Inc. to Host 2024 Fourth Quarter Earnings Conference Call and Webcast on Thursday, January 23rd

WesBanco, Inc. to Host 2024 Fourth Quarter Earnings Conference Call and Webcast on Thursday, January 23rd Wheeling, WVa., January 6, 2025 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 3:00 p.m. ET on Thursday, January 23, 2025. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Se

January 6, 2025 425

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

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 06, 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 Fi

December 11, 2024 425

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

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): December 11, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

December 11, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

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): December 11, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

December 11, 2024 EX-3.1

3.1 Articles of Amendment to Wesbanco, Inc.’s Amended and Restated Articles of Incorporation.

ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORATION OF WESBANCO, INC.

December 11, 2024 EX-99.1

WesBanco, Inc. and Premier Financial Corp. Announce Shareholder Approvals of Merger Agreement

PRESS RELEASE For Immediate Release WesBanco, Inc. and Premier Financial Corp. Announce Shareholder Approvals of Merger Agreement WHEELING, W.Va., (December 11, 2024) — WesBanco, Inc. (“WesBanco”) (Nasdaq: WSBC) and Premier Financial Corp. (“Premier”) (Nasdaq: PFC) today announced that WesBanco’s shareholders and Premier’s shareholders have each voted overwhelmingly to adopt and approve, as applic

November 27, 2024 8-K

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits

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): November 27, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 27, 2024 EX-99.1

All Board Members

Memorandum TO: All Board Members Management Committee Members FROM: Jeff Jackson DATE: November 27, 2024 SUBJECT: Trading Blackout Please be advised that the administration of the WesBanco, Inc.

November 20, 2024 425

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

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): November 20, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 20, 2024 8-K

Financial Statements and Exhibits, Other Events

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): November 20, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 20, 2024 EX-99.1

WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders

WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders Wheeling, W.

November 8, 2024 EX-99

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Wesbanco, Inc. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under t

November 8, 2024 SC 13G

WSBC / WesBanco, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Wesbanco, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 950810101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

November 6, 2024 425

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

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): November 6, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

November 6, 2024 EX-99.1

Investor Presentation (Q4 2024) (WSBC financials as of the three months ended September 30, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually

Investor Presentation (Q4 2024) (WSBC financials as of the three months ended September 30, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually Forward-looking statements in this report relating to WesBanco Inc.

November 6, 2024 8-K

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

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): November 06, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

October 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

October 30, 2024 425

1

Filed by Wesbanco, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Premier Financial Corp. Commission File No: 0-26850 Date: October 30, 2024 The following is an excerpt of a transcript of a conference call held on October 24, 2024 related to Wesbanco, Inc’s third quarter 2024 financial r

October 29, 2024 424B3

MERGER PROPOSAL — YOUR VOTE IS VERY IMPORTANT

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-282519 MERGER PROPOSAL — YOUR VOTE IS VERY IMPORTANT The board of directors of Wesbanco, Inc. (“Wesbanco”) and the board of directors of Premier Financial Corp. (“Premier Financial”) have agreed to a merger of the two companies (the “Merger”) under the terms and subject to the conditions of the Agreement and Plan of

October 24, 2024 CORRESP

October 24, 2024

October 24, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

October 23, 2024 EX-99.2

Form of Proxy for Special Meeting of Premier Financial Corp. Shareholders

EX-99.2 Exhibit 99.2 PREMIER FINANCIAL CORP. C/O BROADRIDGE CORPORATE ISSUER SOLUTIONS P.O. BOX 1342 BRENTWOOD, NY 11717 VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date, unless yo

October 23, 2024 S-4/A

As filed with the Securities and Exchange Commission on October 22, 2024

S-4/A Table of Contents As filed with the Securities and Exchange Commission on October 22, 2024 Registration No.

October 23, 2024 EX-99.1

Form of Proxy for Special Meeting of Wesbanco, Inc. Shareholders

EX-99.1 Exhibit 99.1 WesBanco Vote ENDORSEMENTLINE SACKPACK MR A SAMPLE DESIGNATION (IF ANY) ADD 1 000001 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 C123456789 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext 000000000.000000 ext Your vote matters – here’s how to vote! You may vote online or by phone instead of mailing this card. Votes submitted electroni

October 23, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): October 23, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 23, 2024 425

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

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): October 23, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 23, 2024 EX-99.2

Third Quarter 2024 Earnings Call Presentation 23 October 2024 Note: update footnote copyright year annually

Third Quarter 2024 Earnings Call Presentation 23 October 2024 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.

October 23, 2024 EX-99.1

WesBanco Announces Third Quarter 2024 Financial Results Strong sequential quarter deposit growth of 12.1% annualized and loan growth of 6.3% annualized

WesBanco Announces Third Quarter 2024 Financial Results Strong sequential quarter deposit growth of 12.

October 4, 2024 EX-99.4

Consent of Piper Sandler & Co.

Exhibit 99.4 1251 AVENUE OF THE AMERICAS, 6TH FLOOR NEW YORK, NY 10020 P 212 466-7800 | TF 800 635-6851 Piper Sandler & Co. Since 1885. Member SIPC and NYSE. CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Premier Financial Corp. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merger o

October 4, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Wesbanco, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock, par value $2.

October 4, 2024 S-4

As filed with the Securities and Exchange Commission on October 4, 2024

Table of Contents As filed with the Securities and Exchange Commission on October 4, 2024 Registration No.

October 4, 2024 EX-99.7

Consent of John L. Bookmyer

Exhibit 99.7 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4 of Wesbanco, Inc. (the “Company”), and all amendments (including post-effecitve amendments) thereto (the “Registration Statement”), as a person who is anticipated to become a director of the

October 4, 2024 EX-99.8

Consent of Lee Burdman

Exhibit 99.8 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4 of Wesbanco, Inc. (the “Company”), and all amendments (including post-effecitve amendments) thereto (the “Registration Statement”), as a person who is anticipated to become a director of the

October 4, 2024 EX-99.6

Consent of Louis M. Altman

Exhibit 99.6 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4 of Wesbanco, Inc. (the “Company”), and all amendments (including post-effecitve amendments) thereto (the “Registration Statement”), as a person who is anticipated to become a director of the

October 4, 2024 EX-10.1

Consulting Agreement, dated as of October 3, 2024, by and between Donald P. Hileman, Wesbanco, Inc. and Wesbanco Bank, Inc.

