EWBC 10-Q Quarterly Report Sept. 30, 2024

EAST WEST BANCORP INC

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ewbc-20240930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ 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 000-24939

EAST WEST BANCORP, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation or organization)

95-4703316

(I.R.S. Employer Identification No.)

135 North Los Robles Ave. , 7th Floor , Pasadena , California 91101

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:

( 626 ) 768-6000

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

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Common Stock, par value $0.001 per share

EWBC

The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Number of shares outstanding of the issuer’s common stock on the latest practicable date: 138,629,143 shares as of October 31, 2024 .

TABLE OF CONTENTS


			Page
FORWARD-LOOKING S TATEMENTS			3
PART I — FINANCIAL INFORMATION			5

	Item 1.	Consolidated Financial Statements	5
		Consolidated Balance Sheets (Unaudited)	5
		Consolidated Statement of Income (Unaudited)	6
		Consolidated Statement of Comprehensive Income (Unaudited)	7
		Consolidated Statement of Changes in Stockholders’ Equity (Unaudited)	8
		Consolidated Statement of Cash Flows (Unaudited)	9
		Notes to Consolidated Financial Statements (Unaudited)	11
		1 — Basis of Presentation	11
		2 — Current Accounting Developments and Summary of Significant Accounting Policies	11
		3 — Fair Value Measurement and Fair Value of Financial Instruments	12
		4 — Securities Purchased under Resale Agreements	22
		5 — Securities	24
		6 — Derivatives	30
		7 — Loans Receivable and Allowance for Credit Losses	37
		8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments , Net	53
		9 — Goodwill	55
		10 — Short-Term Borrowings and Long-Term Debt	56
		1 1 — Commitments and Contingencies	56


		1 2 — Stock Compensation Plans	58
		1 3 — Stockholders’ Equity and Earnings Per Share	59
		14 — Accumulated Other Comprehensive (Loss) Income	60
		1 5 — Business Segments	62


	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	65










	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	110

	Item 4.	Controls and Procedures	110


PART II — OTHER INFORMATION			111

	Item 1.	Legal Proceedings	111
	Item 1A.	Risk Factors	111
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	112


	Item 5.	Other Information	112
	Item 6.	Exhibits	113

GLOSSARY OF ACRONYMS			114

SIGNATURE			115

Forward-Looking Statements

Certain matters discussed in this Quarterly Report on Form 10-Q (this “Form 10-Q”) contain “forward-looking statements” that are intended to be covered by the safe harbor for such statements provided by the Private Securities Litigation Reform Act of 1995. East West Bancorp, Inc. (referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company,” “we,” “us,” “our” or “EWBC”) may make forward-looking statements in other documents that it files with, or furnishes to, the United States (“U.S.”) Securities and Exchange Commission (“SEC”) and management may make forward-looking statements to analysts, investors, media members and others. Forward-looking statements are those that do not relate to historical facts and that are based on current assumptions, beliefs, estimates, expectations and projections, many of which, by their nature, are inherently uncertain and beyond the Company’s control. Forward-looking statements may relate to various matters, including the Company’s financial condition, results of operations, plans, objectives, future performance, business or industry, and usually can be identified by the use of forward-looking words such as “anticipates,” “assumes,” “believes,” “can,” “continues,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “likely,” “may,” “might,” “objective,” “plans,” “potential,” “projects,” “remains,” “should,” “target,” “trend,” “will,” “would,” or similar expressions or variations thereof, and the negative thereof, but these terms are not the exclusive means of identifying such statements. You should not place undue reliance on forward-looking statements, as they are subject to risks and uncertainties.

Factors that might cause future results to differ materially from historical performance and any forward-looking statements include, but are not limited to:

• changes in local, regional and global business, economic and political conditions, and natural or geopolitical events;

• the soundness of other financial institutions and the impacts related to or resulting from bank failures and other industry volatility, including potential increased regulatory requirements, Federal Deposit Insurance Corporation insurance premiums and assessments, and deposit withdrawals;

• changes in laws or the regulatory environment, including trade, monetary and fiscal policies and laws and current or potential disputes between the U.S. and the People’s Republic of China;

• changes in the commercial and consumer real estate markets;

• changes in consumer or commercial spending, savings and borrowing habits, and patterns and behaviors;

• the Company’s ability to compete effectively against financial institutions and other entities, including as a result of emerging technologies;

• the success and timing of the Company’s business strategies;

• the Company’s ability to retain key officers and employees;

• changes in key variable market interest rates, competition, regulatory requirements and product mix;

• changes in the Company’s costs of operation, compliance and expansion;

• disruption, failure in, or breach of, the Company’s operational or security systems or infrastructure, or those of third-party vendors with which the Company does business, including as a result of cyber-attacks, and the disclosure or misuse of confidential information;

• the adequacy of the Company’s risk management framework;

• future credit quality and performance, including expectations regarding future credit losses and allowance levels;

• adverse changes to the Company’s credit ratings;

• legal proceedings, regulatory investigations and their resolution;

• the Company’s capital requirements and its ability to generate capital internally or raise capital on favorable terms;

• the impact on the Company’s liquidity due to changes in the Company’s ability to receive dividends from its subsidiaries; and

• any strategic acquisitions or divestitures and the introduction of new or expanded products and services or other events that may directly or indirectly result in a negative impact on the financial performance of the Company and its customers.

For a more detailed discussion of some of the factors that might cause such differences, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024 (the “Company’s 2023 Form 10-K”) under the heading Item 1A. Risk Factors . You should treat forward-looking statements as speaking only as of the date they are made and based only on information then actually known to the Company. The Company does not undertake, and specifically disclaims any obligation to update or revise any forward-looking statements to reflect the occurrence of events or circumstances after the date of such statements except as required by law.

PART I — FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

($ in thousands, except shares)

(Unaudited)



	September 30, 2024		December 31, 2023

ASSETS
Cash and due from banks	$	362,167	$	444,793
Interest-bearing cash with banks	4,497,906		4,170,191
Cash and cash equivalents	4,860,073		4,614,984
Interest-bearing deposits with banks	116,101		10,498
Securities purchased under resale agreements (“resale agreements”)	425,000		785,000
Debt securities:
Available-for-sale (“AFS”), at fair value (amortized cost of $ 10,667,293 and $ 6,916,491 )	10,133,877		6,188,337
Held-to-maturity (“HTM”), at amortized cost (fair value of $ 2,510,352 and $ 2,453,971 )	2,928,399		2,956,040

Loans held-for-sale	—		116
Loans held-for-investment (net of allowance for loan losses of $ 696,485 and $ 668,743 )	52,556,696		51,542,039
Affordable housing partnership, tax credit and Community Reinvestment Act (“CRA”) investments, net	924,439		905,036

Premises and equipment (net of accumulated depreciation of $ 164,032 and $ 157,622 )	80,698		86,370

Operating lease right-of-use assets	82,775		94,024
Goodwill	465,697		465,697
Other assets	1,909,965		1,964,743
TOTAL	$	74,483,720	$	69,612,884
LIABILITIES
Deposits:
Noninterest-bearing	$	14,690,864	$	15,539,872
Interest-bearing	47,009,251		40,552,566
Total deposits	61,700,115		56,092,438

Bank Term Funding Program (“BTFP”) borrowings	—		4,500,000

Federal Home Loan Bank (“FHLB”) advances	3,500,000		—

Long-term debt and finance lease liabilities	36,055		153,011
Operating lease liabilities	90,369		102,353
Accrued expenses and other liabilities	1,492,642		1,814,248
Total liabilities	66,819,181		62,662,050
COMMITMENTS AND CONTINGENCIES (Note 11)
STOCKHOLDERS’ EQUITY
Common stock, $ 0.001 par value, 200,000,000 shares authorized; 169,888,355 and 169,372,230 shares issued	170		169
Additional paid-in capital	2,018,105		1,980,818
Retained earnings	7,095,587		6,465,230
Treasury stock, at cost 31,279,102 and 29,344,863 shares	( 1,012,019 )		( 874,787 )
Accumulated other comprehensive loss (“AOCI”), net of tax	( 437,304 )		( 620,596 )
Total stockholders’ equity	7,664,539		6,950,834
TOTAL	$	74,483,720	$	69,612,884

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME

($ and shares in thousands, except per share data)

(Unaudited)



	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
INTEREST AND DIVIDEND INCOME
Loans receivable, including fees	$	887,353	$	818,719	$	2,622,183	$	2,318,369
Debt securities	123,983		69,778		311,107		204,679

Resale agreements	1,663		4,460		9,663		12,932
Restricted equity securities	2,840		1,079		7,129		3,054
Interest-bearing cash and deposits with banks	60,060		67,751		183,848		164,393
Total interest and dividend income	1,075,899		961,787		3,133,930		2,703,427
INTEREST EXPENSE
Deposits	454,071		338,296		1,291,752		842,567
Federal funds purchased and other short-term borrowings	16		49,575		42,154		107,432
FHLB advances	48,261		—		104,840		6,430
Securities sold under repurchase agreements (“repurchase agreements”)	49		193		142		1,456
Long-term debt and finance lease liabilities	780		2,910		3,952		8,122
Total interest expense	503,177		390,974		1,442,840		966,007
Net interest income before provision for credit losses	572,722		570,813		1,691,090		1,737,420
Provision for credit losses	42,000		42,000		104,000		88,000
Net interest income after provision for credit losses	530,722		528,813		1,587,090		1,649,420
NONINTEREST INCOME
Deposit account fees	26,815		23,560		77,412		69,983
Lending fees	26,453		20,312		73,718		61,799
Foreign exchange income	13,569		11,396		37,962		34,872
Wealth management fees	10,683		5,922		28,798		19,213
Customer derivative (losses) income	( 706 )		11,208		8,808		21,145


Net gains (losses) on sales of loans	21		( 12 )		36		( 41 )
Net gains (losses) on AFS debt securities	145		—		1,979		( 10,000 )



Other investment income	2,800		1,751		6,201		7,675
Other income	4,981		2,615		13,508		10,715
Total noninterest income	84,761		76,752		248,422		215,361
NONINTEREST EXPENSE
Compensation and employee benefits	135,464		123,153		410,864		377,744
Occupancy and equipment expense	16,238		15,353		46,499		47,028
Deposit account expense	12,229		11,585		36,467		31,753
Computer and software related expenses	11,436		11,761		34,172		33,160
Deposit insurance premiums and regulatory assessments	9,178		8,583		39,535		24,755


Other operating expense	36,021		31,885		107,079		102,092
Amortization of tax credit and CRA investments	5,600		49,694		34,859		115,718

Total noninterest expense	226,166		252,014		709,475		732,250
INCOME BEFORE INCOME TAXES	389,317		353,551		1,126,037		1,132,531
Income tax expense	90,151		65,813		253,566		210,323
NET INCOME	$	299,166	$	287,738	$	872,471	$	922,208
EARNINGS PER SHARE (“EPS”)
BASIC	$	2.16	$	2.03	$	6.28	$	6.52
DILUTED	$	2.14	$	2.02	$	6.23	$	6.49
WEIGHTED-AVERAGE NUMBER OF SHARES OUTSTANDING
BASIC	138,606		141,485		138,997		141,356
DILUTED	139,648		142,122		139,939		142,044

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

($ in thousands)

(Unaudited)



	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net income	$	299,166	$	287,738	$	872,471	$	922,208
Other comprehensive income (loss), net of tax:
Net changes in unrealized gains (losses) on AFS debt securities	132,028		( 72,691 )		137,227		( 64,990 )

Amortization of unrealized losses on debt securities transferred from AFS to HTM	2,765		2,870		8,161		8,448
Net changes in unrealized gains (losses) on cash flow hedges	83,202		( 27,334 )		36,519		( 52,608 )
Foreign currency translation adjustments	( 1,126 )		3,710		1,385		( 598 )
Other comprehensive income (loss)	216,869		( 93,445 )		183,292		( 109,748 )
COMPREHENSIVE INCOME	$	516,035	$	194,293	$	1,055,763	$	812,460

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

($ in thousands, except shares and per share data)

(Unaudited)



	Common Stock and Additional Paid-in Capital			Retained Earnings		Treasury Stock		AOCI, Net of Tax		Total Stockholders’ Equity
	Shares	Amount
BALANCE, JULY 1, 2023	141,483,668	$	1,959,784	$	6,075,735	$	( 791,890 )	$	( 781,932 )	$	6,461,697

Net income	—	—		287,738		—		—		287,738
Other comprehensive loss	—	—		—		—		( 93,445 )		( 93,445 )
Issuance of common stock pursuant to various stock compensation plans and agreements	5,682	9,624		—		—		—		9,624
Repurchase of common stock pursuant to various stock compensation plans and agreements	( 3,401 )	—		—		( 186 )		—		( 186 )

Cash dividends on common stock ($ 0.48 per share)	—	—		( 68,722 )		—		—		( 68,722 )
BALANCE, SEPTEMBER 30, 2023	141,485,949	$	1,969,408	$	6,294,751	$	( 792,076 )	$	( 875,377 )	$	6,596,706
BALANCE, JULY 1, 2024	138,604,437	$	2,007,558	$	6,873,653	$	( 1,011,924 )	$	( 654,173 )	$	7,215,114

Net income	—	—		299,166		—		—		299,166
Other comprehensive income	—	—		—		—		216,869		216,869
Issuance of common stock pursuant to various stock compensation plans and agreements	5,948	10,717		—		—		—		10,717
Repurchase of common stock pursuant to various stock compensation plans and agreements	( 1,132 )	—		—		( 95 )		—		( 95 )

Cash dividends on common stock ($ 0.55 per share)	—	—		( 77,232 )		—		—		( 77,232 )
BALANCE, SEPTEMBER 30, 2024	138,609,253	$	2,018,275	$	7,095,587	$	( 1,012,019 )	$	( 437,304 )	$	7,664,539



	Common Stock and Additional Paid-in Capital			Retained Earnings		Treasury Stock		AOCI, Net of Tax		Total Stockholders’ Equity
	Shares	Amount
BALANCE, JANUARY 1, 2023	140,947,846	$	1,936,557	$	5,582,546	$	( 768,862 )	$	( 765,629 )	$	5,984,612
Cumulative-effect of change in accounting principle (1)	—	—		( 4,262 )		—		—		( 4,262 )
Net income	—	—		922,208		—		—		922,208
Other comprehensive loss	—	—		—		—		( 109,748 )		( 109,748 )



Issuance of common stock pursuant to various stock compensation plans and agreements	857,501	32,851		—		—		—		32,851
Repurchase of common stock pursuant to various stock compensation plans and agreements	( 319,398 )	—		—		( 23,214 )		—		( 23,214 )

Cash dividends on common stock ($ 1.44 per share)	—	—		( 205,741 )		—		—		( 205,741 )
BALANCE, SEPTEMBER 30, 2023	141,485,949	$	1,969,408	$	6,294,751	$	( 792,076 )	$	( 875,377 )	$	6,596,706
BALANCE, JANUARY 1, 2024	140,027,367	$	1,980,987	$	6,465,230	$	( 874,787 )	$	( 620,596 )	$	6,950,834
Cumulative-effect of change in accounting principle (2)	—	—		( 9,482 )		—		—		( 9,482 )
Net income	—	—		872,471		—		—		872,471
Other comprehensive income	—	—		—		—		183,292		183,292



Issuance of common stock pursuant to various stock compensation plans and agreements	516,125	37,288		—		—		—		37,288
Repurchase of common stock pursuant to various stock compensation plans and agreements	( 191,743 )	—		—		( 14,011 )		—		( 14,011 )
Repurchase of common stock pursuant to the stock repurchase program	( 1,742,496 )	—		—		( 123,221 )		—		( 123,221 )
Cash dividends on common stock ($ 1.65 per share)	—	—		( 232,632 )		—		—		( 232,632 )
BALANCE, SEPTEMBER 30, 2024	138,609,253	$	2,018,275	$	7,095,587	$	( 1,012,019 )	$	( 437,304 )	$	7,664,539

(1) Represents the change in the Company’s allowance for loan losses as a result of the adoption of Accounting Standards Update (“ASU”) 2022-02 , Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and the Vintage Disclosures on January 1, 2023.

(2) Represents the impact of the adoption of ASU 2023-02 , Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method on January 1, 2024. Refer to Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies in this Form 10-Q for additional information.

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

($ in thousands)

(Unaudited)



	Nine Months Ended September 30,
	2024		2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	872,471	$	922,208
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses	104,000		88,000
Depreciation and amortization	139,736		174,856
Amortization of premiums (accretion of discount), net	10,732		( 15,740 )
Stock compensation costs	34,371		29,934
Deferred income tax (benefit) expense	( 12,780 )		1,083
Net (gains) losses on sales of loans	( 36 )		41
Net (gains) losses on AFS debt securities	( 1,979 )		10,000
Impairment on other real estate owned (“OREO”) and other foreclosed assets	2,576		—
Net gains on sales of OREO and other foreclosed assets	( 326 )		( 3,071 )


Loans held-for-sale:
Originations and purchases	( 2,491 )		—
Proceeds from sales and paydowns/payoffs of loans originally classified as held-for-sale	2,629		—


Distributions received from equity method investees	4,617		3,727
Net change in accrued interest receivable and other assets	58,797		( 361,324 )
Net change in accrued expenses and other liabilities	( 295,554 )		11,641
Other operating activities, net	( 5,229 )		1,867
Total adjustments	39,063		( 58,986 )
Net cash provided by operating activities	911,534		863,222
CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in:
Affordable housing partnership, tax credit and CRA investments	( 224,828 )		( 154,309 )
Interest-bearing deposits with banks	( 105,275 )		121,730
Assets purchased under resale agreements:
Proceeds from paydowns and maturities	360,000		219,917
Purchases	—		( 212,725 )
AFS debt securities:
Proceeds from sales	1,361,386		—
Proceeds from repayments, maturities and redemptions	1,073,539		877,377
Purchases	( 6,158,520 )		( 1,011,326 )
HTM debt securities:
Proceeds from repayments, maturities and redemptions	39,401		49,649

Loans held-for-investment:
Proceeds from sales of loans originally classified as held-for-investment	702,564		528,056
Purchases	( 741,188 )		( 433,228 )
Other changes in loans held-for-investment, net	( 1,038,818 )		( 2,794,119 )



Redemption of trust preferred securities	3,558		—

Proceeds from sales of OREO and other foreclosed assets	24,550		3,341

Distributions received from equity method investees	20,054		16,614
Purchases of FHLB stock, net	( 84,050 )		—
Other investing activities, net	( 11,925 )		( 108,599 )
Net cash used in investing activities	( 4,779,552 )		( 2,897,622 )

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

($ in thousands)

(Unaudited)

(Continued)



	Nine Months Ended September 30,
	2024		2023



















































CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits	5,591,371		( 840,367 )
Net change in short-term borrowings	( 4,500,000 )		4,500,017

FHLB advances:
Proceeds	4,000,000		6,000,000
Repayment	( 500,000 )		( 6,000,000 )
Repurchase agreements:

Repayment	—		( 300,000 )
Extinguishment cost	—		( 3,872 )
Long-term debt and lease liabilities:

Repayment of junior subordinated debt and lease liabilities	( 117,226 )		( 637 )
Common stock:
Proceeds from issuance pursuant to various stock compensation plans and agreements	1,580		1,563
Stock tendered for payment of withholding taxes	( 14,011 )		( 23,214 )
Repurchase of common stocks pursuant to the stock repurchase program	( 123,221 )		—
Cash dividends paid	( 232,132 )		( 206,848 )
Net cash provided by financing activities	4,106,361		3,126,642
Effect of exchange rate changes on cash and cash equivalents	6,746		( 12,848 )
NET INCREASE IN CASH AND CASH EQUIVALENTS	245,089		1,079,394
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	4,614,984		3,481,784
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	4,860,073	$	4,561,178

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	1,584,127	$	852,315
Income taxes, net	$	241,491	$	284,347
Noncash investing and financing activities:


Loans transferred from held-for-investment to held-for-sale	$	646,797	$	507,215




Loans transferred to OREO or other foreclosed assets	$	67,379	$	—

See accompanying Notes to Consolidated Financial Statements.

