PITTSBURGH AND LAKEWOOD, COLO. — The PNC Financial Services Group Inc. (NYSE: PNC) has entered into a definitive agreement to acquire Lakewood-based FirstBank Holding Co., including its banking subsidiary FirstBank, in a deal valued at $4.1 billion.
Founded in 1963, FirstBank Holding has $26.8 billion in assets under management as of June 30 and provides commercial and retail banking services across Colorado and Arizona. The bank operates 95 FirstBank retail bank branches.
PNC plans to retain all of FirstBank’s retail branches, as well as the onsite banking team members. The bank branches will be rebranded as PNC Bank branches following the closing of the merger, after which FirstBank will be fully merged into PNC Bank NA.
“For decades, FirstBank has been proud to serve Colorado and Arizona with a strong community focus, deep customer relationships and dedicated commitment to our employees,” says Kevin Classen, CEO of FirstBank. “In PNC, we have found a partner that not only values this legacy but is committed to building on it. Their scale, technology and breadth of financial services will allow us to offer even more to our customers, while ensuring that our employees and communities continue to thrive.”
Upon completion of the merger, Classen will become PNC’s Colorado regional president and Mountain Territory executive, which includes Arizona and Utah.
The combination will more than triple PNC’s branch network in Colorado to 120, making the state one of PNC’s top markets nationwide. After the close of the transaction, PNC will become the No. 1 bank branch in Denver in both retail deposit share (20 percent) and branch share (14 percent).
The transaction will also grow PNC’s presence in Arizona to more than 70 branches, adding 13 FirstBank branches.
“FirstBank is the standout branch banking franchise in Colorado and Arizona, with a proud legacy built over generations by its founders, management and employees,” says William Demchak, chairman and CEO of PNC.
FirstBank stockholders will be entitled to elect to receive the merger consideration in PNC common stock or in cash. The consideration comprises a fixed number of approximately 13.9 million shares of PNC common stock and $1.2 billion in cash. PNC’s stock price closed on Friday, Sept. 5 at $204.40 per share, up from $182.61 a year ago, a nearly 12 percent increase.
The boards of directors of both PNC and FirstBank Holding have approved the transaction, which is expected to close in early 2026 subject to receipt of all required approvals and other customary closing conditions. FirstBank Holding’s shareholders who hold more than approximately 45.7 percent of FirstBank Holding’s shares have entered into customary voting and support agreements and have agreed to vote their shares in favor of the transaction.
Wells Fargo is serving as financial advisor to PNC. Wachtell, Lipton, Rosen & Katz is serving as the Pittsburgh-based bank’s legal advisor.
Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are serving as co-financial advisors to FirstBank, and Sullivan & Cromwell LLP is serving as the company’s lead legal advisor.
— John Nelson