Exhibit 10.1 CONSULTING AGREEMENT THIS AGREEMENT, made effective the 3rd day of October, 2024, by and between WESBANCO BANK, INC., a West Virginia banking corporation, party of the first part (hereinafter called “Bank”), and DONALD P. HILEMAN, a resident of the State of Ohio, party of the second part (hereinafter called “Consultant”). WHEREAS, Consultant served as an executive officer and director

October 4, 2024 EX-99.5

Consent of Zahid Afzal

Exhibit 99.5 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4 of Wesbanco, Inc. (the “Company”), and all amendments (including post-effecitve amendments) thereto (the “Registration Statement”), as a person who is anticipated to become a director of the

October 4, 2024 EX-99.3

Consent of Raymond James & Associates, Inc.

Exhibit 99.3 Consent of Raymond James & Associates, Inc. Raymond James & Associates, Inc. (“Raymond James”) consents to (i) the inclusion and description of our opinion letter dated July 25, 2024 to the Board of Directors of Wesbanco, Inc. (the “Company”) included as Annex B to the joint proxy statement/prospectus relating to the proposed merger of the Company with Premier Financial Corp., which f

October 2, 2024 425

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

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): October 2, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

October 2, 2024 EX-99.1

WesBanco, Inc. to Host 2024 Third Quarter Earnings Conference Call and Webcast on Thursday, October 24th

WesBanco, Inc. to Host 2024 Third Quarter Earnings Conference Call and Webcast on Thursday, October 24th Wheeling, WVa., October 2, 2024 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 3:00 p.m. ET on Thursday, October 24, 2024. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Sen

October 2, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): October 02, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

September 13, 2024 425

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): September 13, 2024 Wesbanco, Inc.

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): September 13, 2024 Wesbanco, Inc. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission

September 13, 2024 S-3ASR

As filed with the Securities and Exchange Commission on September 13, 2024

As filed with the Securities and Exchange Commission on September 13, 2024 Registration No.

September 13, 2024 EX-99.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Stockholders’ and the Board of Directors of Premier Financial Corp. Defiance, Ohio Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated statements of financial condition of Premier Financial Corp. (the “Company”) as of December 31, 2023 and 2022, the rela

September 13, 2024 EX-99.2

PREMIER FINANCIAL CORP. Consolidated Condensed Statements of Financial Condition (Amounts in Thousands, except share and per share data) June 30, 2024 December 31, 2023 Assets Cash and cash equivalents: Cash and amounts due from depository institutio

Exhibit 99.2 PREMIER FINANCIAL CORP. Consolidated Condensed Statements of Financial Condition (UNAUDITED) (Amounts in Thousands, except share and per share data) June 30, 2024 December 31, 2023 Assets Cash and cash equivalents: Cash and amounts due from depository institutions $ 72,053 $ 81,973 Interest-bearing deposits 83,598 32,783 155,651 114,756 Securities available-for-sale, carried at fair v

September 13, 2024 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): September 13, 2024 Wesbanco, Inc. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission

September 13, 2024 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined financial information is based on the historical financial statements of Wesbanco, Inc. (“Wesbanco”) and Premier Financial Corp. (“Premier Financial”), and has been prepared to illustrate the financial effect of the proposed merger of Premier Financial with and into Wesban

September 13, 2024 EX-FILING FEES

Calculation of Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S- 3 (Form Type) Wesbanco, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1)   Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value

August 30, 2024 8-K

Financial Statements and Exhibits, Other Events

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): August 30, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 30, 2024 EX-99.1

Investor Presentation (Q3 2024) (WSBC financials as of the three months ended June 30, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually

Investor Presentation (Q3 2024) (WSBC financials as of the three months ended June 30, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually Forward-looking statements in this presentation 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.

August 30, 2024 425

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

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): August 30, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

July 29, 2024 425

Filed by Wesbanco, Inc.

Filed by Wesbanco, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Premier Financial Corp. Commission File No: 0-26850 Date: July 29, 2024 The following is an excerpt of a transcript of a conference call held on July 26, 2024 related to Wesbanco, Inc’s second quarter 2024 financial result

July 26, 2024 EX-99.2

Second Quarter 2024 Earnings Call Presentation 26 July 2024 Note: update footnote copyright year annually

Second Quarter 2024 Earnings Call Presentation 26 July 2024 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.

July 26, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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): July 25, 2024 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

July 26, 2024 EX-99.2

WesBanco, Inc. Announces Transformative Merger with Premier Financial Corp. Creates a community-focused, regional financial services partner with $27+ billion in assets Announces $200 million in capital commitments in support of the merger

Exhibit 99.2 WesBanco, Inc. Announces Transformative Merger with Premier Financial Corp. Creates a community-focused, regional financial services partner with $27+ billion in assets Announces $200 million in capital commitments in support of the merger WHEELING, W.Va., July 26, 2024 – WesBanco, Inc. (“WesBanco”) (NASDAQ: WSBC) and Premier Financial Corp. (“Premier”) (NASDAQ: PFC) jointly announced

July 26, 2024 EX-99.1

This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Sec

Acquisition of Premier Financial Corp. July 2024 Exhibit 99.1 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. Any sta

July 26, 2024 425

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): July 25, 2024 Wesbanco, Inc. (Exa

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): July 25, 2024 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

July 26, 2024 EX-99.1

WesBanco Announces Second Quarter 2024 Financial Results Marks eight consecutive quarters of strong year-over-year loan growth averaging 9%

WesBanco Announces Second Quarter 2024 Financial Results Marks eight consecutive quarters of strong year-over-year loan growth averaging 9% Wheeling, WVa.