EAST WEST BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 — Basis of Presentation

East West Bancorp, Inc. is a registered bank holding company that offers a full range of banking services to individuals and businesses through its subsidiary bank, East West Bank and its subsidiaries (“East West Bank” or the “Bank”). The unaudited interim Consolidated Financial Statements in this Quarterly Report on Form 10-Q (this “Form 10-Q”) include the accounts of East West, East West Bank and East West’s subsidiaries. Intercompany transactions and accounts have been eliminated in consolidation. As of September 30, 2024, East West also has one wholly-owned subsidiary that is a statutory business trust (the “Trust”). In accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 810, Consolidation , the Trust is not included on the Consolidated Financial Statements.

The unaudited interim Consolidated Financial Statements are presented in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), applicable guidelines prescribed by regulatory authorities and general practices in the banking industry. While the unaudited interim Consolidated Financial Statements reflect all adjustments that, in the opinion of management, are necessary for fair presentation, they primarily serve to update the Company’s 2023 Form 10-K, and may not include all the information and notes necessary to constitute a complete set of financial statements. Accordingly, they should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s 2023 Form 10-K.

The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the Consolidated Financial Statements, income and expenses during the reporting periods, and the related disclosures. Although our estimates consider current conditions and how we expect them to change in the future, it is reasonably possible that actual results could be materially different from those estimates. Hence, the current period’s results of operations are not necessarily indicative of results that may be expected for any future interim period or for the year as a whole. Certain items on the Consolidated Financial Statements and notes for the prior periods have been reclassified to conform to the current presentation. Events subsequent to the Consolidated Balance Sheet date have been evaluated through the date the Consolidated Financial Statements are issued for inclusion in the accompanying Consolidated Financial Statements.

Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies

Accounting Pronouncements Adopted in 2024


Standard	Required Date of Adoption	Description	Effect on Financial Statements



ASU 2023-02, Investments — Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method	January 1, 2024	ASU 2023-02 expands the scope of the proportional amortization method (“PAM”) to equity tax credit investment programs if certain conditions are met. Previously, PAM could only be used for investments in low-income housing tax credit structures. Under this guidance, companies are able to elect, on a tax credit program-by-tax credit program basis, to apply PAM to all equity investments meeting the criteria in ASC 323-740-25-1. The amendments in this guidance must be applied on a modified retrospective or a retrospective basis.	The Company adopted ASU 2023-02 on January 1, 2024, for all tax credit investments under a modified retrospective basis. The impact of the adoption decreased opening retained earnings on January 1, 2024 by $ 9 million.

The following standards were also adopted on January 1, 2024, but they did not have a material impact on the Company’s Consolidated Financial Statements:

• ASU 2023-01, Leases (Topic 842): Common Control Arrangements

• ASU 2022-03, Fair Value Measurement (Topic 820) Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions

Significant Accounting Policies Update

Income Taxes — The Company has elected to apply PAM to qualifying affordable housing partnership, new markets, historic, production and renewable energy tax credit investments. Under PAM, the Company amortizes the initial cost of the investment in proportion to the income tax credits and other income tax benefits received, and recognizes the amortization in Income tax expense on the Consolidated Statement of Income.

Note 3 — Fair Value Measurement and Fair Value of Financial Instruments

Under applicable accounting standards, the Company measures a portion of its assets and liabilities at fair value. These assets and liabilities are predominantly recorded at fair value on a recurring basis. From time to time, certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments only as required through the application of an accounting method such as lower of cost or fair value or write-down of individual assets. The Company categorizes its assets and liabilities into three levels based on the established fair value hierarchy and conducts a review of fair value hierarchy classifications on a quarterly basis. For more information regarding the fair value hierarchy and how the Company measures fair value, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Fair Value to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following section describes the valuation methodologies used by the Company to measure financial assets and liabilities on a recurring basis, as well as the general classification of these instruments within the fair value hierarchy.

Available-for-Sale Debt Securities — The fair value of AFS debt securities is generally determined by independent external pricing service providers who have experience in valuing these securities or by taking the average quoted market prices obtained from independent external brokers. The valuations provided by the third-party pricing service providers are based on observable market inputs, which include benchmark yields, reported trades, issuer spreads, benchmark securities, bids, offers, prepayment expectations and reference data obtained from market research publications. Inputs used by the third-party pricing service providers in valuing collateralized mortgage obligations and other securitization structures also include newly issued data, monthly payment information, whole loan collateral performance, tranche evaluation and “to be announced” prices. In valuing securities issued by state and political subdivisions, inputs used by third-party pricing service providers also include material event notices. The valuations provided by the brokers incorporate information from their trading desks, research and other market data.

On a monthly basis, the Company validates the valuations provided by third-party pricing service providers to ensure that the fair value determination is consistent with the applicable accounting guidance and the financial instruments are properly classified in the fair value hierarchy. To perform this validation, the Company evaluates the fair values of securities by comparing the fair values provided by the third-party pricing service providers to prices from other available independent sources for the same securities. When significant variances in prices are identified, the Company further compares the inputs used by different sources to ascertain the reliability of these sources. On a quarterly basis, the Company reviews the valuation inputs and methodology furnished by third-party pricing service providers for each security category. On an annual basis, the Company assesses the reasonableness of broker pricing by reviewing the related pricing methodologies. This review includes corroborating pricing with market data, performing pricing input reviews under current market-related conditions, and investigating security pricing by instrument as needed.

When a quoted price in an active market exists for the identical security, this price is used to determine the fair value and the AFS debt security is classified as Level 1. Level 1 AFS debt securities consist of U.S. Treasury securities. When pricing is unavailable from third-party pricing service providers for certain securities, the Company requests market quotes from various independent external brokers and utilizes the average quoted market prices. In addition, the Company obtains market quotes from other official published sources. As these valuations are based on observable inputs in the current marketplace, they are classified as Level 2.

Equity Securities — Equity securities consist of mutual funds and exchange-traded equity securities. The Company invested in these mutual funds for CRA purposes. The Company uses net asset value (“NAV”) information to determine the fair value of these equity securities. When NAV is available periodically and the equity securities can be put back to the transfer agents at the publicly available NAV, the fair value of the equity securities is classified as Level 1. When NAV is available periodically, but the equity securities may not be readily marketable at its periodic NAV in the secondary market, the fair value of these equity securities is classified as Level 2.

Exchange-traded equity securities are measured based on quoted prices on an active exchange market, and classified as Level 1. Effective January 24, 2024, all of the outstanding shares of Visa B common stock (“Visa B shares”) were redenominated to Visa Class B-1 common stock (“Visa B-1 shares”). On April 8, 2024, Visa commenced an initial exchange offer for any and all outstanding Visa B-1 shares. In exchange for the Company’s 2,266 Visa B-1 shares, the Company received 1,133 Visa Class B-2 common stock (“Visa B-2 shares”) and 449 Visa Class C common stock (“Visa C shares”). The Visa B-2 shares remain subject to transfer restrictions and will continue to be held at cost. As the Visa C shares are convertible into Visa’s publicly traded Class A common stock (“Visa A shares”), the Company recognized the Visa C shares at fair value of $ 494 thousand based on the closing price of the Visa A shares as of September 30, 2024.

Interest Rate Contracts — Interest rate contracts consist of interest rate swaps and options. The fair value of the interest rate swaps is determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments). The fair value of the interest rate options, which consist of floors and caps, is determined using the market standard methodology of discounting the future expected cash receipts that will occur if variable interest rates fall below (rise above) the strike rate of the floors (caps). In addition, to comply with the provisions of ASC 820, Fair Value Measurement , the Company incorporates credit valuation adjustments to appropriately reflect both its own and the respective counterparty’s nonperformance risk in the fair value measurements of its derivatives. The credit valuation adjustments associated with the Company’s derivatives utilize model-derived credit spreads, which are Level 3 inputs. Considering the observable nature of all other significant inputs utilized, the Company classifies these derivative instruments as Level 2.

Foreign Exchange Contracts — The fair value of foreign exchange contracts is determined at each reporting period based on changes in the applicable foreign exchange rates. These are over-the-counter contracts where quoted market prices are not readily available. Valuation is measured using conventional valuation methodologies with observable market data. Due to the short-term nature of the majority of these contracts, the counterparties’ credit risks are considered nominal and result in no adjustments to the valuation of the foreign exchange contracts. Due to the observable nature of the inputs used in deriving the fair value of these contracts, the valuation of foreign exchange contracts is classified as Level 2. In addition, the Bank managed its foreign currency exposure in the net investment in its China subsidiary, East West Bank (China) Limited, a non-U.S. dollar (“USD”) functional currency subsidiary, with foreign currency non-deliverable forward contracts. These foreign currency non-deliverable forward contracts were designated as net investment hedges. The fair value of foreign currency non-deliverable forward contracts is determined by comparing the contracted foreign exchange rate to the current market foreign exchange rate. Key inputs of the current market exchange rate include the spot and forward rates of the contractual currencies. Foreign exchange forward curves are used to determine which forward rate pertains to a specific maturity. Due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are classified as Level 2.

Credit Contracts — Credit contracts utilized by the Company are comprised of credit risk participation agreements (“RPAs”) entered into by the Company with institutional counterparties. The fair value of the RPAs is calculated by determining the total expected asset or liability exposure of the derivatives to the borrowers and applying the borrowers’ credit spread to that exposure. Total expected exposure incorporates both the current and potential future exposure of the derivatives, derived from using observable inputs, such as yield curves and volatilities. Due to the observable nature of all other significant inputs used in deriving the estimated fair value, credit contracts are classified as Level 2.

Equity Contracts — Equity contracts consist of warrants to purchase common or preferred stock of public and private companies, and any liability-classified contingently issuable shares of the Company. The fair value of the warrants is based on the Black-Scholes option pricing model. For warrants from public companies, the model uses the underlying stock price, stated strike price, warrant expiration date, risk-free interest rate based on a duration-matched U.S. Treasury rate, and market-observable company-specific equity volatility as inputs to value the warrants. Due to the observable nature of the inputs used in deriving the estimated fair value, warrants from public companies are classified as Level 2. For warrants from private companies, the model uses inputs such as the offering price observed in the most recent round of funding, stated strike price, warrant expiration date, risk-free interest rate based on duration-matched U.S. Treasury rate and equity volatility. The Company applies proxy volatilities based on the industry sectors of the private companies. The model values are then adjusted for a general lack of liquidity due to the private nature of the underlying companies. Since both equity volatility and liquidity discount assumptions are subject to management’s judgment, measurement uncertainty is inherent in the valuation of private company warrants. Due to the unobservable nature of the equity volatility and liquidity discount assumptions used in deriving the estimated fair value, warrants from private companies are classified as Level 3. On a quarterly basis, the changes in the fair value of warrants from private companies are reviewed for reasonableness, and a measurement of uncertainty analysis on the equity volatility and liquidity discount assumptions is performed.

In connection with the Company’s acquisition of a 49.99 % equity interest in Rayliant Global Advisors Limited (“Rayliant”) during the third quarter of 2023, the Company granted 349,138 performance-based restricted stock units (“RSUs”) as part of its consideration, in addition to $ 95 million in cash. The vesting of these equity contracts on September 1, 2028, is contingent on Rayliant meeting certain financial performance targets during the performance period. The fair value of liability-classified equity contracts varies based on the operating revenue and operating EBITDA of Rayliant to be achieved during the future performance period, and these performance-based RSUs are expected to vest into a variable number of the Company’s common stock, ranging from 20 % to 200 % of the target performance-based RSUs granted. Due to the unobservable nature of the input assumptions, these equity contracts are classified as Level 3. For additional information on the equity contracts, refer to Note 6 — Derivatives to the Consolidated Financial Statements in this Form 10-Q.

Commodity Contracts — Commodity contracts consist of swaps and options referencing commodity products. The fair value of the commodity option contracts is determined using the Black-Scholes model and assumptions that include expectations of future commodity price and volatility. The future commodity contract price is derived from observable inputs such as the market price of the commodity. Commodity swaps are structured as an exchange of fixed cash flows for floating cash flows. The fair value of the commodity swaps is determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments) based on the market prices of the commodity. The fixed cash flows are predetermined based on the known volumes and fixed price as specified in the swap agreement. The floating cash flows are correlated with the change of forward commodity prices, which is derived from market corroborated futures settlement prices. As a result, the Company classifies these derivative instruments as Level 2 due to the observable nature of the significant inputs utilized.

The following tables present financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2024 and December 31, 2023:



	Assets and Liabilities Measured at Fair Value on a Recurring Basis as of September 30, 2024
($ in thousands)	Level 1		Level 2		Level 3		Total Fair Value
AFS debt securities:
U.S. Treasury securities	$	641,573	$	—	$	—	$	641,573
U.S. government agency and U.S. government-sponsored enterprise debt securities	—		272,448		—		272,448
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (1) :
Commercial mortgage-backed securities	—		444,877		—		444,877
Residential mortgage-backed securities	—		6,867,924		—		6,867,924
Municipal securities	—		260,298		—		260,298
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	—		316,513		—		316,513
Residential mortgage-backed securities	—		479,327		—		479,327
Corporate debt securities	—		531,819		—		531,819
Foreign government bonds	—		238,869		—		238,869
Asset-backed securities	—		35,735		—		35,735
Collateralized loan obligations (“CLOs”)	—		44,494		—		44,494
Total AFS debt securities	$	641,573	$	9,492,304	$	—	$	10,133,877

Affordable housing partnership, tax credit and CRA investments, net:
Equity securities	$	21,345	$	4,244	$	—	$	25,589
Total affordable housing partnership, tax credit and CRA investments, net	$	21,345	$	4,244	$	—	$	25,589

Other assets:
Equity securities (2)	$	7,852	$	—	$	—	$	7,852
Total other assets	$	7,852	$	—	$	—	$	7,852

Derivative assets:
Interest rate contracts	$	—	$	391,410	$	—	$	391,410
Foreign exchange contracts	—		33,966		—		33,966

Equity contracts	—		—		232		232
Commodity contracts	—		64,980		—		64,980
Gross derivative assets	$	—	$	490,356	$	232	$	490,588
Netting adjustments (3)	$	—	$	( 345,608 )	$	—	$	( 345,608 )
Net derivative assets	$	—	$	144,748	$	232	$	144,980

Derivative liabilities:
Interest rate contracts	$	—	$	327,038	$	—	$	327,038
Foreign exchange contracts	—		33,651		—		33,651
Equity contracts (4)	—		—		15,119		15,119
Credit contracts	—		32		—		32
Commodity contracts	—		90,002		—		90,002
Gross derivative liabilities	$	—	$	450,723	$	15,119	$	465,842
Netting adjustments (3)	$	—	$	( 95,347 )	$	—	$	( 95,347 )
Net derivative liabilities	$	—	$	355,376	$	15,119	$	370,495

Refer to footnotes on the following page.



	Assets and Liabilities Measured at Fair Value on a Recurring Basis as of December 31, 2023
($ in thousands)	Level 1		Level 2		Level 3		Total Fair Value
AFS debt securities:
U.S. Treasury securities	$	1,060,375	$	—	$	—	$	1,060,375
U.S. government agency and U.S. government-sponsored enterprise debt securities	—		364,446		—		364,446
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (1) :
Commercial mortgage-backed securities	—		468,259		—		468,259
Residential mortgage-backed securities	—		1,727,594		—		1,727,594
Municipal securities	—		261,016		—		261,016
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	—		367,516		—		367,516
Residential mortgage-backed securities	—		553,671		—		553,671
Corporate debt securities	—		502,425		—		502,425
Foreign government bonds	—		227,874		—		227,874
Asset-backed securities	—		42,300		—		42,300
CLOs	—		612,861		—		612,861
Total AFS debt securities	$	1,060,375	$	5,127,962	$	—	$	6,188,337

Affordable housing partnership, tax credit and CRA investments, net:
Equity securities	$	20,509	$	4,150	$	—	$	24,659
Total affordable housing partnership, tax credit and CRA investments, net	$	20,509	$	4,150	$	—	$	24,659

Derivative assets:
Interest rate contracts	$	—	$	473,907	$	—	$	473,907
Foreign exchange contracts	—		57,072		—		57,072
Credit contracts	—		1		—		1
Equity contracts	—		—		336		336
Commodity contracts	—		79,604		—		79,604
Gross derivative assets	$	—	$	610,584	$	336	$	610,920
Netting adjustments (3)	$	—	$	( 312,792 )	$	—	$	( 312,792 )
Net derivative assets	$	—	$	297,792	$	336	$	298,128

Derivative liabilities:
Interest rate contracts	$	—	$	433,936	$	—	$	433,936
Foreign exchange contracts	—		42,564		—		42,564
Equity contracts (4)	—		—		15,119		15,119
Credit contracts	—		25		—		25
Commodity contracts	—		121,670		—		121,670
Gross derivative liabilities	$	—	$	598,195	$	15,119	$	613,314
Netting adjustments (3)	$	—	$	( 76,170 )	$	—	$	( 76,170 )
Net derivative liabilities	$	—	$	522,025	$	15,119	$	537,144

(1) Includes Government National Mortgage Association (“GNMA”) AFS debt securities totaling $ 6.3 billion and $ 1.2 billion of fair value as of September 30, 2024 and December 31, 2023, respectively.

(2) Consists of exchange-traded equity securities. For additional information, see Assets and Liabilities Measured at Fair Value on a Recurring Basis — Equity Securities in Note 3 — Fair Value Measurement and Fair Value of Financial Instruments in this Form 10-Q.

(3) Represents the balance sheet netting of derivative assets and liabilities and related cash collateral under master netting agreements or similar agreements. See Note 6 — Derivatives to the Consolidated Financial Statements in this Form 10-Q for additional information.

(4) Equity contracts classified as derivative liabilities consist of performance-based RSUs granted as part of EWBC’s consideration in its investment in Rayliant.

For the three and nine months ended September 30, 2024 and 2023, Level 3 fair value measurements that were measured on a recurring basis consisted of warrant equity contracts issued by private companies and liability-classified contingently issuable shares of the Company. The following table provides a reconciliation of the beginning and ending balances of these equity contracts for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Derivative assets:
Equity contracts
Beginning balance	$	240	$	263	$	336	$	323

Total losses included in earnings (1)	( 8 )		( 3 )		( 104 )		( 63 )




Issuances	—		92		—		92




Ending balance	$	232	$	352	$	232	$	352
Derivative liabilities:
Equity contracts (2)
Beginning balance	$	15,119	$	—	$	15,119	$	—

Issuances	—		15,119		—		15,119
Ending balance	$	15,119	$	15,119	$	15,119	$	15,119

(1) Includes unrealized losses recorded in Lending fees on the Consolidated Statement of Income.

(2) Equity contracts classified as derivative liabilities consist of performance-based RSUs granted as part of EWBC’s consideration in its investment in Rayliant.