July 26, 2024 EX-10.2

Form of Registration Rights Agreement, dated July 25, 2024, by and among Wesbanco, Inc. and the other parties identified therein.

Exhibit 10.2 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 25, 2024, by and among Wesbanco, Inc., a West Virginia corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreemen

July 26, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 26, 2024 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

July 26, 2024 EX-2.1

Agreement and Plan of Merger, dated July 25, 2024, by and among Wesbanco, Inc., Wesbanco Bank, Inc., Premier Financial Corp. and Premier Bank (incorporated by reference to Exhibit 2.1 of the Form 8-K filed by the Registrant with the Securities and Exchange Commission on July 26, 2024).

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER dated as of July 25, 2024 by and among WESBANCO, INC. WESBANCO BANK, INC., PREMIER FINANCIAL CORP. and PREMIER BANK TABLE OF CONTENTS Page ARTICLE ONE — THE MERGER 2 1.01. Merger; Surviving Corporation 2 1.02. Bank Merger; Surviving Bank Corporation 2 1.03. Effective Time 3 1.04. Effects of the Merger 3 1.05. Effects of the Bank Merger 4 1

July 26, 2024 EX-10.1

Form of Securities Purchase Agreement, dated July 25, 2024, by and among Wesbanco, Inc. and the other parties identified therein.

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT BY AND AMONG WESBANCO, INC. AND THE OTHER SIGNATORIES THERETO July 25, 2024 TABLE OF CONTENTS Page(s) ARTICLE 1 DEFINITIONS 2 1.1 Definitions 2 ARTICLE 2 PURCHASE AND SALE 7 2.1 Closing 7 2.2 Closing Deliveries 8 ARTICLE 3 REPRESENTATIONS AND WARRANTIES 9 3.1 Representations and Warranties of the Company 9 3.2 Representations and Warranties of the Purchas

July 3, 2024 EX-99.1

WesBanco, Inc. to Host 2024 Second Quarter Earnings Conference Call and Webcast on Friday, July 26th

WesBanco, Inc. to Host 2024 Second Quarter Earnings Conference Call and Webcast on Friday, July 26th Wheeling, WVa., July 3, 2024 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Friday, July 26, 2024. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Senior Executi

July 3, 2024 8-K

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

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): July 03, 2024 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

June 28, 2024 EX-FILING FEES

Filing Fee Table (filed herewith).

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Wesbanco, Inc.

June 28, 2024 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period: N/A Commission File Number 001-39442 A.

June 28, 2024 S-8

As filed with the Securities and Exchange Commission on June 28, 2024

As filed with the Securities and Exchange Commission on June 28, 2024 Registration No.

May 8, 2024 8-K

Financial Statements and Exhibits

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): May 08, 2024 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 N

May 8, 2024 EX-99.1

Investor Presentation (Q2 2024) (WSBC financials as of the three months ended March 31, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually

Investor Presentation (Q2 2024) (WSBC financials as of the three months ended March 31, 2024) John Iannone Senior Vice President, Investor Relations 304-905-7021 Note: update footnote copyright year annually 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.

May 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

April 25, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 25, 2024 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

April 23, 2024 EX-99.2

First Quarter 2024 Earnings Call Presentation 23 April 2024 Note: update footnote copyright year annually

First Quarter 2024 Earnings Call Presentation 23 April 2024 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.

April 23, 2024 8-K

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

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): April 23, 2024 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

April 23, 2024 EX-99.1

WesBanco Announces First Quarter 2024 Financial Results Deposit growth outpaces strong sequential quarter loan growth

WesBanco Announces First Quarter 2024 Financial Results Deposit growth outpaces strong sequential quarter loan growth Wheeling, WVa.

April 19, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Wesbanco, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $2.08

April 19, 2024 S-8

As filed with the Securities and Exchange Commission on April 19, 2024

As filed with the Securities and Exchange Commission on April 19, 2024 Registration No.

April 18, 2024 8-K

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

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): April 17, 2024 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

April 18, 2024 EX-10.1

Wesbanco, Inc. Amended and Restated Incentive Bonus, Options and Restricted Stock Plan (incorporated by reference to Exhibit 10.1 of the Form 8-K filed by the Registrant with the Securities and Exchange Commission on April 18, 2024).

WESBANCO, INC. AMENDED AND RESTATED INCENTIVE BONUS, OPTION AND RESTRICTED STOCK PLAN 1 WESBANCO, INC. AMENDED AND RESTATED INCENTIVE BONUS, OPTION AND RESTRICTED STOCK PLAN INTRODUCTION The purposes of the Wesbanco, Inc. Amended and Restated Incentive Bonus, Option and Restricted Stock Plan are to enhance shareholder value and to contribute to the growth of Wesbanco, Inc., its subsidiaries and af

April 3, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 03, 2024 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

April 3, 2024 EX-99.1

WesBanco, Inc. to Host 2024 First Quarter Earnings Conference Call and Webcast on Wednesday, April 24th

WesBanco, Inc. to Host 2024 First Quarter Earnings Conference Call and Webcast on Wednesday, April 24th Wheeling, WVa., April 3, 2024 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, April 24, 2024. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Execut

March 13, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 26, 2024 EX-24

Power of Attorney.

EXHIBIT 24 POWER OF ATTORNEY FOR EXECUTION OF FORM 10-K TO BE FILED WITH THE SECURITIES & EXCHANGE COMMISSION We, the undersigned Directors of Wesbanco, Inc.

February 26, 2024 EX-21

Significant Subsidiaries of the Registrant.

EXHIBIT 21 Significant Subsidiaries of Wesbanco, Inc. (As of December 31, 2023) Subsidiaries State of Incorporation Wesbanco, Inc. West Virginia Wesbanco Bank, Inc. West Virginia Wesbanco Insurance Services, Inc. West Virginia Wesbanco Title Agency, LLC Ohio THF, Inc. Pennsylvania Wesbanco Asset Management, Inc. Delaware Wesbanco Community Development Corp. Ohio CBSI Development Fund, Inc. Indiana

February 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

February 26, 2024 EX-97

Policy Relating to Recovery of Erroneously Awarded Compensation.