The following table presents quantitative information about the significant unobservable inputs used in the valuation of Level 3 fair value measurements as of September 30, 2024 and December 31, 2023. The significant unobservable inputs presented in the table below are those that the Company considers significant to the fair value of the Level 3 assets. The Company considers unobservable inputs to be significant if, by their exclusion, the fair value of the Level 3 assets would be impacted by a predetermined percentage change.



($ in thousands)	Fair Value Measurements (Level 3)		Valuation Technique	Unobservable Inputs	Range of Inputs	Weighted-Average of Inputs
September 30, 2024
Derivative assets:
Equity contracts	$	232	Black-Scholes option pricing model	Equity volatility	36 % — 53 %	47	%	(1)
				Liquidity discount	47 %	47	%
Derivative liabilities:
Equity contracts (2)	$	15,119	Internal model	Payout % designated based on operating revenue and operating EBITDA of investee	84 %	84	%
December 31, 2023
Derivative assets:
Equity contracts	$	336	Black-Scholes option pricing model	Equity volatility	37 % — 48 %	45	%	(1)
				Liquidity discount	47 %	47	%
Derivative liabilities:
Equity contracts (2)	$	15,119	Internal model	Payout % designated based on operating revenue and operating EBITDA of investee	84 %	84	%

(1) Weighted-average of inputs is calculated based on the fair value of equity contracts as of both September 30, 2024 and December 31, 2023.

(2) Equity contracts classified as derivative liabilities consist of performance-based RSUs granted as part of EWBC’s consideration in its investment in Rayliant.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Assets measured at fair value on a nonrecurring basis include certain individually evaluated loans held-for-investment, affordable housing partnership, tax credit and CRA investments, OREO, loans held-for-sale, and other nonperforming assets. Nonrecurring fair value adjustments result from the impairment on certain individually evaluated loans held-for-investment and affordable housing partnership, tax credit and CRA investments, from the write-downs of OREO and other nonperforming assets, or from the application of lower of cost or fair value on loans held-for-sale.

Individually Evaluated Loans Held-for-Investment — Individually evaluated loans held-for-investment are classified as Level 3 assets. The following two methods are used to derive the fair value of individually evaluated loans held-for-investment:

• Discounted cash flow valuation techniques consist of developing an expected stream of cash flows over the life of the loans, and then calculating the present value of the loans by discounting the expected cash flows at a designated discount rate.

• When the repayment of an individually evaluated loan is dependent on the sale of the collateral, the fair value of the loan is determined based on the fair value of the underlying collateral, which may take the form of real estate, inventory, equipment, contracts or guarantees. The fair value of the underlying collateral is generally based on third-party appraisals, or an internal valuation if a third-party appraisal is not required by regulations, or is unavailable. An internal valuation utilizes one or more valuation techniques such as the income, market and/or cost approaches.

Loans Held-for-Sale — Loans held-for-investment subsequently transferred to held-for-sale are recorded at the lower of cost or fair value upon transfer. Loans held-for-sale may be measured at fair value on a nonrecurring basis when fair value is less than cost. Fair value is generally determined based on available market data for similar loans and therefore, loans held-for-sale are classified as Level 2.

Affordable Housing Partnership, Tax Credit and CRA Investments, Net — The Company conducts due diligence and secures applicable internal and external approval on its affordable housing partnership, tax credit and CRA investments prior to the closing date and initial funding date and through the placed-in-service date. Subsequent to closing, the Company continues its periodic monitoring process to ensure book values are realizable and that there is no material risk of tax credit recapture. This monitoring process includes reviewing the investment entity’s financial statements, production reports and annual tax returns, the annual financial statements of the guarantor (if any) and a comparison of the actual performance of the investment against the financial projections prepared at the time the investment was made. The Company assesses its tax credit and other investments for possible other-than-temporary impairment on an annual basis or when events or circumstances suggest that the carrying amount of the investments may not be realizable. These circumstances can include, but are not limited to the following factors:

• expected future cash flows that are less than the carrying amoun t of the investment;

• changes in the economic, market or technological environment that could adversely affect the investee’s operations;

• the potential for tax credit recapture; and

• other factors that raise doubt about the investee’s ability to continue as a going concern, such as negative cash flows from operations and the continuing prospects of the underlying operations of the investment.

All available information is considered in assessing whether a decline in value is other-than-temporary. Generally, none of the aforementioned factors are individually conclusive and the relative importance placed on individual facts may vary depending on the situation. In accordance with ASC 323-10-35-32, Investments — Equity Method and Joint Ventures, an impairment charge would only be recognized in earnings for a decline in value that is determined to be other-than-temporary.

Other Real Estate Owned — The Company’s OREO represents properties acquired through foreclosure, or through full or partial satisfaction of loans held-for-investment such as an acceptance of a deed-in-lieu of foreclosure. These OREO properties are recorded at estimated fair value less the costs to sell at the time of foreclosure or at the lower of cost or estimated fair value less the costs to sell subsequent to acquisition. On a monthly basis, the current fair market value of each OREO property is reviewed to ensure that the current carrying value is appropriate. OREO properties are classified as Level 3.

Other Nonperforming Assets — Other nonperforming assets are recorded at fair value upon transfer from loans to foreclosed assets. Subsequently, foreclosed assets are recorded at the lower of carrying value or fair value. Fair value is based on independent market prices, appraised values of the collateral or management’s estimated recovery of the foreclosed asset. The Company records an impairment when the foreclosed asset’s fair value declines below its carrying value. The fair value measurement of other nonperforming assets is classified within one of the three levels in a valuation hierarchy based upon the observability of inputs to the valuation as of the measurement date.

The following tables present the carrying amounts of assets that were still held and had fair value adjustments measured on a nonrecurring basis as of September 30, 2024 and December 31, 2023:



	Assets Measured at Fair Value on a Nonrecurring Basis as of September 30, 2024
($ in thousands)	Level 1		Level 2		Level 3		Fair Value Measurements
Loans held-for-investment:
Commercial:
Commercial and industrial (“C&I”)	$	—	$	—	$	40,767	$	40,767
Commercial real estate (“CRE”):
CRE	—		—		1,773		1,773
Multifamily residential	—		—		4,161		4,161
Construction and land	—		—		11,316		11,316

Total commercial	—		—		58,017		58,017
Consumer:
Residential mortgage:
Single-family residential	—		—		109		109



Total consumer	—		—		109		109
Total loans held-for-investment	$	—	$	—	$	58,126	$	58,126

OREO (1)	$	—	$	—	$	8,565	$	8,565

(1) Represents the carrying value of OREO property that was written down subsequent to its initial classification as OREO and is included in Other assets on the Consolidated Balance Sheet.



	Assets Measured at Fair Value on a Nonrecurring Basis as of December 31, 2023
($ in thousands)	Level 1		Level 2		Level 3		Fair Value Measurements
Loans held-for-investment:
Commercial:
C&I	$	—	$	—	$	22,035	$	22,035
CRE:
CRE	—		—		22,653		22,653



Total commercial	—		—		44,688		44,688
Consumer:
Residential mortgage:

Home equity lines of credit (“HELOCs”)	—		—		1,204		1,204


Total consumer	—		—		1,204		1,204
Total loans held-for-investment	$	—	$	—	$	45,892	$	45,892
Affordable housing partnership, tax credit and CRA investments, net	$	—	$	—	$	868	$	868

The following table presents the change in the fair value of certain assets held at the end of the respective reporting periods, for which a nonrecurring fair value adjustment was recognized for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Loans held-for-investment:
Commercial:
C&I	$	( 266 )	$	366	$	( 16,025 )	$	( 4,437 )
CRE:
CRE	89		—		—		—
Multifamily residential	( 49 )		—		( 49 )		—
Construction and land	( 145 )		( 10,413 )		( 2,289 )		( 10,413 )
Total CRE	( 105 )		( 10,413 )		( 2,338 )		( 10,413 )
Total commercial	( 371 )		( 10,047 )		( 18,363 )		( 14,850 )
Consumer:
Residential mortgage:
Single-family residential	10		—		( 1,396 )		—
HELOCs	—		( 41 )		—		( 41 )


Total consumer	10		( 41 )		( 1,396 )		( 41 )
Total loans held-for-investment	$	( 361 )	$	( 10,088 )	$	( 19,759 )	$	( 14,891 )

Affordable housing partnership, tax credit and CRA investments, net	$	—	$	( 790 )	$	—	$	( 1,577 )

OREO	$	—	$	—	$	( 2,576 )	$	—

The following table presents the quantitative information about the significant unobservable inputs used in the valuation of Level 3 fair value measurements that are measured on a nonrecurring basis as of September 30, 2024 and December 31, 2023:



($ in thousands)	Fair Value Measurements (Level 3)		Valuation Techniques	Unobservable Inputs	Range of Inputs	Weighted-Average of Inputs
September 30, 2024

Loans held-for-investment	$	6,484	Fair value of collateral	Discount	20 % — 55 %	45	%	(1)
	$	8,099	Fair value of collateral	Contract value	NM	NM
	$	43,543	Fair value of property	Selling cost	8 % — 20 %	10	%	(1)

OREO	$	8,565	Fair value of property	Selling cost	8 %	8	%



December 31, 2023


Loans held-for-investment	$	16,328	Fair value of collateral	Discount	15 % — 75 %	45	%	(1)
	$	3,009	Fair value of collateral	Contract value	NM	NM
	$	26,555	Fair value of property	Selling cost	8 %	8	%

Affordable housing partnership, tax credit and CRA investments, net	$	868	Individual analysis of each investment	Expected future tax benefits and distributions	NM	NM

NM — Not meaningful.

(1) Weighted-average of inputs is based on the relative fair value of the respective assets as of September 30, 2024 and December 31, 2023.

Disclosures about the Fair Value of Financial Instruments

The following tables present the fair value estimates for financial instruments as of September 30, 2024 and December 31, 2023, excluding financial instruments recorded at fair value on a recurring basis as they are included in the tables presented elsewhere in this Note. The carrying amounts in the following tables are recorded on the Consolidated Balance Sheet under the indicated captions, except for accrued interest receivable, restricted equity securities, at cost, and mortgage servicing rights that are included in Other assets , and accrued interest payable which is included in Accrued expenses and other liabilities . These financial instruments are measured on an amortized cost basis on the Company’s Consolidated Balance Sheet.



	September 30, 2024
($ in thousands)	Carrying Amount		Level 1		Level 2		Level 3		Estimated Fair Value
Financial assets:
Cash and cash equivalents	$	4,860,073	$	4,860,073	$	—	$	—	$	4,860,073
Interest-bearing deposits with banks	$	116,101	$	—	$	116,101	$	—	$	116,101
Resale agreements	$	425,000	$	—	$	350,151	$	—	$	350,151
HTM debt securities	$	2,928,399	$	505,144	$	2,005,208	$	—	$	2,510,352
Restricted equity securities, at cost	$	164,908	$	—	$	164,908	$	—	$	164,908

Loans held-for-investment, net	$	52,556,696	$	—	$	—	$	51,255,590	$	51,255,590
Mortgage servicing rights	$	5,563	$	—	$	—	$	9,416	$	9,416
Accrued interest receivable	$	323,788	$	—	$	323,788	$	—	$	323,788
Financial liabilities:
Demand, checking, savings and money market deposits	$	38,483,004	$	—	$	38,483,004	$	—	$	38,483,004
Time deposits	$	23,217,111	$	—	$	23,220,896	$	—	$	23,220,896


FHLB advances	$	3,500,000	$	—	$	3,504,340	$	—	$	3,504,340

Long-term debt	$	31,923	$	—	$	30,334	$	—	$	30,334
Accrued interest payable	$	64,151	$	—	$	64,151	$	—	$	64,151



	December 31, 2023
($ in thousands)	Carrying Amount		Level 1		Level 2		Level 3		Estimated Fair Value
Financial assets:
Cash and cash equivalents	$	4,614,984	$	4,614,984	$	—	$	—	$	4,614,984
Interest-bearing deposits with banks	$	10,498	$	—	$	10,498	$	—	$	10,498
Resale agreements	$	785,000	$	—	$	699,056	$	—	$	699,056
HTM debt securities	$	2,956,040	$	488,551	$	1,965,420	$	—	$	2,453,971
Restricted equity securities, at cost	$	79,811	$	—	$	79,811	$	—	$	79,811
Loans held-for-sale	$	116	$	—	$	116	$	—	$	116
Loans held-for-investment, net	$	51,542,039	$	—	$	—	$	50,256,565	$	50,256,565

Mortgage servicing rights	$	6,602	$	—	$	—	$	9,470	$	9,470
Accrued interest receivable	$	331,490	$	—	$	331,490	$	—	$	331,490
Financial liabilities:

Demand, checking, savings and money market deposits	$	38,048,974	$	—	$	38,048,974	$	—	$	38,048,974
Time deposits	$	18,043,464	$	—	$	18,004,951	$	—	$	18,004,951


BTFP borrowings	$	4,500,000	$	—	$	4,500,000	$	—	$	4,500,000
Long-term debt	$	148,249	$	—	$	150,896	$	—	$	150,896
Accrued interest payable	$	205,430	$	—	$	205,430	$	—	$	205,430

Note 4 — Securities Purchased under Resale Agreements

The Company’s resale agreements expose it to credit risk from both the counterparties and the underlying collateral. The Company manages credit exposure from certain transactions by entering into master netting agreements and collateral arrangements with the counterparties. The relevant agreements allow for an efficient closeout of the transaction, liquidation and set-off of collateral against the net amount owed by the counterparty following a default. It is the Company’s policy to take possession, where possible, of the assets underlying resale agreements. As a result of the Company’s credit risk mitigation practices with respect to resale agreements as described above, the Company did not hold any reserves for credit impairment with respect to these agreements as of both September 30, 2024 and December 31, 2023.

Total securities purchased under resale agreements were $ 425 million and $ 785 million as of September 30, 2024 and December 31, 2023, respectively. The weighted-average yields were 1.49 % and 2.73 % for the three months ended September 30, 2024 and 2023, respectively; and 2.34 % and 2.55 % for the nine months ended September 30, 2024 and 2023, respectively.

Balance Sheet Offsetting

The Company’s resale and repurchase agreements are transacted under legally enforceable master netting agreements that, in the event of default by the counterparty, provide the Company the right to liquidate securities held and to offset receivables and payables with the same counterparty. The Company nets resale and repurchase transactions with the same counterparty on the Consolidated Balance Sheet when it has a legally enforceable master netting agreement and the transactions are eligible for netting under ASC 210-20-45-11, Balance Sheet Offsetting Repurchase and Reverse Repurchase Agreements . Collateral received includes securities and loans that are not recognized on the Consolidated Balance Sheet. Collateral pledged consists of securities that are not netted on the Consolidated Balance Sheet against the related collateralized liability. Securities received or pledged as collateral in resale and repurchase agreements with other financial institutions may also be sold or re-pledged by the secured party, and are usually delivered to and held by third-party trustees.

The following table presents the resale agreements included on the Consolidated Balance Sheet as of September 30, 2024 and December 31, 2023:






	Gross Amounts of Recognized Assets		Gross Amounts Offset on the Consolidated Balance Sheet		Net Amounts of Assets Presented on the Consolidated Balance Sheet		Gross Amounts Not Offset on the Consolidated Balance Sheet
($ in thousands)							Collateral Received (1)		Net Amount
Resale agreements as of September 30, 2024	$	425,000	$	—	$	425,000	$	( 350,183 )	$	74,817

Resale agreements as of December 31, 2023	$	785,000	$	—	$	785,000	$	( 715,358 )	$	69,642

(1) Represents the fair value of assets the Company has received under resale agreements, limited for table presentation purposes to the amount of the recognized asset due from each counterparty. The application of collateral cannot reduce the net position below zero. Therefore, excess collateral, if any, is not reflected above.

In addition to the amounts included in the table above, the Company also has balance sheet netting related to derivatives. Refer to Note 6 — Derivatives to the Consolidated Financial Statements in this Form 10-Q for additional information.

Note 5 — Securities

The following tables present the amortized cost, gross unrealized gains and losses and fair value by major categories of AFS and HTM debt securities as of September 30, 2024 and December 31, 2023:



	September 30, 2024
($ in thousands)	Amortized Cost (1)		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
AFS debt securities:
U.S. Treasury securities	$	676,294	$	—	$	( 34,721 )	$	641,573
U.S. government agency and U.S. government-sponsored enterprise debt securities	309,277		—		( 36,829 )		272,448
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (2) :
Commercial mortgage-backed securities	482,291		770		( 38,184 )		444,877
Residential mortgage-backed securities	7,028,428		35,106		( 195,610 )		6,867,924
Municipal securities	292,041		97		( 31,840 )		260,298
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	348,749		—		( 32,236 )		316,513
Residential mortgage-backed securities	548,110		—		( 68,783 )		479,327
Corporate debt securities	653,501		—		( 121,682 )		531,819
Foreign government bonds	247,907		1,671		( 10,709 )		238,869
Asset-backed securities	36,195		—		( 460 )		35,735
CLOs	44,500		—		( 6 )		44,494
Total AFS debt securities	10,667,293		37,644		( 571,060 )		10,133,877
HTM debt securities:
U.S. Treasury securities	533,683		—		( 28,539 )		505,144
U.S. government agency and U.S. government-sponsored enterprise debt securities	1,003,947		—		( 155,147 )		848,800
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (3) :
Commercial mortgage-backed securities	489,133		—		( 69,765 )		419,368
Residential mortgage-backed securities	713,634		—		( 124,829 )		588,805
Municipal securities	188,002		—		( 39,767 )		148,235
Total HTM debt securities	2,928,399		—		( 418,047 )		2,510,352
Total debt securities	$	13,595,692	$	37,644	$	( 989,107 )	$	12,644,229



	December 31, 2023
($ in thousands)	Amortized Cost (1)		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
AFS debt securities:
U.S. Treasury securities	$	1,112,587	$	101	$	( 52,313 )	$	1,060,375
U.S. government agency and U.S. government-sponsored enterprise debt securities	412,086		—		( 47,640 )		364,446
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (2) :
Commercial mortgage-backed securities	531,377		158		( 63,276 )		468,259
Residential mortgage-backed securities	1,956,927		380		( 229,713 )		1,727,594
Municipal securities	297,283		75		( 36,342 )		261,016
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	409,578		—		( 42,062 )		367,516
Residential mortgage-backed securities	643,335		—		( 89,664 )		553,671
Corporate debt securities	653,501		—		( 151,076 )		502,425
Foreign government bonds	239,333		69		( 11,528 )		227,874
Asset-backed securities	43,234		—		( 934 )		42,300
CLOs	617,250		—		( 4,389 )		612,861
Total AFS debt securities	6,916,491		783		( 728,937 )		6,188,337
HTM debt securities:
U.S. Treasury securities	529,548		—		( 40,997 )		488,551
U.S. government agency and U.S. government-sponsored enterprise debt securities	1,001,836		—		( 186,904 )		814,932
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (3) :
Commercial mortgage-backed securities	493,348		—		( 88,968 )		404,380
Residential mortgage-backed securities	742,436		—		( 142,119 )		600,317
Municipal securities	188,872		—		( 43,081 )		145,791
Total HTM debt securities	2,956,040		—		( 502,069 )		2,453,971
Total debt securities	$	9,872,531	$	783	$	( 1,231,006 )	$	8,642,308

(1) Amortized cost excludes accrued interest receivables which are presented within Other assets on the Consolidated Balance Sheet. As of September 30, 2024 and December 31, 2023, the accrued interest receivables were $ 40 million and $ 44 million, respectively. For the Company’s accounting policy related to debt securities’ accrued interest receivables, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Allowance for Credit Losses on Available-for-Sale Debt Securities and Allowance for Credit Losses on Held-to-Maturity Debt Securities to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

(2) Includes GNMA AFS debt securities totaling $ 6.4 billion of amortized cost and $ 6.3 billion of fair value as of September 30, 2024, and $ 1.3 billion of amortized cost and $ 1.2 billion of fair value as of December 31, 2023.

(3) Includes GNMA HTM debt securities totaling $ 88 million of amortized cost and $ 72 million of fair value as of September 30, 2024, and $ 92 million of amortized cost and $ 75 million of fair value of as of December 31, 2023.

Unrealized Losses of Available-for-Sale Debt Securities

The following tables present the fair value and the associated gross unrealized losses of the Company’s AFS debt securities, aggregated by investment category and the length of time that the securities have been in a continuous unrealized loss position as of September 30, 2024 and December 31, 2023.



	September 30, 2024
	Less Than 12 Months				12 Months or More				Total
($ in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
AFS debt securities:
U.S. Treasury securities	$	—	$	—	$	641,573	$	( 34,721 )	$	641,573	$	( 34,721 )
U.S. government agency and U.S. government sponsored enterprise debt securities	—		—		272,448		( 36,829 )		272,448		( 36,829 )
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities	—		—		403,937		( 38,184 )		403,937		( 38,184 )
Residential mortgage-backed securities	605,736		( 665 )		1,588,241		( 194,945 )		2,193,977		( 195,610 )
Municipal securities	—		—		255,356		( 31,840 )		255,356		( 31,840 )
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	—		—		309,524		( 32,236 )		309,524		( 32,236 )
Residential mortgage-backed securities	—		—		479,327		( 68,783 )		479,327		( 68,783 )
Corporate debt securities	—		—		531,819		( 121,682 )		531,819		( 121,682 )
Foreign government bonds	—		—		89,291		( 10,709 )		89,291		( 10,709 )
Asset-backed securities	—		—		35,735		( 460 )		35,735		( 460 )
CLOs	—		—		44,494		( 6 )		44,494		( 6 )
Total AFS debt securities	$	605,736	$	( 665 )	$	4,651,745	$	( 570,395 )	$	5,257,481	$	( 571,060 )



	December 31, 2023
	Less Than 12 Months				12 Months or More				Total
($ in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
AFS debt securities:
U.S. Treasury securities	$	—	$	—	$	623,978	$	( 52,313 )	$	623,978	$	( 52,313 )
U.S. government agency and U.S. government-sponsored enterprise debt securities	—		—		364,446		( 47,640 )		364,446		( 47,640 )
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities	—		—		463,572		( 63,276 )		463,572		( 63,276 )
Residential mortgage-backed securities	9,402		( 558 )		1,661,112		( 229,155 )		1,670,514		( 229,713 )
Municipal securities	2,825		( 15 )		254,773		( 36,327 )		257,598		( 36,342 )
Non-agency mortgage-backed securities:
Commercial mortgage-backed securities	2,742		( 4 )		364,774		( 42,058 )		367,516		( 42,062 )
Residential mortgage-backed securities	—		—		553,671		( 89,664 )		553,671		( 89,664 )
Corporate debt securities	—		—		502,425		( 151,076 )		502,425		( 151,076 )
Foreign government bonds	110,955		( 144 )		88,616		( 11,384 )		199,571		( 11,528 )
Asset-backed securities	—		—		42,300		( 934 )		42,300		( 934 )
CLOs	—		—		612,861		( 4,389 )		612,861		( 4,389 )
Total AFS debt securities	$	125,924	$	( 721 )	$	5,532,528	$	( 728,216 )	$	5,658,452	$	( 728,937 )

As of September 30, 2024, the Company had 481 AFS debt securities in a gross unrealized loss position with no credit impairment, primarily consisting of 240 U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities, 54 corporate debt securities and 88 non-agency mortgage-backed securities. In comparison, as of December 31, 2023, the Company had 547 AFS debt securities in a gross unrealized loss position with no credit impairment, primarily consisting of 255 U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities, 66 corporate debt securities, and 99 non-agency mortgage-backed securities.

Allowance for Credit Losses on Available-for-Sale Debt Securities

The Company evaluates each AFS debt security where the fair value declines below amortized cost. For a discussion of the factors and criteria the Company uses in analyzing securities for impairment related to credit losses, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Allowance for Credit Losses on Available-for-Sale Debt Securities to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

The gross unrealized losses presented in the preceding tables were primarily attributable to interest rate movement and the widening of liquidity and/or credit spreads. U.S. Treasury, U.S. government agency, U.S. government-sponsored agency, and U.S. government-sponsored enterprise debt and mortgage-backed securities are issued, guaranteed, or otherwise supported by the U.S. government and have a zero credit loss assumption. The remaining securities that were in an unrealized loss position as of September 30, 2024 were mainly comprised of the following:

• Corporate debt securities — The market value decline as of September 30, 2024 was primarily due to interest rate movement and spread widening. A portion of the corporate debt securities is comprised of subordinated debt securities issued by U.S. banks. Despite the reduction of the market value of these securities after the banking sector disruption in 2023, these securities are nearly all rated investment grade by nationally recognized statistical rating organizations (“NRSROs”) and issued by well-capitalized financial institutions with strong profitability. The contractual payments from these corporate debt securities have been and are expected to be received on time. The Company will continue to monitor the market developments in the banking sector and the credit performance of these securities.

• Non-agency mortgage-backed securities — The market value decline as of September 30, 2024 was primarily due to interest rate movement and spread widening. Since these securities are rated investment grade by NRSROs, or have high priority in the cash flow waterfall within the securitization structure, and the contractual payments have historically been on time, the Company believes the risk of credit losses on these securities is low.

As of both September 30, 2024 and December 31, 2023, the Company intended to hold the AFS debt securities with unrealized losses through the anticipated recovery period and it was more-likely-than-not that the Company would not have to sell these securities before the recovery of their amortized cost. The issuers of these securities have not, to the Company’s knowledge, established any cause for default on these securities. As a result, the Company expects to recover the entire amortized cost basis of these securities. Accordingly, there was no allowance for credit losses provided against these securities as of both September 30, 2024 and December 31, 2023. In addition, there was no provision for credit losses recognized for the three and nine months ended September 30, 2024 and 2023.

Allowance for Credit Losses on Held-to-Maturity Debt Securities

The Company separately evaluates its HTM debt securities for any credit losses using an expected loss model, similar to the methodology used for loans. For additional information on the Company’s credit loss methodology, refer to Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Allowance for Credit Losses on Held-to-Maturity Debt Securities to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

The Company monitors the credit quality of the HTM debt securities using external credit ratings. As of September 30, 2024, all HTM securities were rated investment grade by NRSROs and issued, guaranteed, or supported by U.S. government entities and agencies. Accordingly, the Company applied a zero credit loss assumption and no allowance for credit losses was recorded as of both September 30, 2024 and December 31, 2023. Overall, the Company believes that the credit support levels of the debt securities are strong, and based on current assessments and macroeconomic forecasts, expects that full contractual cash flows will be received.

Realized Gains and Losses

The following table presents the gross realized gains from the sales and impairment write-off of AFS debt securities and the related tax expense (benefit) included in earnings for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023

Gross realized gains from sales	$	145	$	—	$	1,979	$	—
Impairment write-off (1)	$	—	$	—	$	—	$	( 10,000 )
Related tax expense (benefit)	$	43	$	—	$	585	$	( 2,956 )

(1) During the first quarter of 2023, the Company recognized a $ 10 million impairment write-off on a subordinated debt security as a component of Noninterest income in the Company’s Consolidated Statement of Income.

Interest Income

The following table presents the composition of interest income on debt securities for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023

Taxable interest	$	118,985	$	63,877	$	296,003	$	189,065
Nontaxable interest	4,998		5,901		15,104		15,614
Total interest income on debt securities	$	123,983	$	69,778	$	311,107	$	204,679

Contractual Maturities of Available-for-Sale and Held-to-Maturity Debt Securities

The following tables present the contractual maturities, amortized cost, fair value and weighted-average yields of AFS and HTM debt securities as of September 30, 2024. Expected maturities will differ from contractual maturities on certain securities as the issuers and borrowers of the underlying collateral may have the right to call or prepay obligations with or without prepayment penalties.



($ in thousands)	Within One Year			After One Year through Five Years			After Five Years through Ten Years			After Ten Years			Total
AFS debt securities:
U.S. Treasury securities
Amortized cost	$	59,430		$	616,864		$	—		$	—		$	676,294
Fair value	58,770			582,803			—			—			641,573
Weighted-average yield (1)	2.15		%	1.12		%	—		%	—		%	1.21		%
U.S. government agency and U.S. government-sponsored enterprise debt securities
Amortized cost	17,972			27,030			176,548			87,727			309,277
Fair value	17,459			25,738			154,620			74,631			272,448
Weighted-average yield (1)	1.06		%	1.13		%	1.92		%	2.17		%	1.88		%
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities
Amortized cost	3,537			46,592			133,018			7,327,572			7,510,719
Fair value	3,494			45,121			124,704			7,139,482			7,312,801
Weighted-average yield (1) (2)	2.72		%	2.91		%	2.80		%	5.49		%	5.42		%
Municipal securities
Amortized cost	3,140			32,928			8,116			247,857			292,041
Fair value	3,077			31,538			7,728			217,955			260,298
Weighted-average yield (1) (2)	0.88		%	2.37		%	3.38		%	2.23		%	2.26		%
Non-agency mortgage-backed securities
Amortized cost	74,825			16,834			9,347			795,853			896,859
Fair value	74,153			16,669			9,304			695,714			795,840
Weighted-average yield (1)	4.44		%	3.60		%	6.04		%	2.46		%	2.68		%
Corporate debt securities
Amortized cost	—			—			349,501			304,000			653,501
Fair value	—			—			307,110			224,709			531,819
Weighted-average yield (1)	—		%	—		%	3.50		%	1.97		%	2.79		%
Foreign government bonds
Amortized cost	26,238			121,669			50,000			50,000			247,907
Fair value	26,303			123,275			49,744			39,547			238,869
Weighted-average yield (1)	3.23		%	2.22		%	5.74		%	1.50		%	2.90		%
Asset-backed securities
Amortized cost	—			—			—			36,195			36,195
Fair value	—			—			—			35,735			35,735
Weighted-average yield (1)	—		%	—		%	—		%	6.01		%	6.01		%
CLOs
Amortized cost	—			—			44,500			—			44,500
Fair value	—			—			44,494			—			44,494
Weighted-average yield (1)	—		%	—		%	6.74		%	—		%	6.74		%
Total AFS debt securities
Amortized cost	$	185,142		$	861,917		$	771,030		$	8,849,204		$	10,667,293
Fair value	$	183,256		$	825,144		$	697,704		$	8,427,773		$	10,133,877
Weighted-average yield (1)	3.11		%	1.47		%	3.38		%	4.95		%	4.52		%



($ in thousands)	Within One Year			After One Year through Five Years			After Five Years through Ten Years			After Ten Years			Total
HTM debt securities:
U.S. Treasury securities
Amortized cost	$	—		$	533,683		$	—		$	—		$	533,683
Fair value	—			505,144			—			—			505,144
Weighted-average yield (1)	—		%	1.05		%	—		%	—		%	1.05		%
U.S. government agency and U.S. government-sponsored enterprise debt securities
Amortized cost	—			—			368,217			635,730			1,003,947
Fair value	—			—			326,454			522,346			848,800
Weighted-average yield (1)	—		%	—		%	1.89		%	1.90		%	1.90		%
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities
Amortized cost	—			4,703			94,465			1,103,599			1,202,767
Fair value	—			4,402			83,151			920,620			1,008,173
Weighted-average yield (1) (2)	—		%	1.43		%	1.61		%	1.70		%	1.69		%
Municipal securities
Amortized cost	—			—			—			188,002			188,002
Fair value	—			—			—			148,235			148,235
Weighted-average yield (1) (2)	—		%	—		%	—		%	2.00		%	2.00		%
Total HTM debt securities
Amortized cost	$	—		$	538,386		$	462,682		$	1,927,331		$	2,928,399
Fair value	$	—		$	509,546		$	409,605		$	1,591,201		$	2,510,352
Weighted-average yield (1)	—		%	1.05		%	1.83		%	1.79		%	1.66		%

(1) Weighted-average yields are computed based on amortized cost balances.

(2) Yields on tax-exempt securities are not presented on a tax-equivalent basis.

As of September 30, 2024 and December 31, 2023, AFS and HTM debt securities with carrying valu es of $ 5.8 billion and $ 7.0 billion, respectively, were pledged to secure borrowings, public deposits and for other purposes required or permitted by law.

Restricted Equity Securities

The following table presents the restricted equity securities included in Other assets on the Consolidated Balance Sheet as of September 30, 2024 and December 31, 2023:



($ in thousands)	September 30, 2024		December 31, 2023
Federal Reserve Bank (“FRB”) of San Francisco stock	$	63,608	$	62,561
FHLB stock	101,300		17,250
Total restricted equity securities	$	164,908	$	79,811

Note 6 — Derivatives

The Company uses derivative instruments to manage exposure to market risk, primarily interest rate and foreign currency risks, as well as to assist customers with their risk management objectives. The Company’s goal is to manage interest rate sensitivity and volatility to mitigate the effect of interest rate changes on earnings or capital. The Company also uses foreign exchange contracts to manage the foreign exchange rate risk associated with certain foreign currency-denominated assets and liabilities, as well as the Bank’s investment in East West Bank (China) Limited. The Company recognizes all derivatives on the Consolidated Balance Sheet at fair value. While the Company designates certain derivatives as hedging instruments in a qualifying hedge accounting relationship, other derivatives serve as economic hedges. For additional information on the Company’s derivatives and hedging activities, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Derivatives to the Consolidated Financial Statements of the Company’s 2023 Form 10-K.

The following table presents the notional amounts and fair values of the Company’s derivatives as of September 30, 2024 and December 31, 2023. Certain derivative contracts are cleared through central clearing organizations where variation margin is applied daily as settlement to the fair values of the contracts. The fair values are presented on a gross basis prior to the application of bilateral collateral and master netting agreements, but after the application of variation margin payments as settlement to fair values of contracts cleared through central clearing organizations. Applying variation margin payments as settlement to the fair values of derivative contracts cleared through the London Clearing House (“LCH”) and the Chicago Mercantile Exchange (“CME”) resulted in reductions in the derivative asset and liability fair values of $ 31 million and $ 17 million, respectively, as of September 30, 2024. In comparison, applying variation margin payments as settlement to LCH- and CME-cleared derivative transactions resulted in reductions in both the derivative asset and liability fair values of $ 43 million as of December 31, 2023. Total derivative asset and liability fair values are adjusted to reflect the effects of legally enforceable master netting agreements and cash collateral received or paid. The resulting net derivative asset and liability fair values are included in Other assets and Accrued expenses and other liabilities , respectively, on the Consolidated Balance Sheet.



	September 30, 2024								December 31, 2023
			Fair Value								Fair Value
($ in thousands)	Notional Amount		Assets			Liabilities			Notional Amount		Assets			Liabilities
Derivatives designated as hedging instruments:


Cash flow hedges:
Interest rate contracts	$	5,250,000	$	63,465		$	252		$	5,250,000	$	50,421		$	13,124
Net investment hedges:
Foreign exchange contracts	—		—			—			81,480		3,394			—
Total derivatives designated as hedging instruments	$	5,250,000	$	63,465		$	252		$	5,331,480	$	53,815		$	13,124
Derivatives not designated as hedging instruments:
Interest rate contracts	$	16,999,592	$	327,945		$	326,786		$	17,387,909	$	423,486		$	420,812
Commodity contracts (1)	—		64,980			90,002			—		79,604			121,670
Foreign exchange contracts	4,327,999		33,966			33,651			5,827,149		53,678			42,564
Credit contracts (2)	158,736		—			32			118,391		1			25
Equity contracts	—		232		(3)	15,119		(4)	—		336		(3)	15,119		(4)
Total derivatives not designated as hedging instruments	$	21,486,327	$	427,123		$	465,590		$	23,333,449	$	557,105		$	600,190
Gross derivative assets/liabilities			$	490,588		$	465,842				$	610,920		$	613,314
Less: Master netting agreements			( 84,214 )			( 84,214 )					( 75,534 )			( 75,534 )
Less: Cash collateral received			( 261,394 )			( 11,133 )					( 237,258 )			( 636 )
Net derivative assets/liabilities			$	144,980		$	370,495				$	298,128		$	537,144

(1) The notional amount of the Company’s commodity contracts totaled 17,186 thousand barrels of crude oil and 447,674 thousand units of natural gas, measured in million British thermal units (“MMBTUs”) as of September 30, 2024. In comparison, the notional amount of the Company’s commodity contracts totaled 18,631 thousand barrels of crude oil and 328,844 thousand MMBTUs of natural gas as of December 31, 2023.

(2) The notional amount of the credit contracts reflects the Company’s pro-rata share of the underlying derivative instruments’ notional amount in RPAs.

(3) The Company held warrant equity contracts in nine private companies and one public company as of September 30, 2024, and 11 private companies and one public company as of December 31, 2023.

(4) Equity contracts classified as derivative liabilities consist of 349,138 performance-based RSUs granted as part of EWBC’s consideration in its investment in Rayliant.

Derivatives Designated as Hedging Instruments

Cash Flow Hedges — The Company uses interest rate swaps to hedge the variability in the interest amount received on certain floating-rate commercial loans, or paid on certain floating-rate borrowings due to changes in contractually specified interest rates. As of September 30, 2024, interest rate contracts in notional amounts of $ 5.3 billion were designated as cash flow hedges to convert certain variable-rate loans from floating-rate payments to fixed-rate payments. Gains and losses on the hedging derivative instruments are recognized in AOCI and reclassified to earnings in the same period the hedged cash flows impact earnings and within the same income statement line item as the hedged cash flows. Considering the interest rates, yield curve and notional amount as of September 30, 2024, the Company expects to reclassify an estimated $ 10 million of after-tax net losses on derivative instruments designated as cash flow hedges from AOCI into earnings during the next 12 months.

The following table presents the pre-tax changes in AOCI from cash flow hedges for the three and nine months ended September 30, 2024 and 2023. The after-tax impact of cash flow hedges on AOCI is shown in Note 14 — Accumulated Other Comprehensive (Loss) Income to the Consolidated Financial Statements in this Form 10-Q.



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Gains (losses) recognized in AOCI:
Interest rate contracts	$	93,842	$	( 62,715 )	$	( 21,629 )	$	( 129,329 )


Gains (losses) reclassified from AOCI into earnings:
Interest expense (for cash flow hedges on borrowings)	$	—	$	—	$	—	$	696
Interest and dividend income (for cash flow hedges on loans)	( 24,272 )		( 24,059 )		( 73,471 )		( 57,265 )
Noninterest income	—		—		—		1,614		(1)
Total	$	( 24,272 )	$	( 24,059 )	$	( 73,471 )	$	( 54,955 )

(1) Represents the amounts in AOCI reclassified into earnings where the forecasted cash flows were no longer probable to occur.