EXHIBIT 97 Wesbanco, Inc. Incentive-BASED Compensation Recovery Policy 1. Policy Purpose. The purpose of this Wesbanco, Inc. (the “Company”) Incentive-Based Compensation Recovery Policy (this “Policy”) is to enable the Company to recover Erroneously Awarded Compensation in the event that the Company is required to prepare an Accounting Restatement. This Policy is intended to comply with the requir

February 13, 2024 SC 13G/A

WSBC / WesBanco, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02270-wesbancoinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: WesBanco Inc Title of Class of Securities: Common Stock CUSIP Number: 950810101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule

February 9, 2024 SC 13G/A

WSBC / WesBanco, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 16 )* WesBanco Inc (Name of Issuer) Common Stock (Title of Class of Securities) 950810101 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

January 31, 2024 8-K

Financial Statements and Exhibits

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 31, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 31, 2024 EX-99.1

Investor Presentation (Q1 2024) (WSBC financials as of the three months ended 31 December 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021

Investor Presentation (Q1 2024) (WSBC financials as of the three months ended 31 December 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021 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.

January 23, 2024 EX-99.1

WesBanco Announces Fourth Quarter 2023 Financial Results Continued deposit and loan growth while maintaining a stable net interest margin

WesBanco Announces Fourth Quarter 2023 Financial Results Continued deposit and loan growth while maintaining a stable net interest margin Wheeling, WVa.

January 23, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 23, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 23, 2024 EX-99.2

Fourth Quarter 2023 Earnings Call Presentation 23 January 2024

Fourth Quarter 2023 Earnings Call Presentation 23 January 2024 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.

January 4, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 04, 2024 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 4, 2024 EX-99.1

WesBanco, Inc. to Host 2023 Fourth Quarter Earnings Conference Call and Webcast on Wednesday, January 24th

WesBanco, Inc. to Host 2023 Fourth Quarter Earnings Conference Call and Webcast on Wednesday, January 24th Wheeling, WVa., January 4, 2024 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, January 24, 2024. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr.,

November 15, 2023 EX-99.1

Confidential Draft WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders

Confidential Draft WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders Wheeling, W.

November 15, 2023 8-K

Financial Statements and Exhibits

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): November 15, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

November 1, 2023 EX-99.1

Investor Presentation (Q4 2023) (WSBC financials as of the three months ended 30 September 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021

Investor Presentation (Q4 2023) (WSBC financials as of the three months ended 30 September 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021 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.

November 1, 2023 8-K

Financial Statements and Exhibits

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): November 01, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

October 25, 2023 EX-99.2

Third Quarter 2023 Earnings Call Presentation 25 October 2023

Third Quarter 2023 Earnings Call Presentation 25 October 2023 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.

October 25, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 25, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 25, 2023 EX-99.1

WesBanco Announces Third Quarter 2023 Financial Results Generated solid deposit and loan growth; maintained strong capital levels and credit quality

WesBanco Announces Third Quarter 2023 Financial Results Generated solid deposit and loan growth; maintained strong capital levels and credit quality Wheeling, WVa.

October 3, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 03, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 3, 2023 EX-99.1

WesBanco, Inc. to Host 2023 Third Quarter Earnings Conference Call and Webcast on Thursday, October 26th

WesBanco, Inc. to Host 2023 Third Quarter Earnings Conference Call and Webcast on Thursday, October 26th Wheeling, WVa., October 3, 2023 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 3:00 p.m. ET on Thursday, October 26, 2023. Jeffrey H. Jackson, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Exe

August 28, 2023 8-K

Financial Statements and Exhibits

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): August 28, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 28, 2023 EX-99.1

Investor Presentation (Q3 2023) (WSBC financials as of the three months ended 30 June 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021

Investor Presentation (Q3 2023) (WSBC financials as of the three months ended 30 June 2023) John Iannone Senior Vice President, Investor Relations 304-905-7021 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.

August 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

August 3, 2023 EX-10.1

Form of Wesbanco, Inc. Incentive Bonus, Option & Restricted Stock Plan – Stock Option Agreement. **

EXHIBIT 10.1 WESBANCO, INC. INCENTIVE BONUS, OPTION AND RESTRICTED STOCK PLAN ********************************** TERMS OF STOCK OPTION AGREEMENT The following terms and conditions apply to Stock Options granted under the Incentive Plan (as hereinafter defined) by Wesbanco, Inc. (the “Company”) on the day of , 20. WHEREAS, the Company has adopted the Wesbanco, Inc. Incentive Bonus, Option & Restric

August 3, 2023 EX-10.4

Ninth Amendment to the Wesbanco, Inc. KSOP, effective July 31, 2023.

NINTH AMENDMENT TO THE WESBANCO, INC. KSOP (AS AMENDED AND RESTATED JANUARY 1, 2014) Pursuant to the power reserved in Section 12.6 of the Wesbanco, Inc. KSOP (the “Plan”), Wesbanco, Inc. (the “Company”), by action of its duly authorized officer, hereby amends the Plan as follows: By amending Article 16, effective as of July 31, 2023, by adding the following new Section 16.15 to the end thereof: S

August 3, 2023 EX-10.2

Form of Wesbanco, Inc. Incentive Bonus, Option & Restricted Stock Plan – Restricted Stock Agreement. **

EXHIBIT 10.2 WESBANCO, INC. INCENTIVE BONUS, OPTION AND RESTRICTED STOCK PLAN ********************************** TERMS OF RESTRICTED STOCK AGREEMENT The following terms and conditions apply to Restricted Stock Awards granted under the Incentive Plan (as hereinafter defined) by Wesbanco, Inc. (the “Company”) on the day of , 20. WHEREAS, the Company sponsors and maintains the Wesbanco, Inc. Incentiv

August 3, 2023 EX-10.3

Eighth Amendment to the Wesbanco, Inc. KSOP, effective January 1, 2023.

EIGHTH AMENDMENT TO THE WESBANCO, INC. KSOP (As Amended and Restated effective January 1, 2014) WHEREAS, Wesbanco, Inc. (the “Company”) maintains the Wesbanco, Inc. KSOP, as amended and restated effective January 1, 2014 (the “Plan”); WHEREAS, Section 12.6 of the Plan reserves to the Company the right to amend the Plan at any time; WHEREAS, the Company has amended the Plan from time to time; WHERE

July 25, 2023 EX-99.1

WesBanco Announces Second Quarter 2023 Financial Results Generated solid earnings and loan growth; maintained strong capital levels; stable deposits

WesBanco Announces Second Quarter 2023 Financial Results Generated solid earnings and loan growth; maintained strong capital levels; stable deposits Wheeling, WVa.

July 25, 2023 EX-99.2

Second Quarter 2023 Earnings Call Presentation 25 July 2023

Second Quarter 2023 Earnings Call Presentation 25 July 2023 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.

July 25, 2023 8-K

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

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): July 25, 2023 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

July 21, 2023 EX-10.3

First Amendment to Restricted Stock Agreement, dated as of July 21, 2023, by and between Wesbanco, Inc. and Todd F. Clossin (incorporated by reference to Exhibit 10.3 of Form 8-K filed by the Registrant with the Securities and Exchange Commission on July 21, 2023)

EX-10.3 Exhibit 10.3 Execution Version FIRST AMENDMENT TO RESTRICTED STOCK AGREEMENT THIS FIRST AMENDMENT is made and entered into effective as of the 1st day of August, 2023, by and between WESBANCO, INC., hereinafter referred to as “Company” and TODD F. CLOSSIN, hereinafter referred to as “Employee”. WHEREAS, Employee has been granted Restricted Shares under the terms of those certain restricted

July 21, 2023 EX-99.1

WesBanco Completes Planned CEO Succession Announces New Executive Employment Agreements

EX-99.1 Exhibit 99.1 PRESS RELEASE For Immediate Release WesBanco Completes Planned CEO Succession Announces New Executive Employment Agreements WHEELING, W.Va., (July 21, 2023) — WesBanco, Inc. (Nasdaq: WSBC), a diversified, multi-state bank holding company, announced today that President and Chief Executive Officer Todd F. Clossin and Senior Executive Vice President and Chief Operating Officer J

July 21, 2023 EX-10.2

First Amendment to Amended and Restated Employment Agreement, dated as of July 21, 2023, by and among Wesbanco Bank, Inc., Wesbanco, Inc. and Todd F. Clossin (incorporated by reference to Exhibit 10.2 of Form 8-K filed by the Registrant with the Securities and Exchange Commission on July 21, 2023)

EX-10.2 Exhibit 10.2 Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT, made and entered into effective as of the 1st day of August, 2023, by and among WESBANCO BANK, INC., hereinafter referred to as “Bank”, WESBANCO, INC., a West Virginia corporation, hereinafter referred to as “Wesbanco” and TODD F. CLOSSIN, hereinafter referred to as “Employee”.

July 21, 2023 EX-10.1

Employment Agreement, dated as of July 21, 2023, by and among Wesbanco Bank, Inc., Wesbanco, Inc. and Jeffrey H. Jackson (incorporated by reference to Exhibit 10.1 of Form 8-K filed by the Registrant with the Securities and Exchange Commission on July 21, 2023)

EX-10.1 Exhibit 10.1 Execution Version AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AGREEMENT, is made and entered into effective as of the 1st day of August, 2023, by and between WESBANCO BANK, INC., hereinafter referred to as “Bank” and JEFFREY H. JACKSON, hereinafter referred to as “Employee”, and WESBANCO, INC., a West Virginia corporation, hereinafter referred to as “Wesbanco”. WHEREAS, Emp

July 21, 2023 8-K

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): July 21, 2023 Wesbanco, Inc. (Exa

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): July 21, 2023 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

July 5, 2023 EX-99.1

WesBanco, Inc. to Host 2023 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 26

WesBanco, Inc. to Host 2023 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 26 Wheeling, WVa., July 5, 2023 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, July 26, 2023. Todd F. Clossin, President and Chief Executive Officer, Jeffrey H. Jackson, Senior Executive Vi

July 5, 2023 8-K

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

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): July 05, 2023 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

June 28, 2023 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period: N/A Commission File Number 001-39442 A.

May 24, 2023 8-K

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

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): May 24, 2023 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 N

May 24, 2023 EX-99.1

Regarding Blackout Period and Regulation BTR Trading Restrictions May 24, 2023

EXHIBIT 99.1 Regarding Blackout Period and Regulation BTR Trading Restrictions May 24, 2023 As required by the Employee Retirement Income Security Act (“ERISA”), Sarbanes-Oxley, and associated regulations, if certain employer retirement plan investments are subject to a blackout, Wesbanco, Inc. (the “Company”) must notify all plan participants, former participants and beneficiaries of the blackout

May 16, 2023 EX-99.1

Wesbanco Announces Planned CEO Succession Date Timeline reflects strong progress in transitioning successor to role

PRESS RELEASE For Immediate Release Wesbanco Announces Planned CEO Succession Date Timeline reflects strong progress in transitioning successor to role WHEELING, W.

May 16, 2023 8-K

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

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): May 16, 2023 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 N

May 15, 2023 EX-99.1

John Iannone Senior Vice President, Investor Relations 304-905-7021 Investor Presentation (Q2 2023) (WSBC financials as of the three months ended 31 March 2023)

John Iannone Senior Vice President, Investor Relations 304-905-7021 Investor Presentation (Q2 2023) (WSBC financials as of the three months ended 31 March 2023) 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.