Net Investment Hedges — The Company enters into foreign currency forward contracts to hedge a portion of the Bank’s investment in East West Bank (China) Limited, a non-USD functional currency subsidiary in China. The hedging instruments designated as net investment hedges were used to hedge against the risk of adverse changes in the foreign currency exchange rate of the Chinese Renminbi (“RMB”). The net investment hedge in place as of December 31, 2023 expired during the three months ended March 31, 2024. No new net investment hedge was entered since March 31, 2024. The following table presents the pre-tax gains recognized in AOCI on net investment hedges for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Gains recognized in AOCI	$	—	$	63	$	586	$	2,886

Derivatives Not Designated as Hedging Instruments

Customer-Related Positions and Economic Hedge Derivatives — The Company enters into interest rate, commodity, and foreign exchange derivatives at the request of its customers and generally enters into offsetting derivative contracts with third-party financial institutions to mitigate the inherent market risk. The Company also utilizes foreign exchange contracts to mitigate the effect of currency fluctuations on certain foreign currency-denominated on-balance sheet assets and liabilities, primarily foreign currency denominated deposits that it offers to its customers. A majority of the foreign exchange contracts had original maturities of one year or less as of both September 30, 2024 and December 31, 2023.

The following table presents the notional amounts and the gross fair values of the interest rate and foreign exchange derivatives entered into with customers and with third-party financial institutions as economic hedges to customers’ positions as of September 30, 2024 and December 31, 2023:



	September 30, 2024						December 31, 2023
			Fair Value						Fair Value
($ in thousands)	Notional Amount		Assets		Liabilities		Notional Amount		Assets		Liabilities
Customer-related positions:
Interest rate contracts:
Swaps	$	6,867,025	$	49,900	$	270,699	$	6,835,822	$	25,649	$	377,388
Written options	1,451,899		—		5,016		1,522,531		—		12,756
Collars and corridors	171,955		462		463		322,732		440		4,481
Subtotal	8,490,879		50,362		276,178		8,681,085		26,089		394,625
Foreign exchange contracts:
Forwards and spot	844,984		14,642		2,936		956,618		9,466		6,756
Swaps	1,213,126		9,345		5,514		1,588,491		5,801		18,118
Purchased options	20,000		31		—		136,000		1,839		—
Subtotal	2,078,110		24,018		8,450		2,681,109		17,106		24,874
Total	$	10,568,989	$	74,380	$	284,628	$	11,362,194	$	43,195	$	419,499
Economic hedges:
Interest rate contracts:
Swaps	$	6,884,859	$	272,079	$	50,132	$	6,861,561	$	380,123	$	25,731
Purchased options	1,451,899		5,039		—		1,522,531		12,783		—

Collars and corridors	171,955		465		476		322,732		4,491		456
Subtotal	8,508,713		277,583		50,608		8,706,824		397,397		26,187
Foreign exchange contracts:
Forwards and spot	21,023		128		60		148,003		292		94
Swaps	2,208,866		9,820		25,110		2,862,037		36,280		15,757
Written options	20,000		—		31		136,000		—		1,839
Subtotal	2,249,889		9,948		25,201		3,146,040		36,572		17,690
Total	$	10,758,602	$	287,531	$	75,809	$	11,852,864	$	433,969	$	43,877

The Company enters into energy commodity contracts with its customers in the oil and gas sector, which allow them to hedge against the risk of fluctuation in energy commodity prices. Offsetting contracts entered with third-party financial institutions are used as economic hedges to manage the Company’s exposure on its customer-related positions. The following table presents the notional amounts in units and the gross fair values of the commodity derivatives issued for customer-related positions and economic hedges as of September 30, 2024 and December 31, 2023:



	September 30, 2024						December 31, 2023
			Fair Value						Fair Value
($ and unit in thousands)	Notional Units		Assets		Liabilities		Notional Units		Assets		Liabilities
Customer-related positions:
Commodity contracts:
Crude oil:
Swaps	3,407	Barrels	$	1,680	$	15,382	3,277	Barrels	$	3,735	$	15,445
Collars	5,186	Barrels	46		9,593		5,966	Barrels	1,820		5,103

Subtotal	8,593	Barrels	1,726		24,975		9,243	Barrels	5,555		20,548
Natural gas:
Swaps	155,871	MMBTUs	3,559		45,602		118,325	MMBTUs	438		73,793
Collars	68,630	MMBTUs	755		14,565		45,854	MMBTUs	21		20,400
Written options	1,456	MMBTUs	142		—		1,874	MMBTUs	—		233
Subtotal	225,957	MMBTUs	4,456		60,167		166,053	MMBTUs	459		94,426
Total			$	6,182	$	85,142			$	6,014	$	114,974
Economic hedges:
Commodity contracts:
Crude oil:
Swaps	3,407	Barrels	$	10,630	$	1,670	3,422	Barrels	$	9,166	$	4,924
Collars	5,186	Barrels	4,417		—		5,966	Barrels	1,685		1,467

Subtotal	8,593	Barrels	15,047		1,670		9,388	Barrels	10,851		6,391
Natural gas:
Swaps	153,199	MMBTUs	35,173		2,343		116,463	MMBTUs	49,941		305
Collars	67,060	MMBTUs	8,578		722		44,454	MMBTUs	12,565		—
Purchased options	1,456	MMBTUs	—		125		1,874	MMBTUs	233		—
Subtotal	221,715	MMBTUs	43,751		3,190		162,791	MMBTUs	62,739		305
Total			$	58,798	$	4,860			$	73,590	$	6,696

Credit Contracts — The Company periodically enters into credit RPAs with institutional counterparties to manage the credit exposure of the interest rate contracts associated with syndicated loans. Under the RPAs, a portion of the credit exposure is transferred from one party (the purchaser of credit protection) to another party (the seller of credit protection). The seller of credit protection is required to make payments to the purchaser of credit protection if the underlying borrower defaults on the related interest rate contract. The Company may enter into protection sold or protection purchased RPAs. Credit risk on RPAs is managed by monitoring the credit worthiness of the borrowers and the institutional counterparties, which is a part of the Company’s normal credit review and monitoring process. All referenced entities of the protection sold RPAs were investment grade and the weighted-average remaining maturity was 1.9 years and 2.8 years as of September 30, 2024 and December 31, 2023, respectively. Assuming the underlying borrowers referenced in the interest rate contracts defaulted, the maximum exposure in the protection sold RPAs would be $ 494 thousand and $ 177 thousand as of September 30, 2024 and December 31, 2023, respectively.

As of both September 30, 2024 and December 31, 2023, the Company had one outstanding protection purchased RPA with a notional amount of $ 25 million and minimal fair value.

Equity Contracts — As part of the loan origination process, the Company may obtain warrants to purchase the preferred and/or common stock of the borrowers’ companies, which are mainly in the technology and life sciences sectors. Warrants grant the Company the right to buy a certain class of the underlying company’s equity at a certain price before expiration. In connection with the Company’s investment in Rayliant during the third quarter of 2023, the Company granted performance-based RSUs as part of its consideration. The vesting of these equity contracts is contingent on Rayliant meeting certain financial performance targets during the future performance period. For additional information on these equity contracts, refer to Note 3 — Fair Value Measurement and Fair Value of Financial Instruments to the Consolidated Financial Statements in this Form 10-Q.

The following table presents the net gains (losses) recognized on the Company’s Consolidated Statement of Income related to derivatives not designated as hedging instruments for the three and nine months ended September 30, 2024 and 2023:



		Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	Classification on Consolidated Statement of Income	2024		2023		2024		2023
Derivatives not designated as hedging instruments:
Interest rate contracts	Customer derivative (losses) income	$	( 4,577 )	$	5,283	$	( 2,994 )	$	4,022
Foreign exchange contracts	Foreign exchange income	6,075		7,267		33,204		37,607
Credit contracts	Customer derivative (losses) income	( 17 )		4		( 20 )		11
Equity contracts - warrants	Lending fees	( 8 )		89		( 104 )		29

Commodity contracts	Customer derivative income	114		27		681		193
Net gains		$	1,587	$	12,670	$	30,767	$	41,862

Credit-Risk-Related Contingent Features — Certain of the Company’s over-the-counter derivative contracts contain early termination provisions that require the Company to settle any outstanding balances upon the occurrence of a specified credit-risk-related event. Such an event primarily relates to a downgrade of the credit rating of East West Bank to below investment grad e. As of September 30, 2024, the aggregate fair value amounts of all derivative instruments with credit risk-related contingent features that were in a net liability position totaled $ 3 million , for which $ 3 million collateral was posted to cover these positions. In comparison, a s of December 31, 2023, the aggregate fair value amounts of all derivative instruments with credit risk-related contingent features that were in a net liability position totaled $ 9 thousand, for which no collateral was posted to cover these positions. In the event that the credit rating of East West Bank had been downgraded to below investment grade, the Company would have been required to post minimal additional collateral as of both September 30, 2024 and December 31, 2023.

Offsetting of Derivatives

The following tables present the gross derivative fair values, the balance sheet netting adjustments, and the resulting net fair values recorded on the Consolidated Balance Sheet, as well as the cash and noncash collateral associated with master netting arrangements. The gross fair values of derivative assets and liabilities are presented after the application of variation margin payments as settlements to the fair values of contracts cleared through central clearing organizations, where applicable. The collateral amounts in the following tables are limited to the outstanding balances of the related asset or liability. Therefore, instances of over-collateralization are not shown:



($ in thousands)	As of September 30, 2024

			Gross Amounts Offset on the Consolidated Balance Sheet				Net Amounts Presented on the Consolidated Balance Sheet		Gross Amounts Not Offset on the Consolidated Balance Sheet
	Gross Amounts Recognized (1)		Master Netting Arrangements		Cash Collateral Received (3)				Security Collateral Received (5)		Net Amount
Derivative assets	$	490,588	$	( 84,214 )	$	( 261,394 )	$	144,980	$	( 61,543 )	$	83,437

			Gross Amounts Offset on the Consolidated Balance Sheet				Net Amounts Presented on the Consolidated Balance Sheet		Gross Amounts Not Offset on the Consolidated Balance Sheet
	Gross Amounts Recognized (2)		Master Netting Arrangements		Cash Collateral Pledged (4)				Security Collateral Pledged (5)		Net Amount
Derivative liabilities	$	465,842	$	( 84,214 )	$	( 11,133 )	$	370,495	$	—	$	370,495



($ in thousands)	As of December 31, 2023

			Gross Amounts Offset on the Consolidated Balance Sheet				Net Amounts Presented on the Consolidated Balance Sheet		Gross Amounts Not Offset on the Consolidated Balance Sheet
	Gross Amounts Recognized (1)		Master Netting Arrangements		Cash Collateral Received (3)				Security Collateral Received (5)		Net Amount
Derivative assets	$	610,920	$	( 75,534 )	$	( 237,258 )	$	298,128	$	( 246,259 )	$	51,869

			Gross Amounts Offset on the Consolidated Balance Sheet				Net Amounts Presented on the Consolidated Balance Sheet		Gross Amounts Not Offset on the Consolidated Balance Sheet
	Gross Amounts Recognized (2)		Master Netting Arrangements		Cash Collateral Pledged (4)				Security Collateral Pledged (5)		Net Amount
Derivative liabilities	$	613,314	$	( 75,534 )	$	( 636 )	$	537,144	$	—	$	537,144

(1) Includes $ 7 million and $ 3 million of gross fair value assets with counterparties that were not subject to enforceable master netting arrangements or similar agreements as of September 30, 2024 and December 31, 2023, respectively.

(2) Includes $ 16 million of gross fair value liabilities with counterparties that were not subject to enforceable master netting arrangements or similar agreements as of both September 30, 2024 and December 31, 2023.

(3) Gross cash collateral received under master netting arrangements or similar agreements was $ 269 million and $ 244 million as of September 30, 2024 and December 31, 2023, respectively. Of the gross cash collateral received, $ 261 million and $ 237 million were used to offset derivative assets as of September 30, 2024 and December 31, 2023, respectively.

(4) Gross cash collateral pledged under master netting arrangements or similar agreements was $ 13 million and $ 1 million as of September 30, 2024 and December 31, 2023, respectively. Of the gross cash collateral pledged, $ 11 million and $ 1 million were used to offset derivative liabilities as of September 30, 2024 and December 31, 2023, respectively.

(5) Represents the fair value of security collateral received or pledged limited to derivative assets or liabilities that are subject to enforceable master netting arrangements or similar agreements. U.S. GAAP does not permit the netting of noncash collateral on the Consolidated Balance Sheet but requires the disclosure of such amounts.

In addition to the amounts included in the tables above, the Company has balance sheet netting related to resale agreements. Refer to Note 4 — Securities Purchased under Resale Agreements to the Consolidated Financial Statements in this Form 10-Q for additional information. Refer to Note 3 — Fair Value Measurement and Fair Value of Financial Instruments to the Consolidated Financial Statements in this Form 10-Q for fair value measurement disclosures on derivatives.

Note 7 — Loans Receivable and Allowance for Credit Losses

The following table presents the composition of the Company’s loans held-for-investment outstanding as of September 30, 2024 and December 31, 2023:



($ in thousands)	September 30, 2024		December 31, 2023
Commercial:
C&I	$	17,068,002	$	16,581,079
CRE:
CRE	14,568,209		14,777,081
Multifamily residential	5,141,481		5,023,163
Construction and land	693,775		663,868
Total CRE	20,403,465		20,464,112
Total commercial	37,471,467		37,045,191
Consumer:
Residential mortgage:
Single-family residential	13,963,097		13,383,060
HELOCs	1,760,716		1,722,204
Total residential mortgage	15,723,813		15,105,264
Other consumer	57,901		60,327
Total consumer	15,781,714		15,165,591
Total loans held-for-investment (1)	$	53,253,181	$	52,210,782
Allowance for loan losses	( 696,485 )		( 668,743 )
Loans held-for-investment, net (1)	$	52,556,696	$	51,542,039

(1) Includes $ 52 million and $ 71 million of net deferred loan fees and net unamortized premiums as of September 30, 2024 and December 31, 2023, respectively.

Accrued interest receivable on loans held-for-investment was $ 262 million and $ 267 million as of September 30, 2024 and December 31, 2023, respectively, and was included in Other assets on the Consolidated Balance Sheet. The interest income reversed was insignificant for both the three and nine months ended September 30, 2024 and 2023. For the Company’s accounting policy on accrued interest receivable related to loans held-for-investment, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Loans Held-for-Investment to the Consolidated Financial Statements of the Company’s 2023 Form 10-K. The Company also has loans held-for-sale. For the Company’s accounting policy on loans held-for-sale, refer to Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Loans Held-for-Sale to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

The Company’s FRB and FHLB borrowings are primarily secured by loans held-for-investment. Loans held-for-investment totaling $ 37.4 billion and $ 37.2 billion, respectively, were pledged to secure borrowings and provide additional borrowing capacity as of September 30, 2024 and December 31, 2023.

Credit Quality Indicators

All loans are subject to the Company’s credit review and monitoring process. For the commercial loan portfolio, loans are risk rated based on an analysis of the borrower’s current payment performance or delinquency, repayment sources, financial and liquidity factors, including industry and geographic considerations. For the consumer loan portfolio, payment performance or delinquency is typically the driving indicator for risk ratings.

The Company utilizes internal credit risk ratings to assign each individual loan a risk rating of 1 through 10:

• Pass — loans risk rated 1 through 5 are assigned an internal risk rating category of “Pass.” Loans risk rated 1 are typically loans fully secured by cash. Pass loans have sufficient sources of repayment to repay the loan in full, in accordance with all terms and conditions.

• Special mention — loans assigned a risk rating of 6 have potential weaknesses that warrant closer attention by management; these are assigned an internal risk rating category of “Special Mention.”

• Substandard — loans assigned a risk rating of 7 or 8 have well-defined weaknesses that may jeopardize the full and timely repayment of the loan; these are assigned an internal risk rating category of “Substandard.”

• Doubtful — loans assigned a risk rating of 9 have insufficient sources of repayment and a high probability of loss; these are assigned an internal risk rating category of “Doubtful.”

• Loss — loans assigned a risk rating of 10 are uncollectible and of such little value that they are no longer considered bankable assets; these are assigned an internal risk rating category of “Loss.”

Loan exposures categorized as criticized consist of special mention, substandard, doubtful and loss categories. The Company reviews the internal risk ratings of its loan portfolio on a regular basis, and adjusts the ratings based on changes in the borrowers’ financial status and the collectability of the loans.

The following tables summarize the Company’s loans held-for-investment and year-to-date gross write-offs by loan portfolio segments, internal risk ratings and vintage year as of the periods presented. The vintage year is the year of loan origination, renewal or major modification. Gross write-offs in the following tables are for the nine months ended September 30, 2024, and year ended December 31, 2023. Revolving loans that are converted to term loans presented in the tables below are excluded from the term loans by vintage year columns.



	September 30, 2024


	Term Loans by Origination Year

($ in thousands)	2024		2023		2022		2021		2020		Prior		Revolving Loans		Revolving Loans Converted to Term Loans (1)		Total
Commercial:
C&I:
Pass	$	1,946,732	$	1,801,612	$	1,114,871	$	769,040	$	273,186	$	325,092	$	10,315,519	$	23,293	$	16,569,345
Criticized (accrual)	21,119		28,030		77,472		102,837		10,538		46,264		137,125		—		423,385
Criticized (nonaccrual)	3,798		25,150		21,639		10,010		3,278		10,325		1,072		—		75,272


Total C&I	1,971,649		1,854,792		1,213,982		881,887		287,002		381,681		10,453,716		23,293		17,068,002

Gross write-offs (2)	—		13,852		16,197		13,671		1,212		3,012		9,812		—		57,756

CRE:

Pass	1,189,109		2,315,579		3,772,545		1,979,487		1,353,082		3,382,589		81,109		49,591		14,123,091
Criticized (accrual)	10,981		44,631		50,011		50,984		67,643		202,811		—		14,784		441,845
Criticized (nonaccrual)	—		—		—		—		1,773		1,500		—		—		3,273


Subtotal CRE	1,200,090		2,360,210		3,822,556		2,030,471		1,422,498		3,586,900		81,109		64,375		14,568,209

Gross write-offs (2)	—		—		—		—		—		2		—		—		2

Multifamily residential:
Pass	275,321		668,357		1,448,005		756,812		619,627		1,279,498		18,063		1,261		5,066,944
Criticized (accrual)	—		—		34,984		32,032		—		2,935		—		—		69,951
Criticized (nonaccrual)	—		—		—		—		—		4,586		—		—		4,586


Subtotal multifamily residential	275,321		668,357		1,482,989		788,844		619,627		1,287,019		18,063		1,261		5,141,481

Gross write-offs	—		—		—		—		—		6		—		—		6

Construction and land:
Pass	68,565		335,119		197,019		75,503		—		6,253		—		—		682,459

Criticized (nonaccrual)	—		—		11,316		—		—		—		—		—		11,316
Subtotal construction and land	68,565		335,119		208,335		75,503		—		6,253		—		—		693,775

Gross write-offs	—		—		2,289		—		—		—		—		—		2,289

Total CRE	1,543,976		3,363,686		5,513,880		2,894,818		2,042,125		4,880,172		99,172		65,636		20,403,465

Total CRE gross write-offs (2)	—		—		2,289		—		—		8		—		—		2,297

Total commercial	$	3,515,625	$	5,218,478	$	6,727,862	$	3,776,705	$	2,329,127	$	5,261,853	$	10,552,888	$	88,929	$	37,471,467

Total commercial gross write-offs (2)	$	—	$	13,852	$	18,486	$	13,671	$	1,212	$	3,020	$	9,812	$	—	$	60,053