May 15, 2023 8-K

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

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): May 15, 2023 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 N

May 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

April 24, 2023 EX-99

WesBanco Announces First Quarter 2023 Financial Results

WesBanco Announces First Quarter 2023 Financial Results Wheeling, WVa. (April 24, 2023) – WesBanco, Inc. (“WesBanco”) (Nasdaq: WSBC), a diversified, multi-state bank holding company, today announced net income and related earnings per share for the three months ended March 31, 2023. Net income available to common shareholders for the first quarter of 2023 was $39.8 million, with diluted earnings p

April 24, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 24, 2023 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

April 24, 2023 EX-99

24 April 2023 First Quarter 2023 Earnings Call Presentation

24 April 2023 First Quarter 2023 Earnings Call Presentation 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.

April 20, 2023 8-K

Submission of Matters to a Vote of Security Holders

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): April 19, 2023 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

April 4, 2023 EX-99

WesBanco, Inc. to Host 2023 First Quarter Earnings Conference Call and Webcast on Tuesday, April 25

WesBanco, Inc. to Host 2023 First Quarter Earnings Conference Call and Webcast on Tuesday, April 25 Wheeling, WVa., April 4, 2023 – WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Tuesday, April 25, 2023. Todd F. Clossin, President and Chief Executive Officer, Jeffrey H. Jackson, Senior Executive Vice

April 4, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 04, 2023 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

March 15, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 10, 2023 SC 13G/A

WSBC / Wesbanco, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: WesBanco Inc. Title of Class of Securities: Common Stock CUSIP Number: 950810101 Date of Event Which Requires Filing of this Statement: February 28, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule

February 27, 2023 EX-4.5

Form of Subordinated Indenture.

EX-4.5 Exhibit 4.5 WESBANCO, INC., Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of Subordinated Securities Table of Contents Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 8 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders; Record

February 27, 2023 EX-4.4

Form of Senior Debt Security (included in Exhibit 4.4).

EX-4.4 Exhibit 4.4 WESBANCO, INC., Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of Senior Securities Table of Contents Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders; Record Dates

February 27, 2023 EX-24

Power of Attorney.

EX-24 4 wsbc-ex24.htm EX-24 EXHIBIT 24 POWER OF ATTORNEY FOR EXECUTION OF FORM 10-K TO BE FILED WITH THE SECURITIES & EXCHANGE COMMISSION We, the undersigned Directors of Wesbanco, Inc., hereby severally constitute and appoint Christopher V. Criss and/or Todd F. Clossin, and each of them singly, our true and lawful attorneys with full power to them, and each of them singly, to sign for us and in o

February 27, 2023 EX-25.3

The Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of Wilmington Trust, National Association, with respect to the form of subordinated debt indenture.

EX-25.3 Exhibit 25.3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S. employer identification no.) 1100 North Market Street Wilmington, DE 19890-0001 (Address of pr

February 27, 2023 EX-25.2

The Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of Wilmington Trust, National Association, with respect to the form of senior debt indenture.

EX-25.2 Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S. employer identification no.) 1100 North Market Street Wilmington, DE 19890-0001 (Address of pr

February 27, 2023 EX-21

Significant Subsidiaries of the Registrant.

EXHIBIT 21 Significant Subsidiaries of Wesbanco, Inc. (As of December 31, 2022) Subsidiaries State of Incorporation Wesbanco, Inc. West Virginia Wesbanco Bank, Inc. West Virginia Wesbanco Insurance Services, Inc. West Virginia Wesbanco Title Agency, LLC Ohio THF, Inc. Pennsylvania Wesbanco Asset Management, Inc. Delaware Wesbanco Community Development Corp. Ohio CBSI Development Fund, Inc. Indiana

February 27, 2023 10-K

Our Annual Report on Form 10-K for the fiscal year ended December 31, 2022; and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

February 27, 2023 EX-25.1

The Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of Wilmington Trust, National Association, with respect to the Indenture dated March 23, 2022, by and between Wesbanco, Inc. and Wilmington Trust, National Association, as trustee.

EX-25.1 7 d445291dex251.htm EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S. employer identification no.) 1100 North Market Street Wilmington,

February 27, 2023 S-3ASR

As filed with the Securities and Exchange Commission on February 27, 2023

Form S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 27, 2023 Registration No.

February 27, 2023 EX-FILING FEES

Calculation of Filing Fee Table

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Wesbanco, Inc.

February 15, 2023 8-K

Financial Statements and Exhibits

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): February 15, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

February 15, 2023 EX-99

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q1 2023) (WSBC financials as of the three months ended 31 December 2022)

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q1 2023) (WSBC financials as of the three months ended 31 December 2022) 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.

February 10, 2023 SC 13G/A

WSBC / WesBanco Inc / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 15 )* WesBanco Inc (Name of Issuer) Common Stock (Title of Class of Securities) 950810101 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

February 9, 2023 SC 13G/A

WSBC / WesBanco Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02239-wesbancoinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: WesBanco Inc. Title of Class of Securities: Common Stock CUSIP Number: 950810101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rul

January 24, 2023 EX-99.1

Confidential Draft WesBanco Announces Fourth Quarter 2022 Financial Results

Confidential Draft WesBanco Announces Fourth Quarter 2022 Financial Results Wheeling, WVa.

January 24, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 24, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 24, 2023 EX-99.2

24 January 2023 Fourth Quarter 2022 Earnings Call Presentation

24 January 2023 Fourth Quarter 2022 Earnings Call Presentation 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.

January 5, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 05, 2023 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

January 5, 2023 EX-99.1

WesBanco, Inc. to Host 2022 Fourth Quarter Earnings Conference Call and Webcast on Wednesday, January 25

WesBanco, Inc. to Host 2022 Fourth Quarter Earnings Conference Call and Webcast on Wednesday, January 25 Wheeling, WVa., January 5, 2023 ? WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, January 25, 2023. Todd F. Clossin, President and Chief Executive Officer, Jeffrey H. Jackson, Senior Exe

November 21, 2022 EX-99.1

Confidential Draft WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders

Confidential Draft WesBanco Declares Increase in Quarterly Cash Dividend to Its Shareholders Wheeling, WV, November 16, 2022 ? WesBanco, Inc.