	September 30, 2024


	Term Loans by Origination Year
($ in thousands)	2024		2023		2022		2021		2020		Prior		Revolving Loans		Revolving Loans Converted to Term Loans (1)		Total
Consumer:
Residential mortgage:
Single-family residential:
Pass (3)	$	1,754,930	$	2,864,585	$	3,149,135	$	2,128,715	$	1,457,386	$	2,554,887	$	—	$	—	$	13,909,638
Criticized (accrual)	1,158		4,416		5,476		520		692		6,220		—		—		18,482
Criticized (nonaccrual) (3)	2,375		10,968		1,721		3,011		3,236		13,666		—		—		34,977
Subtotal single-family residential mortgage	1,758,463		2,879,969		3,156,332		2,132,246		1,461,314		2,574,773		—		—		13,963,097
Gross write-offs (2)	9		—		—		—		—		—		—		—		9

HELOCs:
Pass	5,486		3,599		5,338		2,338		4,102		9,369		1,593,145		113,294		1,736,671
Criticized (accrual)	1,794		1,679		1,158		680		—		293		769		1,096		7,469
Criticized (nonaccrual)	517		1,905		3,444		—		476		5,839		—		4,395		16,576
Subtotal HELOCs	7,797		7,183		9,940		3,018		4,578		15,501		1,593,914		118,785		1,760,716
Gross write-offs	—		10		—		—		—		—		—		—		10

Total residential mortgage	1,766,260		2,887,152		3,166,272		2,135,264		1,465,892		2,590,274		1,593,914		118,785		15,723,813
Total residential mortgage gross write-offs (2)	9		10		—		—		—		—		—		—		19

Other consumer:
Pass	3,616		36		22,982		132		—		6,804		21,228		—		54,798
Criticized (accrual)	1		—		—		—		—		—		3,000		—		3,001
Criticized (nonaccrual)	—		—		—		—		—		—		102		—		102
Total other consumer	3,617		36		22,982		132		—		6,804		24,330		—		57,901
Gross write-offs (2)	—		—		—		—		—		—		25		—		25

Total consumer	$	1,769,877	$	2,887,188	$	3,189,254	$	2,135,396	$	1,465,892	$	2,597,078	$	1,618,244	$	118,785	$	15,781,714
Total consumer gross write-offs (2)	$	9	$	10	$	—	$	—	$	—	$	—	$	25	$	—	$	44

Total loans held-for-investment:
Pass	$	5,243,759	$	7,988,887	$	9,709,895	$	5,712,027	$	3,707,383	$	7,564,492	$	12,029,064	$	187,439	$	52,142,946
Criticized (accrual)	35,053		78,756		169,101		187,053		78,873		258,523		140,894		15,880		964,133
Criticized (nonaccrual)	6,690		38,023		38,120		13,021		8,763		35,916		1,174		4,395		146,102
Total	$	5,285,502	$	8,105,666	$	9,917,116	$	5,912,101	$	3,795,019	$	7,858,931	$	12,171,132	$	207,714	$	53,253,181
Total loans held-for-investment gross write-offs (2)	$	9	$	13,862	$	18,486	$	13,671	$	1,212	$	3,020	$	9,837	$	—	$	60,097



	December 31, 2023


	Term Loans by Origination Year

($ in thousands)	2023		2022		2021		2020		2019		Prior		Revolving Loans		Revolving Loans Converted to Term Loans (1)		Total
Commercial:
C&I:
Pass	$	2,314,463	$	1,628,560	$	1,296,936	$	331,982	$	245,173	$	164,159	$	10,053,757	$	20,143	$	16,055,173
Criticized (accrual)	105,119		67,899		120,574		15,064		40,920		22,098		117,196		—		488,870
Criticized (nonaccrual)	2,104		7,916		131		4,819		2,979		18,137		950		—		37,036


Total C&I	2,421,686		1,704,375		1,417,641		351,865		289,072		204,394		10,171,903		20,143		16,581,079
Gross write-offs (2)	350		10,454		424		3,758		9,748		2,648		1,593		—		28,975

CRE:
Pass	2,492,915		4,086,385		2,216,257		1,428,724		1,600,844		2,494,382		92,851		62,771		14,475,129
Criticized (accrual)	36,855		34,485		30,336		48,250		24,437		104,340		—		—		278,703
Criticized (nonaccrual)	—		—		—		—		444		22,805		—		—		23,249


Subtotal CRE	2,529,770		4,120,870		2,246,593		1,476,974		1,625,725		2,621,527		92,851		62,771		14,777,081
Gross write-offs (2)	—		—		—		—		—		1,329		—		—		1,329

Multifamily residential:
Pass	665,780		1,481,161		808,333		612,408		498,491		857,713		8,690		1,281		4,933,857
Criticized (accrual)	—		3,356		54,614		—		693		25,974		—		—		84,637
Criticized (nonaccrual)	—		—		—		—		—		4,669		—		—		4,669


Subtotal multifamily residential	665,780		1,484,517		862,947		612,408		499,184		888,356		8,690		1,281		5,023,163
Gross write-offs	—		—		—		—		—		3		—		—		3

Construction and land:
Pass	209,775		280,151		120,724		39,928		808		5,501		6,981		—		663,868


Subtotal construction and land	209,775		280,151		120,724		39,928		808		5,501		6,981		—		663,868

Total CRE	3,405,325		5,885,538		3,230,264		2,129,310		2,125,717		3,515,384		108,522		64,052		20,464,112
Total CRE gross write-offs (2)	—		—		—		—		—		1,332		—		—		1,332

Total commercial	$	5,827,011	$	7,589,913	$	4,647,905	$	2,481,175	$	2,414,789	$	3,719,778	$	10,280,425	$	84,195	$	37,045,191
Total commercial gross write-offs (2)	$	350	$	10,454	$	424	$	3,758	$	9,748	$	3,980	$	1,593	$	—	$	30,307



	December 31, 2023
	Term Loans by Origination Year
($ in thousands)	2023		2022		2021		2020		2019		Prior		Revolving Loans		Revolving Loans Converted to Term Loans (1)		Total
Consumer:
Residential mortgage:
Single-family residential:
Pass (4)	$	3,188,830	$	3,340,789	$	2,279,802	$	1,594,525	$	980,686	$	1,959,974	$	—	$	—	$	13,344,606
Criticized (accrual)	2,680		4,471		566		1,440		1,503		4,167		—		—		14,827
Criticized (nonaccrual) (3)	4,466		837		3,902		2,081		3,626		8,715		—		—		23,627
Subtotal single-family residential mortgage	3,195,976		3,346,097		2,284,270		1,598,046		985,815		1,972,856		—		—		13,383,060

HELOCs:
Pass	3,641		3,882		1,734		3,153		729		9,251		1,551,074		126,280		1,699,744
Criticized (accrual)	565		1,219		1,872		101		185		1,470		2,548		1,089		9,049
Criticized (nonaccrual)	815		856		413		72		584		6,863		279		3,529		13,411
Subtotal HELOCs	5,021		5,957		4,019		3,326		1,498		17,584		1,553,901		130,898		1,722,204
Gross write-offs (2)	—		—		—		—		—		41		—		6		47

Total residential mortgage	3,200,997		3,352,054		2,288,289		1,601,372		987,313		1,990,440		1,553,901		130,898		15,105,264
Total residential mortgage gross write-offs (2)	—		—		—		—		—		41		—		6		47

Other consumer:
Pass	2,286		18,098		135		—		—		13,244		26,432		—		60,195

Criticized (nonaccrual)	—		—		—		—		—		—		132		—		132
Total other consumer	2,286		18,098		135		—		—		13,244		26,564		—		60,327


Total consumer	$	3,203,283	$	3,370,152	$	2,288,424	$	1,601,372	$	987,313	$	2,003,684	$	1,580,465	$	130,898	$	15,165,591
Total consumer gross write-offs (2)	$	—	$	—	$	—	$	—	$	—	$	41	$	—	$	6	$	47

Total by Risk Rating:
Pass	$	8,877,690	$	10,839,026	$	6,723,921	$	4,010,720	$	3,326,731	$	5,504,224	$	11,739,785	$	210,475	$	51,232,572
Criticized (accrual)	145,219		111,430		207,962		64,855		67,738		158,049		119,744		1,089		876,086
Criticized (nonaccrual)	7,385		9,609		4,446		6,972		7,633		61,189		1,361		3,529		102,124



Total	$	9,030,294	$	10,960,065	$	6,936,329	$	4,082,547	$	3,402,102	$	5,723,462	$	11,860,890	$	215,093	$	52,210,782
Total loans held-for-investment gross write-offs (2)	$	350	$	10,454	$	424	$	3,758	$	9,748	$	4,021	$	1,593	$	6	$	30,354

(1) No revolving commercial loans were converted to term loans during the three months ended September 30, 2024 . $ 8 million of total commercial loans, comprised o f C&I and CRE revolving loans, were c onverted to term loans during the nine months ended September 30, 2024 . In comparison, $ 11 million and $ 25 million of total commercial loans, primarily comprised of CRE revolving loans were converted to term loans during the three and nine months ended September 30, 2023, respectively. $ 2 million and $ 26 million of total consumer loans, comprised of HELOCs, were converted to term loans during the three and nine months ended September 30, 2024, respectively. In comparison, $ 21 million and $ 28 million of total consumer loans, comprised of HELOCs, were converted to term loans during the three and nine months ended September 30, 2023, respectively.

(2) Excludes gross write-offs associated with loans the Company sold or settled.

(3) As of both September 30, 2024 and December 31, 2023, $ 1 million of nonaccrual loans whose payments were guaranteed by the Federal Housing Administration were classified with a “Pass” rating.

Nonaccrual and Past Due Loans

Loans that are 90 or more days past due are generally placed on nonaccrual status unless the loan is well-collateralized and in the process of collection. Loans that are less than 90 days past due but have identified deficiencies, such as when the full collection of principal or interest becomes uncertain, are also placed on nonaccrual status. The following tables present the aging analysis of loans held-for-investment as of September 30, 2024 and December 31, 2023:



	September 30, 2024
($ in thousands)	Current Accruing Loans		Accruing Loans 30-59 Days Past Due		Accruing Loans 60-89 Days Past Due		Total Accruing Past Due Loans		Total Nonaccrual Loans		Total Loans
Commercial:
C&I	$	16,978,259	$	10,974	$	3,497	$	14,471	$	75,272	$	17,068,002
CRE:
CRE	14,562,360		1,751		825		2,576		3,273		14,568,209
Multifamily residential	5,133,784		2,620		491		3,111		4,586		5,141,481
Construction and land	682,459		—		—		—		11,316		693,775
Total CRE	20,378,603		4,371		1,316		5,687		19,175		20,403,465
Total commercial	37,356,862		15,345		4,813		20,158		94,447		37,471,467
Consumer:
Residential mortgage:
Single-family residential	13,883,243		24,890		19,229		44,119		35,735		13,963,097
HELOCs	1,717,377		19,309		7,454		26,763		16,576		1,760,716
Total residential mortgage	15,600,620		44,199		26,683		70,882		52,311		15,723,813
Other consumer	54,697		78		3,024		3,102		102		57,901
Total consumer	15,655,317		44,277		29,707		73,984		52,413		15,781,714
Total	$	53,012,179	$	59,622	$	34,520	$	94,142	$	146,860	$	53,253,181



	December 31, 2023
($ in thousands)	Current Accruing Loans		Accruing Loans 30-59 Days Past Due		Accruing Loans 60-89 Days Past Due		Total Accruing Past Due Loans		Total Nonaccrual Loans		Total Loans
Commercial:
C&I	$	16,508,394	$	28,550	$	7,099	$	35,649	$	37,036	$	16,581,079
CRE:
CRE	14,750,315		1,719		1,798		3,517		23,249		14,777,081
Multifamily residential	5,017,897		597		—		597		4,669		5,023,163
Construction and land	650,617		13,251		—		13,251		—		663,868
Total CRE	20,418,829		15,567		1,798		17,365		27,918		20,464,112
Total commercial	36,927,223		44,117		8,897		53,014		64,954		37,045,191
Consumer:
Residential mortgage:
Single-family residential	13,313,455		29,285		15,943		45,228		24,377		13,383,060
HELOCs	1,687,301		12,266		9,226		21,492		13,411		1,722,204
Total residential mortgage	15,000,756		41,551		25,169		66,720		37,788		15,105,264
Other consumer	56,930		3,123		142		3,265		132		60,327
Total consumer	15,057,686		44,674		25,311		69,985		37,920		15,165,591
Total	$	51,984,909	$	88,791	$	34,208	$	122,999	$	102,874	$	52,210,782

The following table presents the amortized cost of loans on nonaccrual status for which there was no related allowance for loan losses as of both September 30, 2024 and December 31, 2023. Nonaccrual loans may not have an allowance for credit losses if the loan balances are well secured by collateral values and there is no loss expectation.



($ in thousands)	September 30, 2024		December 31, 2023

Commercial:
C&I	$	67,821	$	33,089

CRE	2,591		22,653
Multifamily residential	—		4,235
Construction and land	11,316		—

Total commercial	81,728		59,977
Consumer:

Single-family residential	6,520		4,852
HELOCs	10,085		7,256


Total consumer	16,605		12,108
Total nonaccrual loans with no related allowance for loan losses	$	98,333	$	72,085

Foreclosed Assets

The Company acquires assets from borrowers through loan restructurings, workouts, or foreclosures. Assets acquired may include real properties (e.g., real estate, land, and buildings) and commercial and personal properties. The Company recognizes foreclosed assets upon receiving assets in satisfaction of a loan (e.g., taking legal title or physical possession).

Foreclosed assets, consisting of OREO and other nonperforming assets, are included in Other assets on the Consolidated Balance Sheet. The Company had $ 49 million of foreclosed assets as of September 30, 2024, compared with $ 11 million as of December 31, 2023. The Company commences the foreclosure process on consumer mortgage loans after a borrower becomes more than 120 days delinquent in accordance with the Consumer Financial Protection Bureau guidelines. The carrying value of the consumer real estate loans that were in an active or suspended foreclosure process was $ 14 million and $ 8 million as of September 30, 2024 and December 31, 2023, respectively.

Loan Modifications to Borrowers Experiencing Financial Difficulty

As part of the Company’s loss mitigation efforts, the Company may agree to modify the contractual terms of a loan to assist borrowers experiencing financial difficulty. The Company negotiates loan modifications on a case-by-case basis to achieve mutually agreeable terms that maximize loan collectability and meet the borrower’s financial needs. The Company considers various factors to identify borrowers experiencing financial difficulty. The primary factor for consumer borrowers is delinquency status. For commercial loan borrowers, these factors include credit risk ratings, the probability of loan risk rating downgrades, and overall risk profile changes. The modification may include, but is not limited to, payment deferrals, interest rate reductions, term extensions, principal forgiveness, or a combination of such modifications. Commercial loan borrowers that require immaterial modifications such as insignificant interest rate changes, short-term extensions (90 days or less) from the original maturity date, or temporary waivers or extensions of financial covenants which would not constitute material credit actions, are generally not considered to be experiencing financial difficulty and are not included in the disclosure. Insignificant payment deferrals (three months or less in the last 12 months) are also not included in the disclosure.

The following tables present the amortized cost of loans that were modified during the three and nine months ended September 30, 2024 and 2023 by loan class and modification type:



	Three Months Ended September 30, 2024
	Modification Type
($ in thousands)	Term Extension		Payment Delay		Combination: Term Extension/ Payment Delay		Combination: Rate Reduction/ Payment Delay		Total		Modification as a % of Loan Class
Commercial:
C&I	$	15,848	$	—	$	—	$	—	$	15,848	0.09	%

CRE	23,735		—		—		—		23,735		0.16	%



Total commercial	39,583		—		—		—		39,583
Consumer:

Single-family residential	—		4,718		219		141		5,078		0.04	%
HELOCs	—		3,763		—		—		3,763		0.21	%




Total consumer	—		8,481		219		141		8,841
Total	$	39,583	$	8,481	$	219	$	141	$	48,424



	Three Months Ended September 30, 2023
	Modification Type
($ in thousands)	Term Extension		Payment Delay		Combination: Term Extension/ Payment Delay		Combination: Rate Reduction/ Payment Delay		Total		Modification as a % of Loan Class
Commercial:
C&I	$	1,682	$	11,603	$	—	$	—	$	13,285	0.08	%

CRE	13,469		—		—		—		13,469		0.07	%



Total commercial	15,151		11,603		—		—		26,754
Consumer:

Single-family residential	—		2,944		1,260		—		4,204		0.03	%
HELOCs	—		—		334		183		517		0.03	%




Total consumer	—		2,944		1,594		183		4,721
Total	$	15,151	$	14,547	$	1,594	$	183	$	31,475



	Nine Months Ended September 30, 2024
	Modification Type
($ in thousands)	Term Extension		Payment Delay		Combination: Term Extension/ Payment Delay		Combination: Rate Reduction/ Payment Delay		Total		Modification as a % of Loan Class
Commercial:
C&I	$	26,191	$	24,768	$	—	$	—	$	50,959	0.30	%

CRE	47,969		—		—		—		47,969		0.33	%



Total commercial	74,160		24,768		—		—		98,928
Consumer:

Single-family residential	—		13,278		219		141		13,638		0.10	%
HELOCs	—		10,708		—		517		11,225		0.64	%


Other consumer	3,000		—		—		—		3,000		5.18	%

Total consumer	3,000		23,986		219		658		27,863
Total	$	77,160	$	48,754	$	219	$	658	$	126,791



	Nine Months Ended September 30, 2023
	Modification Type
($ in thousands)	Term Extension		Payment Delay		Combination: Term Extension/ Payment Delay		Combination: Rate Reduction/ Term Extension		Combination: Rate Reduction/ Payment Delay		Total		Modification as a % of Loan Class
Commercial:
C&I	$	44,120	$	20,793	$	—	$	—	$	—	$	64,913	0.41	%

CRE	13,979		—		—		32,724		—		46,703		0.23	%



Total commercial	58,099		20,793		—		32,724		—		111,616
Consumer:

Single-family residential	—		7,276		1,809		—		—		9,085		0.07	%
HELOCs	—		741		1,053		—		183		1,977		0.11	%




Total consumer	—		8,017		2,862		—		183		11,062
Total	$	58,099	$	28,810	$	2,862	$	32,724	$	183	$	122,678

The following tables present the financial effects of the loan modifications for the three and nine months ended September 30, 2024 and 2023 by loan class and modification type:



	Financial Effects of Loan Modifications for the Three Months Ended September 30,
	2024				2023
($ in thousands)	Weighted-Average Interest Rate Reduction		Weighted-Average Term Extension (in years)	Weighted-Average Payment Delay (in years)	Principal Forgiveness			Weighted-Average Interest Rate Reduction			Weighted-Average Term Extension (in years)	Weighted-Average Payment Delay (in years)
Commercial:
C&I	—	%	0.8	0.0	$	26	(1)	—	%	(1)	3.0	1.5

CRE	—	%	3.3	0.0	—			—	%		1.1	0.0




Consumer:

Single-family residential	1.63	%	10.0	2.6	—			—	%		10.0	1.0
HELOCs	—	%	0.0	0.6	—			0.50	%		16.7	0.7



		Financial Effects of Loan Modifications for the Nine Months Ended September 30,
2024		2023
	($ in thousands)	Weighted-Average Interest Rate Reduction		Weighted-Average Term Extension (in years)	Weighted-Average Payment Delay (in years)	Principal Forgiveness			Weighted-Average Interest Rate Reduction			Weighted-Average Term Extension (in years)	Weighted-Average Payment Delay (in years)
	Commercial:
	C&I	—	%	1.6	1.6	$	371	(1)	—	%	(1)	1.4	1.2

	CRE	—	%	2.4	0.0	—			3.00	%		2.1	0.0




	Consumer:

	Single-family residential	1.63	%	10.0	1.4	—			—	%		9.9	1.0
	HELOCs	0.25	%	0.0	2.0	—			0.50	%		15.4	0.5


	Other consumer	—	%	0.8	0.0	—			—	%		0.0	0.0

(1) Comprised of a C&I loan modified during the three and nine months ended September 30, 2023 where the interest was waived in addition to principal forgiveness.