November 21, 2022 8-K

Financial Statements and Exhibits

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): November 16, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

November 2, 2022 8-K

Financial Statements and Exhibits

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): November 02, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission F

November 2, 2022 EX-99.1

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q4 2022) (WSBC financials as of the three months ended 30 September 2022)

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q4 2022) (WSBC financials as of the three months ended 30 September 2022) 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.

October 25, 2022 EX-99.2

25 October 2022 Third Quarter 2022 Earnings Call Presentation

25 October 2022 Third Quarter 2022 Earnings Call Presentation 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.

October 25, 2022 EX-99.1

Confidential Draft WesBanco Announces Third Quarter 2022 Financial Results

Confidential Draft WesBanco Announces Third Quarter 2022 Financial Results Wheeling, WV, October 25, 2022 ? WesBanco, Inc.

October 25, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 25, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 4, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 04, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 4, 2022 EX-99.1

WesBanco, Inc. to Host 2022 Third Quarter Earnings Conference Call and Webcast on Wednesday, October 26

WesBanco, Inc. to Host 2022 Third Quarter Earnings Conference Call and Webcast on Wednesday, October 26 Wheeling, WVa., October 4, 2022 ? WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, October 26, 2022. Todd F. Clossin, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Execu

August 30, 2022 8-K

Financial Statements and Exhibits

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): August 30, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 30, 2022 EX-99.1

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q3 2022) (WSBC financials as of the three months ended 30 June 2022)

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q3 2022) (WSBC financials as of the three months ended 30 June 2022) 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.

August 29, 2022 EX-10.1

10.1 – Amendment to Loan Documents between Wesbanco, Inc. and PNC Bank, National Association

Amendment to Loan Documents THIS AMENDMENT TO LOAN DOCUMENTS (this ?Amendment?) is made as of August 25, 2022, by and between WESBANCO, INC.

August 29, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): August 25, 2022 WESBANCO, INC. (Exact name of Registrant as Specified in Its Charter) West Virginia 001-39442 55-0571723 (State or Other Jurisdiction of Incorporation) (Commission Fil

August 29, 2022 EX-10.2

10.2 – Amended and Restated Revolving Line of Credit Note between Wesbanco, Inc. and PNC Bank, National Association

Amended and Restated Revolving Line Of Credit Note (Multi-Rate Options ? SOFR) $30,000,000.

August 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

July 26, 2022 EX-99.1

Confidential Draft WesBanco Announces Second Quarter 2022 Financial Results

Confidential Draft WesBanco Announces Second Quarter 2022 Financial Results Wheeling, WV, July 26, 2022 ? WesBanco, Inc.

July 26, 2022 EX-99.2

26 July 2022 Second Quarter 2022 Earnings Call Presentation

26 July 2022 Second Quarter 2022 Earnings Call Presentation 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.

July 26, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 26, 2022 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

July 5, 2022 EX-10.2

Change in Control Agreement, dated July 5, 2022, by and between Wesbanco Bank, Inc., Jeffrey H. Jackson and Wesbanco, Inc. **

Exhibit 10.2 CHANGE IN CONTROL AGREEMENT JEFFREY H. JACKSON TABLE OF CONTENTS Section Page Article 1. Definitions 2 Article 2. Severance Benefits 5 2.1. Right to Severance Benefits 5 2.2. Services During Certain Events 6 2.3. Qualifying Termination 6 2.4. Description of Severance Benefits 6 2.5. Termination for Total and Permanent Disability 7 2.6. Termination for Retirement or Death 7 2.7. Termin

July 5, 2022 EX-99.1

Wesbanco Appoints Jeffrey H. Jackson as Chief Operating Officer - Company also announces upcoming retirement of Todd Clossin -

Exhibit 99.1 Wesbanco Appoints Jeffrey H. Jackson as Chief Operating Officer - Company also announces upcoming retirement of Todd Clossin - Wheeling, WVa. (July 5, 2022) ? Wesbanco, Inc. (Nasdaq: WSBC), a diversified, multi-state bank holding company, announced today the hiring of Jeffrey H. Jackson as Senior Executive Vice President and Chief Operating Officer of Wesbanco, Inc. and President and

July 5, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): July 5, 2022 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 N

July 5, 2022 EX-99.1

WesBanco, Inc. to Host 2022 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 27

WesBanco, Inc. to Host 2022 Second Quarter Earnings Conference Call and Webcast on Wednesday, July 27 Wheeling, WVa., July 5, 2022 ? WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, July 27, 2022. Todd F. Clossin, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Executive Vic

July 5, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 05, 2022 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

July 5, 2022 EX-10.1

Employment Agreement, dated July 5, 2022, by and among Wesbanco, Inc. Wesbanco Bank, Inc. and Jeffrey H. Jackson.

Exhibit 10.1 AGREEMENT THIS AGREEMENT, effective the 5th day of July, 2022, by and between WESBANCO BANK, INC., hereinafter referred to as ?Bank? and JEFFREY H. JACKSON, hereinafter referred to as ?Employee?, and WESBANCO, INC., a West Virginia corporation, hereinafter referred to as ?Wesbanco?. WHEREAS, Employee will begin serving as Senior Executive Vice President and Chief Operating Officer of

June 29, 2022 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period: N/A Commission File Number 001-39442 A.

May 5, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

May 4, 2022 8-K

Financial Statements and Exhibits

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): May 04, 2022 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 N

May 4, 2022 EX-99.1

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q2 2022) (WSBC financials as of the three months ended 31 March 2022)

John Iannone Senior Vice President, Investor & Public Relations 304-905-7021 Investor Presentation (Q2 2022) (WSBC financials as of the three months ended 31 March 2022) 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.

April 26, 2022 EX-99.1

Confidential Draft WesBanco Announces First Quarter 2022 Financial Results

Confidential Draft WesBanco Announces First Quarter 2022 Financial Results Wheeling, WV, April 26, 2022 ? WesBanco, Inc.

April 26, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 26, 2022 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

April 26, 2022 EX-99.2

26 April 2022 First Quarter 2022 Earnings Call Presentation

26 April 2022 First Quarter 2022 Earnings Call Presentation 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.

April 20, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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):April 20, 2022 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

April 4, 2022 EX-99.1

WesBanco, Inc. to Host 2022 First Quarter Earnings Conference Call and Webcast on Wednesday, April 27

WesBanco, Inc. to Host 2022 First Quarter Earnings Conference Call and Webcast on Wednesday, April 27 Wheeling, WVa., April 4, 2022 ? WesBanco, Inc. (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced today it will host a conference call at 10:00 a.m. ET on Wednesday, April 27, 2022. Todd F. Clossin, President and Chief Executive Officer, and Daniel K. Weiss, Jr., Executive V

April 4, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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):April 04, 2022 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

March 23, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): March 18, 2022 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

March 23, 2022 EX-4.2

First Supplemental Indenture, dated March 23, 2022, by and between Wesbanco, Inc. and Wilmington Trust, National Association, as trustee.

Exhibit 4.2 WESBANCO, INC. FIRST SUPPLEMENTAL INDENTURE dated as of March 23, 2022 to the Indenture dated as of March 23, 2022 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032 Wilmington Trust, National Association, as Trustee TABLE OF CONTENTS Page ARTICLE 1 SCOPE OF FIRST SUPPLEMENTAL INDENTURE 2 Section 1.01 Scope 2 ARTICLE 2 DEFINITIONS 2 Section 2.01 Definitions and Other Provisions o

March 23, 2022 EX-1.1

Underwriting Agreement, dated March 18, 2022, between Wesbanco, Inc. and Keefe, Bruyette & Woods, Inc., as representative of the several underwriters named therein.

Exhibit 1.1 $150,000,000.00 3.75% Fixed to Floating Rate Subordinated Notes due 2032 Wesbanco, Inc. UNDERWRITING AGREEMENT March 18, 2022 KEEFE, BRUYETTE & WOODS, INC. 787 Seventh Avenue, 4th Floor New York, New York 10019 As representative of the Underwriters listed in Schedule A hereto Ladies and Gentlemen: Wesbanco, Inc., a West Virginia corporation (the ?Company?), proposes to issue and sell t

March 23, 2022 EX-99.1

Wesbanco Prices $150 Million Subordinated Notes Offering

Exhibit 99.1 FOR IMMEDIATE RELEASE Wesbanco Prices $150 Million Subordinated Notes Offering WHEELING, WV, March 18, 2022? Wesbanco, Inc. (Nasdaq/NGS: WSBC) (?Wesbanco?) today announced that it has priced a public offering of $150 million aggregate principal amount of its 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032 (the ?Notes?). The price to the public for the Notes is 100% of the pri

March 23, 2022 EX-4.1

Indenture, dated March 23, 2022, by and between Wesbanco, Inc. and Wilmington Trust, National Association, as trustee.

Exhibit 4.1 WESBANCO, INC., Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of March 23, 2022 Subordinated Securities Table of Contents Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders

March 21, 2022 424B5

Wesbanco, Inc. 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-239181 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED JUNE 15, 2020) Wesbanco, Inc. $150,000,000 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032 We are offering $150,000,000 aggregate principal amount of our 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032, or the Notes. The Notes will mature on April 1,

March 21, 2022 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) Wesbanco, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount

Exhibit 107 Calculation of Filing Fee Tables 424B5 (Form Type) Wesbanco, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forwa

March 18, 2022 424B5

SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS SUPPLEMENT DATED MARCH 18, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-239181 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisd

March 18, 2022 FWP

PRICING TERM SHEET Wesbanco, Inc. 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032 Term Sheet Issuer: Wesbanco, Inc. (the “Company”) Security: 3.75% Fixed-to-Floating Rate Subordinated Notes due 2032 (the “Notes”) Aggregate Principal Amount:

Free Writing Prospectus Filed Pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement, dated March 18, 2022 Registration No.

March 18, 2022 FWP

March 2022 Fixed Income Investor Presentation (WSBC financials for the three months ended December 31, 2021) Issuer Free Writing Prospectus Dated March 18, 2022 Filed Pursuant to Rule 433 Registration No. 333-239181

March 2022 Fixed Income Investor Presentation (WSBC financials for the three months ended December 31, 2021) Issuer Free Writing Prospectus Dated March 18, 2022 Filed Pursuant to Rule 433 Registration No.

March 16, 2022 DEF 14A

definitive proxy statement on Schedule 14A, filed on March 16, 2022

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 3, 2022 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

March 3, 2022 EX-99.1

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 provis

Exhibit 99.1 Fixed Income Investor Presentation (WSBC financials for the three months ended December 31, 2021) March 2022 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 Securiti

February 28, 2022 EX-21

Significant Subsidiaries of the Registrant.

EXHIBIT 21 Significant Subsidiaries of Wesbanco, Inc. (As of December 31, 2021) Subsidiaries State of Incorporation Wesbanco, Inc. West Virginia Wesbanco Bank, Inc. West Virginia Wesbanco Insurance Services, Inc. West Virginia Wesbanco Title Agency, LLC Ohio THF, Inc. Pennsylvania Wesbanco Asset Management, Inc. Delaware Wesbanco Community Development Corp. Ohio CBSI Development Fund, Inc. Indiana

February 28, 2022 EX-24

Power of Attorney.

EXHIBIT 24 POWER OF ATTORNEY FOR EXECUTION OF FORM 10-K TO BE FILED WITH THE SECURITIES & EXCHANGE COMMISSION We, the undersigned Directors of Wesbanco, Inc.

February 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39442 WESBANCO, INC.

February 24, 2022 EX-99.2

WesBanco, Inc. Announces Approval of a New Stock Repurchase Program

EX-99.2 3 wsbc-ex992.htm EX-99.2 WesBanco, Inc. Announces Approval of a New Stock Repurchase Program Wheeling, W.Va., February 24, 2022 – WesBanco, Inc. (“WesBanco”) (Nasdaq:WSBC), a diversified, multi-state bank holding company, announced that the Board of Directors has authorized the adoption of a new stock repurchase plan for the purchase of up to an additional 3.2 million shares of WesBanco co

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