A modified loan may become delinquent and result in a payment default (generally 90 days past due) subsequent to modification. The following tables present information on loans that defaulted during the three and nine months ended September 30, 2024 that received modifications during the 12 months preceding payment default. There were no loans that received modifications and subsequently defaulted during both the three and nine months ended September 30, 2023.





	Loans Modified Subsequently Defaulted During the Three Months Ended September 30, 2024
($ in thousands)	Term Extension		Payment Delay		Combination: Rate Reduction/ Payment Delay		Combination: Term Extension/ Payment Delay		Total








Consumer:

Single-family residential	$	—	$	573	$	—	$	—	$	573
HELOCs	—		2,762		—		—		2,762




Total consumer	—		3,335		—		—		3,335
Total	$	—	$	3,335	$	—	$	—	$	3,335





	Loans Modified Subsequently Defaulted During the Nine Months Ended September 30, 2024
($ in thousands)	Term Extension		Payment Delay		Combination: Rate Reduction/ Payment Delay		Combination: Term Extension/ Payment Delay		Total
Commercial:
C&I	$	7,829	$	5,280	$	—	$	—	$	13,109





Total commercial	7,829		5,280		—		—		13,109
Consumer:

Single-family residential	—		7,995		141		2,828		10,964
HELOCs	—		3,240		1,149		—		4,389




Total consumer	—		11,235		1,290		2,828		15,353
Total	$	7,829	$	16,515	$	1,290	$	2,828	$	28,462

The Company monitors the performance of modified loans to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following tables present the performance of loans that were modified in the twelve months ended September 30, 2024. For the comparative period, the amounts represent the performance of loans that were modified in the first nine months ended September 30, 2023, subsequent to the adoption of ASU 2022-02 on January 1, 2023:



	Payment Performance as of September 30, 2024
($ in thousands)		Current		30 - 89 Days Past Due		90+ Days Past Due		Total
Commercial:
C&I		$	62,107	$	8,848	$	7,828	$	78,783

CRE		47,969		—		—		47,969



Total commercial		110,076		8,848		7,828		126,752
Consumer:

Single-family residential		9,610		3,237		6,686		19,533
HELOCs		8,922		3,736		1,270		13,928

Other consumer		—		3,000		—		3,000
Total consumer		18,532		9,973		7,956		36,461
Total		$	128,608	$	18,821	$	15,784	$	163,213



	Payment Performance as of September 30, 2023
($ in thousands)		Current		30 - 89 Days Past Due		90+ Days Past Due		Total
Commercial:
C&I		$	58,481	$	—	$	6,432	$	64,913

CRE		46,703		—		—		46,703



Total commercial		105,184		—		6,432		111,616
Consumer:

Single-family residential		7,430		1,190		465		9,085
HELOCs		1,236		741		—		1,977


Total consumer		8,666		1,931		465		11,062
Total		$	113,850	$	1,931	$	6,897	$	122,678

Commitments outstanding to lend additional funds to borrowers experiencing financial difficulty whose loans were modified were $ 4 million as of both September 30, 2024 and December 31, 2023.

Allowance for Credit Losses

The Company has a current expected credit losses framework for all financial assets measured at amortized cost and certain off-balance sheet credit exposures. The Company’s allowance for credit losses, which includes both the allowance for loan losses and the allowance for unfunded credit commitments, is calculated with the objective of maintaining a reserve sufficient to absorb losses inherent in our credit portfolios. The measurement of the allowance for credit losses is based on management’s best estimate of lifetime expected credit losses, periodic evaluation of the loan portfolio, lending-related commitments and other relevant factors.

The allowance for credit losses is deducted from the amortized cost basis of a financial asset or a group of financial assets so that the balance sheet reflects the net amount the Company expects to collect. Amortized cost is the principal balance outstanding, net of purchase premiums and discounts, deferred fees and costs, and escrow advances. Subsequent changes in expected credit losses are recognized in net income as a provision for, or a reversal of, credit loss expense.

The allowance for credit losses estimation involves procedures to consider the unique risk characteristics of the portfolio segments. The majority of the Company’s credit exposures that share risk characteristics with other similar exposures are collectively evaluated. The collectively evaluated loans include performing loans and unfunded credit commitments. If an exposure does not share risk characteristics with other exposures, the Company generally estimates expected credit losses on an individual basis.

Allowance for Collectively Evaluated Loans

The allowance for collectively evaluated loans consists of a quantitative component that assesses the different risk factors considered in our models and a qualitative component that considers risk factors external to the models. Each of these components are described below.

Quantitative Component — The Company applies quantitative methods to estimate loan losses by considering a variety of factors such as historical loss experience, the current credit quality of the portfolio, and an economic outlook over the life of the loan. The Company incorporates forward-looking information using macroeconomic scenarios which include variables that are considered key drivers of increases and decreases in credit losses. The Company utilizes a probability-weighted, multiple-scenario forecast approach. These scenarios may consist of a base forecast representing management's view of the most likely outcome, combined with downside or upside scenarios reflecting possible worsening or improving economic conditions. The quantitative models incorporate a probability-weighted calculation of these macroeconomic scenarios over a reasonable and supportable forecast period. If the life of the loans extends beyond the reasonable and supportable forecast period, the Company will consider historical experience or long-run macroeconomic trends over the remaining life of the loans to estimate the allowance for loan losses.

There were no changes to the reasonable and supportable forecast period and reversion to the historical loss experience method for the three and nine months ended September 30, 2024 and 2023.

The following table provides key credit risk characteristics and macroeconomic variables that the Company uses to estimate the expected credit losses by portfolio segment:

Portfolio Segment

Risk Characteristics

Macroeconomic Variables

C&I

Age percentage, size at origination, delinquency status, sector and risk rating

Unemployment rate, Gross Domestic Product (“GDP”), and U.S. Treasury rates

CRE, multifamily residential, and construction and land

Delinquency status, maturity date, collateral value, property type, and geographic location

Unemployment rate, GDP, and U.S. Treasury rates

Single-family residential and HELOCs

FICO score, delinquency status, maturity date, collateral value, and geographic location

Unemployment rate, GDP, and Home Price Indices

Other consumer

Loss rate approach

Immaterial - Macroeconomic variables are included in the qualitative estimate.

Quantitative Component — Allowance for Loan Losses for the Commercial Loan Portfolio

The Company’s C&I lifetime loss rate model estimates the loss rate expected over the life of a loan. This loss rate is applied to the amortized cost basis, excluding accrued interest receivable, to determine expected credit losses. The lifetime loss rate model’s reasonable and supportable period spans eight quarters, thereafter, immediately reverting to the historical average loss rate, expressed through the loan-level lifetime loss rate.

To generate estimates of expected loss at the loan level for CRE, multifamily residential, and construction and land loans, projected probabilities of default (“PDs”) and loss given defaults (“LGDs”) are applied to the estimated exposure at default, considering the term and payment structure of the loan. The forecast of future economic conditions returns to long-run historical economic trends within the reasonable and supportable period.

To estimate the life of a loan under both models, the contractual term of the loan is adjusted for estimated prepayments based on historical prepayment experience.

Quantitative Component — Allowance for Loan Losses for the Consumer Loan Portfolio

For single-family residential and HELOC loans, projected PDs and LGDs are applied to the estimated exposure at default, considering the term and payment structure of the loan, to generate estimates of expected loss at the loan level. The forecast of future economic conditions returns to long-run historical economic trends after the reasonable and supportable period. To estimate the life of a loan for the single-family residential and HELOC loan portfolios, the contractual term of the loan is adjusted for estimated prepayments based on historical prepayment experience. For other consumer loans, the Company uses a loss rate approach.

Qualitative Component — The Company considers the following qualitative factors in the determination of the collectively evaluated allowance if these factors have not already been captured by the quantitative model. Such qualitative factors may include, but are not limited to:

• loan growth trends;

• the volume and severity of past due financial assets, and criticized or adversely classified financial assets;

• the Company’s lending policies and procedures, including changes in lending strategies, underwriting standards, collection, write-off and recovery practices;

• knowledge of a borrower’s operations;

• the quality of the Company’s credit review system;

• the experience, ability and depth of the Company’s management and associates;

• the effect of other external factors such as the regulatory and legal environments, or changes in technology;

• actual and expected changes in international, national, regional, and local economic and business conditions in which the Company operates; and

• risk factors in certain industry sectors not captured by the quantitative models.

The magnitude of the impact of these factors on the Company’s qualitative assessment of the allowance for credit losses changes from period to period according to changes made by management in its assessment of these factors. The extent to which these factors change may be dependent on whether they are already reflected in quantitative loss estimates during the current period and the extent to which changes in these factors diverge from period to period.

While the Company’s allowance methodologies strive to reflect all relevant credit risk factors, there continues to be uncertainty associated with, but not limited to, potential imprecision in the estimation process due to the inherent time lag of obtaining information and normal variations between expected and actual outcomes. The Company may hold additional qualitative reserves that are designed to provide coverage for losses attributable to such risk.

Allowance for Individually Evaluated Loans

When a loan no longer shares similar risk characteristics with other loans, such as in the case of certain nonaccrual loans, the Company estimates the allowance for loan losses on an individual loan basis. The allowance for loan losses for individually evaluated loans is measured as the difference between the recorded value of the loans and their fair value. For loans evaluated individually, the Company uses one of three different asset valuation measurement methods: (1) the fair value of collateral less costs to sell; (2) the present value of expected future cash flows; or (3) the loan's observable market price. If an individually evaluated loan is determined to be collateral dependent, the Company applies the fair value of the collateral less costs to sell method. If an individually evaluated loan is determined not to be collateral dependent, the Company uses the present value of future cash flows or the observable market value of the loan.

• Collateral-Dependent Loans — The allowance of a collateral-dependent loan is limited to the difference between the recorded value and fair value of the collateral less cost of disposal or sale. As of September 30, 2024, collateral-dependent commercial and consumer loans totaled $ 45 million and $ 18 million, respectively. In comparison, collateral-dependent commercial and consumer loans totaled $ 30 million and $ 12 million, respectively, as of December 31, 2023. The Company's collateral-dependent loans were secured by real estate. As of both September 30, 2024 and December 31, 2023, the collateral value of the properties securing the collateral-dependent loans, net of selling costs, exceeded the recorded value of the majority of the loans.

The following tables summarize the activity in the allowance for loan losses by portfolio segments for the three and nine months ended September 30, 2024 and 2023:



		Three Months Ended September 30, 2024
		Commercial								Consumer
				CRE						Residential Mortgage
($ in thousands)		C&I		CRE		Multifamily Residential		Construction and Land		Single-Family Residential		HELOCs		Other Consumer		Total
Allowance for loan losses, beginning of period		$	379,984	$	194,794	$	40,254	$	14,322	$	49,523	$	3,340	$	1,577	$	683,794
Provision for (reversal of) credit losses on loans	(a)	26,416		27,123		( 8,493 )		( 1,975 )		( 1,293 )		( 128 )		67		41,717
Gross charge-offs		( 29,260 )		( 734 )		—		( 145 )		—		( 10 )		( 149 )		( 30,298 )
Gross recoveries		838		61		21		6		1		8		—		935
Total net (charge-offs) recoveries		( 28,422 )		( 673 )		21		( 139 )		1		( 2 )		( 149 )		( 29,363 )
Foreign currency translation adjustment		337		—		—		—		—		—		—		337
Allowance for loan losses, end of period		$	378,315	$	221,244	$	31,782	$	12,208	$	48,231	$	3,210	$	1,495	$	696,485



		Three Months Ended September 30, 2023
		Commercial								Consumer
				CRE						Residential Mortgage
($ in thousands)		C&I		CRE		Multifamily Residential		Construction and Land		Single-Family Residential		HELOCs		Other Consumer		Total


Allowance for loan losses, beginning of period		$	375,333	$	168,505	$	22,938	$	11,325	$	51,513	$	4,526	$	1,260	$	635,400
Provision for (reversal of) credit losses on loans	(a)	13,006		12,952		772		8,302		3,353		( 705 )		456		38,136
Gross charge-offs		( 7,074 )		( 3,466 )		—		( 10,413 )		—		( 41 )		( 13 )		( 21,007 )
Gross recoveries		2,279		49		452		2		64		15		—		2,861
Total net (charge-offs) recoveries		( 4,795 )		( 3,417 )		452		( 10,411 )		64		( 26 )		( 13 )		( 18,146 )
Foreign currency translation adjustment		133		—		—		—		—		—		—		133
Allowance for loan losses, end of period		$	383,677	$	178,040	$	24,162	$	9,216	$	54,930	$	3,795	$	1,703	$	655,523



		Nine Months Ended September 30, 2024
		Commercial								Consumer
				CRE						Residential Mortgage
($ in thousands)		C&I		CRE		Multifamily Residential		Construction and Land		Single-Family Residential		HELOCs		Other Consumer		Total
Allowance for loan losses, beginning of period		$	392,685	$	170,592	$	34,375	$	10,469	$	55,018	$	3,947	$	1,657	$	668,743
Provision for (reversal of) credit losses on loans	(a)	44,473		64,542		( 2,833 )		3,828		( 6,760 )		( 792 )		175		102,633
Gross charge-offs		( 63,392 )		( 14,235 )		( 6 )		( 2,289 )		( 35 )		( 10 )		( 337 )		( 80,304 )
Gross recoveries		4,365		345		246		200		8		65		—		5,229
Total net (charge-offs) recoveries		( 59,027 )		( 13,890 )		240		( 2,089 )		( 27 )		55		( 337 )		( 75,075 )
Foreign currency translation adjustment		184		—		—		—		—		—		—		184
Allowance for loan losses, end of period		$	378,315	$	221,244	$	31,782	$	12,208	$	48,231	$	3,210	$	1,495	$	696,485



		Nine Months Ended September 30, 2023
		Commercial								Consumer
				CRE						Residential Mortgage
($ in thousands)		C&I		CRE		Multifamily Residential		Construction and Land		Single-Family Residential		HELOCs		Other Consumer		Total
Allowance for loan losses, December 31, 2022		$	371,700	$	149,864	$	23,373	$	9,109	$	35,564	$	4,475	$	1,560	$	595,645
Impact of ASU 2022-02 adoption		5,683		337		6		—		1		1		—		6,028
Allowance for loan losses, beginning of period		377,383		150,201		23,379		9,109		35,565		4,476		1,560		601,673
Provision for (reversal of) credit losses on loans	(a)	17,587		33,313		303		10,507		19,296		( 569 )		244		80,681
Gross charge-offs		( 16,309 )		( 5,838 )		—		( 10,413 )		—		( 138 )		( 101 )		( 32,799 )
Gross recoveries		5,555		364		480		13		69		26		—		6,507
Total net (charge-offs) recoveries		( 10,754 )		( 5,474 )		480		( 10,400 )		69		( 112 )		( 101 )		( 26,292 )
Foreign currency translation adjustment		( 539 )		—		—		—		—		—		—		( 539 )
Allowance for loan losses, end of period		$	383,677	$	178,040	$	24,162	$	9,216	$	54,930	$	3,795	$	1,703	$	655,523

In addition to the allowance for loan losses, the Company maintains an allowance for unfunded credit commitments. The Company has three general areas for which it provides the allowance for unfunded credit commitments: (1) recourse obligations for loans sold, (2) letters of credit, and (3) unfunded lending commitments. The allowance for unfunded credit commitments is maintained at a level that management believes to be sufficient to absorb estimated expected credit losses related to unfunded credit facilities. See Note 11 — Commitments and Contingencies to the Consolidated Financial Statements in this Form 10-Q for additional information related to unfunded credit commitments. The following table summarizes the activity in the allowance for unfunded credit commitments for the three and nine months ended September 30, 2024 and 2023:



		Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)		2024		2023		2024		2023
Unfunded credit facilities
Allowance for unfunded credit commitments, beginning of period		$	38,783	$	29,728	$	37,698	$	26,264

Provision for credit losses on unfunded credit commitments	(b)	283		3,864		1,367		7,319
Foreign currency translation adjustment		( 4 )		( 3 )		( 3 )		6
Allowance for unfunded credit commitments, end of period		$	39,062	$	33,589	$	39,062	$	33,589

Provision for credit losses	(a) + (b)	$	42,000	$	42,000	$	104,000	$	88,000

The allowance for credit losses was $ 736 million as of September 30, 2024, an increase of $ 30 million, compared with $ 706 million as of December 31, 2023. The increase in the allowance for credit losses was primarily driven by the Company’s net loan growth, qualitative risk assessment and economic outlook that reflected continued caution regarding inflation, the high-interest rate environment and certain CRE markets.

The Company considers multiple economic scenarios to develop the estimate of the allowance for loan losses. The scenarios may consist of a baseline forecast representing management's view of the most likely outcome, and downside or upside scenarios that reflect possible worsening or improving economic conditions. As of September 30, 2024, the Company assigned the same weightings to its baseline, upside and downside scenarios as compared with December 31, 2023. The current baseline economic forecast continues to reflect key risks such as still-elevated interest rates, inflation, concerns over global conflicts and oil prices. Compared to December 2023, the September 2024 baseline forecast for GDP growth showed improvement in the near term (full years 2024 and 2025) and a slight worsening for longer-term (2026 and beyond). The unemployment rate has remained low with the September 2024 forecast showing a small uptick for the remainder of 2024 and into 2025, compared to the December 2023 forecast for the same periods. The downside scenario assumed the economy falls into recession in the fourth quarter of 2024 as a result of still-elevated interest rates, global and domestic political tensions, and concerns about bank failures. The upside scenario assumed a more optimistic economic outlook, including stronger growth, stable financial market, and full employment starting in the first quarter of 2025.

Loan Transfers, Sales and Purchases

The Company’s primary business focus is on directly originated loans. The Company also purchases loans from and participates in loan financing with other banks. In the normal course of business, the Company also provides other financial institutions with the ability to participate in commercial loans that it originates, by selling loans to such institutions. Purchased loans may be transferred from held-for-investment to held-for-sale, and write-downs to allowance for loan losses are recorded, when appropriate. The following tables provide information on the carrying value of loans transferred, sold and purchased for the held-for-investment portfolio, during the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30, 2024
	Commercial					Consumer
				CRE		Residential Mortgage
($ in thousands)	C&I			CRE		Construction and Land		Single-Family Residential		Total
Loans transferred from held-for-investment to held-for-sale (1)	$	307,182		$	—	$	—	$	—	$	307,182

Sales (2) (3)	$	326,764		$	—	$	—	$	1,642	$	328,406
Purchases	$	247,880	(4)	$	—	$	—	$	102,666	$	350,546



	Three Months Ended September 30, 2023
	Commercial					Consumer
				CRE		Residential Mortgage
($ in thousands)	C&I			CRE		Construction and Land		Single-Family Residential		Total
Loans transferred from held-for-investment to held-for-sale (1)	$	201,299		$	25,890	$	—	$	—	$	227,189

Sales (2) (3)	$	199,511		$	29,357	$	—	$	—	$	228,868
Purchases	$	19,588	(4)	$	—	$	—	$	140,771	$	160,359



	Nine Months Ended September 30, 2024
	Commercial					Consumer
				CRE		Residential Mortgage
($ in thousands)	C&I			CRE		Construction and Land		Single-Family Residential		Total
Loans transferred from held-for-investment to held-for-sale (1)	$	646,079		$	—	$	718	$	—	$	646,797

Sales (2) (3)	$	647,873		$	—	$	718	$	2,607	$	651,198
Purchases	$	451,399	(4)	$	—	$	—	$	289,266	$	740,665



	Nine Months Ended September 30, 2023
	Commercial					Consumer
				CRE		Residential Mortgage
($ in thousands)	C&I			CRE		Construction and Land		Single-Family Residential		Total
Loans transferred from held-for-investment to held-for-sale (1)	$	469,571		$	29,490	$	8,154	$	—	$	507,215

Sales (2) (3)	$	491,178		$	32,957	$	8,154	$	—	$	532,289
Purchases	$	80,550	(4)	$	—	$	—	$	351,880	$	432,430

(1) Includes write-downs of $ 1 million and $ 2 million to the allowance for loan losses related to loans transferred from held-for-investment to held-for-sale for the three and nine months ended September 30, 2024, respectively, and $ 4 million for both the three and nine months ended September 30, 2023.

(2) Includes originated loans sold of $ 309 million and $ 496 million for the three and nine months ended September 30, 2024, respectively, and $ 204 million and $ 407 million for the three and nine months ended September 30, 2023, respectively. Originated loans sold consisted primarily of C&I loans for each of the three and nine months ended September 30, 2024 and 2023.

(3) Includes $ 20 million and $ 156 million of purchased loans sold in the secondary market for the three and nine months ended September 30, 2024, respectively, and $ 25 million and $ 125 million for the three and nine months ended September 30, 2023, respectively.

(4) C&I loan purchases were comprised of syndicated C&I term loans.

Note 8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments, Net

The CRA encourages banks to meet the credit needs of their communities, particularly low- and moderate-income individuals and neighborhoods. The Company invests in certain affordable housing projects in the form of ownership interests in limited partnerships or limited liability companies that qualify for CRA consideration and tax credits. These entities are formed to develop and operate apartment complexes designed as high-quality affordable housing for lower income tenants throughout the U.S. To fully utilize the available tax credits, each of these entities must meet the affordable housing regulatory requirements for a 15-year minimum compliance period. The Company also invests in small business investment companies and new markets tax credit projects that qualify for CRA consideration, as well as eligible projects that qualify for production, historic and renewable energy tax credits. Investments in new markets tax credits promote development in low-income communities, investments in production and renewable energy tax credits help promote the development of renewable energy sources, and investments in historic tax credits promote the rehabilitation of historic buildings and economic revitalization of the surrounding areas.

The majority of affordable housing partnership, tax credit and CRA investments discussed above are variable interest entities where the Company is a limited partner in these investments, and an unrelated third party is typically the general partner or managing member who has control over the significant activities of these investments. While the Company’s interest in some of the investments may exceed 50% of the outstanding equity interests, the Company does not consolidate these investments due to the general partner’s or managing member’s ability to manage the entity, which is indicative of the general partner’s or managing member’s power over the entity. The Company’s maximum exposure to loss in connection with these partnerships consists of the unamortized investment balance and any tax credits claimed that may become subject to recapture.

The Company records its investments in qualifying affordable housing partnerships, net, using PAM. Following the adoption of ASU 2023-02 on January 1, 2024, the Company elects to account for its tax credit investments using PAM on a program-by-program basis if certain conditions are met. For the Company’s accounting policies on PAM, see Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies — Significant Accounting Policies Update — Income Taxes to the Consolidated Financial Statements in this Form 10-Q. For discussion on the Company’s impairment evaluation and monitoring process for tax credit investments, refer to Note 3 — Fair Value Measurement and Fair Value of Financial Instruments — Affordable Housing Partnership, Tax Credit and CRA Investments, Net to the Consolidated Financial Statements in this Form 10-Q.

The following table presents the investments and unfunded commitments of the Company’s affordable housing partnership, tax credit, and CRA investments, net as of September 30, 2024 and December 31, 2023:



	September 30, 2024				December 31, 2023
($ in thousands)	Assets		Liabilities - Unfunded Commitments (1)		Assets		Liabilities - Unfunded Commitments (1)

PAM:
Affordable housing partnership investments	$	480,751	$	284,712	$	419,785	$	251,746
Tax credit and CRA investments	191,644		94,529		—		—
Equity method of accounting and other:
Tax credits and CRA investments	252,044		118,243		485,251		298,990
Total	$	924,439	$	497,484	$	905,036	$	550,736

(1) Included in Accrued expenses and other liabilities on the Consolidated Balance Sheet.

The following table presents additional information related to the investments in affordable housing partnership, tax credit and CRA investments for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Tax credits and benefits (1) :
PAM:
Affordable housing partnership investments	$	17,352	$	15,660	$	51,383	$	47,058
Tax credit and CRA investments	27,321		—		80,774		—
Equity method of accounting and other:
Tax credit and CRA investments	14,918		47,395		49,055		120,297
Total tax credits and benefits	$	59,591	$	63,055	$	181,212	$	167,355

Amortization:
PAM:
Affordable housing partnership investments (2)	$	11,245	$	11,587	$	34,888	$	34,759
Tax credit and CRA investments (3)	21,819		—		65,135		—
Equity method of accounting and other:
Tax credit and CRA investments (4) (5)	5,600		49,694		34,859		115,718
Total amortization	$	38,664	$	61,281	$	134,882	$	150,477

(1) Included in Income tax expense on the Consolidated Statement of Income for the three and nine months ended September 30, 2024 and 2023.

(2) Amortization related to investments in qualified affordable housing partnerships under PAM was recorded in Income tax expense on the Consolidated Statement of Income for the three and nine months ended September 30, 2024 and 2023.

(3) Due to the adoption of ASU 2023-02 on January 1, 2024, amortization related to qualifying tax credit investments under PAM was recorded in Income tax expense on the Consolidated Statement of Income for the three and nine months ended September 30, 2024.

(4) Amortization related to tax credit and CRA investments was recognized in Amortization of tax credit and CRA investments as part of noninterest expense on the Consolidated Statement Income for the three and nine months ended September 30, 2024 and 2023.

(5) Includes net impairment losses of $ 1 million for the three months ended September 30, 2023, and net impairment recoveries of $ 1 million for the nine months ended September 30, 2023. The activity for both periods was primarily related to historic tax credits. In comparison, there were no impairment recoveries or losses for the three and nine months ended September 30, 2024.

The Company also held equity securities without readily determinable fair values totaling $ 147 million and $ 146 million as of September 30, 2024 and December 31, 2023, respectively. Equity securities without readily determinable fair values are included in Other Assets and Affordable housing partnership, tax credit and CRA investments, net on the Consolidated Balance Sheet.

Note 9 — Goodwill

Total goodwill was $ 466 million as of both September 30, 2024 and December 31, 2023. The Company’s goodwill impairment test is performed annually, as of December 31, or more frequently as events occur or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. Based on the Company’s annual goodwill impairment test as of December 31, 2023, there was no impairment. Additional information pertaining to the Company’s accounting policy for goodwill is summarized in Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Goodwill to the Consolidated Financial Statements in the Company’s 2023 Form 10-K. The Company performed an analysis of goodwill during the third quarter of 2024 that consisted of a qualitative assessment to determine if it was more likely than not that the carrying values of each reporting unit exceeded their estimated fair values. The results of this analysis indicated that no impairment of goodwill existed as of September 30, 2024.

The Company has an equity method investment in Rayliant and its carrying value was $ 109 million as of September 30, 2024, of which $ 101 million was comprised of equity method goodwill. For additional information on this investment, refer to Note 7 - Investments in Qualified Affordable Housing Partnerships, Tax Credit and Other Investments, Net and Variable Interest Entities to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

Note 10 — Short-Term Borrowings and Long-Term Debt

The following table presents details of the Company’s short-term and BTFP borrowings, FHLB advances, and long-term debt as of September 30, 2024 and December 31, 2023:



			September 30, 2024		December 31, 2023
($ in thousands)	Interest Rates	Maturity Dates	Amount		Amount



Parent company
Junior subordinated debt (1) — floating (2)	6.76 %	12/15/2035	$	31,923	$	148,249
Bank

BTFP borrowings	4.37 %	03/19/2024	$	—	$	4,500,000
FHLB advances (3) :
Floating (2)	5.02 % — 5.07 %	2025	$	3,000,000	$	—
Fixed	3.87 % — 3.95 %	2026	500,000		—
Total FHLB advances			$	3,500,000	$	—

(1) The weighted-average interest rates for junior subordinated debt were 6.76 % and 6.87 % as of September 30, 2024 and December 31, 2023, respectively.

(2) Floating interest rates are based on the Secured Overnight Financing Rate plus the established spread.

(3) The weighted-average interest rate for FHLB advances was 4.88 % as of September 30, 2024.

The Bank’s available borrowing capacity from FHLB advances totaled $ 8.9 billion as of September 30, 2024. The Bank’s available borrowing capacity from the FHLB is derived from its portfolio of loans that are pledged to the FHLB, reduced by any outstanding FHLB advances. As of September 30, 2024, all advances were secured by real estate loans.

During the first quarter of 2024, the Company redeemed approximately $ 117 million of junior subordinated debt and repaid $ 4.5 billion of BTFP borrowings upon maturity. For additional information on the BTFP and junior subordinated debt, refer to Note 10 — Short-Term Borrowings and Long-Term Debt to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

Note 11 — Commitments and Contingencies

Commitments to Extend Credit — In the normal course of business, the Company provides loan commitments and letters of credit to customers on predetermined terms. These outstanding commitments to extend credit are not reflected in the accompanying Consolidated Financial Statements. While the Company does not anticipate losses from these transactions, commitments to extend credit are included in determining the appropriate level of allowance for unfunded credit commitments.

The following table presents the Company’s credit-related commitments as of September 30, 2024 and December 31, 2023:



	September 30, 2024										December 31, 2023
($ in thousands)	Expire in One Year or Less		Expire After One Year Through Three Years		Expire After Three Years Through Five Years		Expire After Five Years		Total		Total
Loan commitments	$	4,482,181	$	3,933,575	$	633,664	$	118,421	$	9,167,841	$	9,141,447
Commercial letters of credit and standby letters of credit (“SBLCs”)	1,227,592		332,872		258,186		1,086,480		2,905,130		2,610,761
Total	$	5,709,773	$	4,266,447	$	891,850	$	1,204,901	$	12,072,971	$	11,752,208

Loan commitments are agreements to lend to customers provided there are no violations of any conditions established in the agreement. Commitments generally have fixed expiration dates or other termination clauses and may require commitment fees. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future funding requirements.

Commercial letters of credit are issued to facilitate domestic and foreign trade transactions, while SBLCs are generally contingent upon the failure of the customers to perform according to the terms of the underlying contract with the third party. As a result, the total contractual amounts do not necessarily represent future funding requirements. The Company’s historical experience is that SBLCs typically expire without being funded. Additionally, in many cases, the Company holds collateral in various forms against these SBLCs. As part of its risk management activities, the Company monitors the creditworthiness of customers in conjunction with its SBLC exposure. Customers are obligated to reimburse the Company for any payment made on the customers’ behalf. If the customers fail to pay, the Company would, as applicable, liquidate the collateral and/or offset existing accounts. As of September 30, 2024, total letters of credit of $ 2.9 billion consisted of SBLCs of $ 2.9 billion and commercial letters of credit of $ 25 million. In comparison, as of December 31, 2023, total letters of credit of $ 2.6 billion consisted of SBLCs of $ 2.6 billion and commercial letters of credit of $ 24 million. As of both September 30, 2024 and December 31, 2023, substantially all letters of credit were graded “Pass” using the Bank’s internal credit risk rating system.

The Company applies the same credit underwriting criteria to extend loans, commitments, and conditional obligations to customers. Each customer’s creditworthiness is evaluated on a case-by-case basis. Collateral and financial guarantees may be obtained based on management’s assessment of a customer’s credit risk. Collateral may include cash, accounts receivable, inventory, personal property, plant and equipment, and real estate property.

Estimated exposure to loss from these commitments is included in the allowance for unfunded credit commitments and amounted to $ 39 million and $ 38 million as of September 30, 2024 and December 31, 2023, respectively.

Guarantees — From time to time, the Company sells or securitizes single-family and multifamily residential loans with recourse in the ordinary course of business. The Company is obligated to repurchase up to the recourse component of the loans if the loans default. The following table presents the maximum potential future payments and carrying value of loans sold or securitized with recourse as of September 30, 2024 and December 31, 2023:



	Maximum Potential Future Payments										Carrying Value (1)
	September 30, 2024								December 31, 2023		September 30, 2024		December 31, 2023
($ in thousands)	Expire After One Year Through Three Years		Expire After Three Years Through Five Years		Expire After Five Years		Total		Total		Total		Total
Single-family residential loans sold or securitized with recourse	$	12	$	42	$	4,455	$	4,509	$	5,888	$	4,509	$	5,888
Multifamily residential loans sold or securitized with recourse	—		150		14,846		14,996		14,996		18,159		19,020
Total	$	12	$	192	$	19,301	$	19,505	$	20,884	$	22,668	$	24,908

(1) Represents the unpaid principal balance.

The Company’s recourse reserve related to these guarantees is included in the allowance for unfunded credit commitments and totaled $ 32 thousand and $ 40 thousand as of September 30, 2024 and December 31, 2023, respectively. The allowance for unfunded credit commitments is included in Accrued expenses and other liabilities on the Consolidated Balance Sheet. The Company continues to experience minimal losses from the single-family and multifamily residential loan portfolios sold or securitized with recourse.

Litigation — The Company is a party to various legal actions arising in the ordinary course of its business. In accordance with ASC 450, Contingencies, the Company accrues reserves for outstanding lawsuits, claims and proceedings when a loss contingency is probable and can be reasonably estimated. The Company estimates the amount of loss contingencies using current available information from legal proceedings, advice from legal counsel and available insurance coverage. Due to the inherent subjectivity of the assessments and unpredictability of the outcomes of the legal proceedings, any amounts accrued or included in this aggregate amount may not represent the ultimate loss to the Company from the legal proceedings in question. Thus, the Company’s exposure and ultimate losses may be higher, and possibly significantly more, than the amounts accrued.

While it is impossible to ascertain the ultimate resolution or range of financial liability, based on information known to the Company as of September 30, 2024, the Company does not believe there are any pending legal proceedings to which the Company is a party that, individually or in the aggregate, would reasonably be expected to have a material adverse effect on the Company’s financial condition. In light of the inherent uncertainty in legal proceedings, however, there can be no assurance that the ultimate resolution will not exceed established reserves and it is possible that the outcome of a particular matter, or a combination of matters, may be material to the Company’s financial condition for a particular period, depending upon the size of the loss and the Company’s income for that particular period.

Note 12 — Stock Compensation Plans

Pursuant to the Company’s 2021 Stock Incentive Plan, as amended, the Company may issue stock, stock options, restricted stock, RSUs including performance-based RSUs, stock purchase warrants, stock appreciation rights, phantom stock and dividend equivalents to eligible employees, non-employee directors, consultants, and other service providers of East West and its subsidiaries. The Company has granted RSUs as its primary incentive awards. There were no outstanding awards other than RSUs as of both September 30, 2024 and December 31, 2023.

The following table presents a summary of the total share-based compensation expense and the related net tax benefits (expenses) associated with the Company’s various employee share-based compensation plans for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2024		2023		2024		2023
Stock compensation costs	$	10,717	$	9,495	$	34,371	$	29,934
Related net tax benefits (expenses) for stock compensation plans	$	20	$	( 18 )	$	812	$	8,797

Restricted Stock Units — RSUs are granted under the Company’s long-term incentive plan at no cost to the recipient. RSUs generally cliff vest after three years of continued employment from the date of the grant and are authorized to settle in shares of the Company’s common stock. Dividends are accrued during the vesting period and paid at the time of vesting. While a portion of the RSUs are time-based vesting awards, others vest subject to the attainment of additional specified performance goals, referred to as “performance-based RSUs.” Performance-based RSUs are granted annually upon approval by the Company’s Compensation and Management Development Committee based on the performance in the year prior to the grant date of the award. The number of awards that vest can range from zero percent to a maximum of 200 % of the granted number of awards based on the Company’s achievement of specified performance criteria over a performance period of three years . For information on accounting on stock-based compensation plans, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Stock-Based Compensation to the Consolidated Financial Statements of the Company’s 2023 Form 10-K.

The following table presents a summary of the activities for the Company’s time- and performance-based RSUs that were settled in shares for the nine months ended September 30, 2024. The number of performance-based RSUs stated below reflects the number of awards granted on the grant date.





	Time-Based RSUs	Performance-Based RSUs
		Shares	Weighted-Average Grant Date Fair Value		Shares	Weighted-Average Grant Date Fair Value
Outstanding, January 1, 2024		1,206,518	$	74.29	276,223	$	78.59

Granted		523,897	75.78		97,798	80.28
Vested		( 311,902 )	71.76		( 91,960 )	77.67
Forfeited		( 65,447 )	74.37		—	—
Outstanding, September 30, 2024		1,353,066	$	75.45	282,061	$	79.48

As of September 30, 2024, there were $ 38 million of unrecognized compensation costs related to unvested time-based RSUs expected to be recognized over a weighted-average period of 1.9 years, and $ 19 million of unrecognized compensation costs related to unvested performance-based RSUs expected to be recognized over a weighted-average period of 1.9 years.

Note 13 — Stockholders’ Equity and Earnings Per Share

The following table presents the basic and diluted EPS calculations for the three and nine months ended September 30, 2024 and 2023. For more information on the calculation of EPS, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Earnings Per Share to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.



	Three Months Ended September 30,			Nine Months Ended September 30,
($ and shares in thousands, except per share data)		2024		2023		2024		2023
Basic:
Net income		$	299,166	$	287,738	$	872,471	$	922,208
Weighted-average number of shares outstanding		138,606		141,485		138,997		141,356
Basic EPS		$	2.16	$	2.03	$	6.28	$	6.52
Diluted:
Net income		$	299,166	$	287,738	$	872,471	$	922,208

Weighted-average number of shares outstanding		138,606		141,485		138,997		141,356
Add: Dilutive impact of unvested RSUs		1,042		637		942		688
Diluted weighted-average number of shares outstanding		139,648		142,122		139,939		142,044
Diluted EPS		$	2.14	$	2.02	$	6.23	$	6.49

Approximately one thousand and five thousand weighted-average shares of anti-dilutive RSUs were excluded from the diluted EPS computations for the three and nine months ended September 30, 2024, respectively. In comparison, approximately one million and 350 thousand weighted-average shares of anti-dilutive RSUs were excluded from the diluted EPS computations for the three and nine months ended September 30, 2023, respectively.

Stock Repurchase Program — In 2020, the Company’s Board of Directors authorized a stock repurchase program to buy ba ck up to $ 500 million of the Company’s common stock. For the three months ended September 30, 2024 , there were no share repurchases. For the nine months ended September 30, 2024 , the Company repurchased 1,742,496 shares at an average price of $ 70.72 per share at a total cost of $ 123 million. The Company did not repurchase any shares during the three and nine months ended September 30, 2023 . As of September 30, 2024, the Company had approximately $ 49 million available for repurchases under its stock repurchase program.

Note 14 — Accumulated Other Comprehensive (Loss) Income

The following tables present the changes in the components of AOCI balances for the three and nine months ended September 30, 2024 and 2023:



($ in thousands)	Debt Securities (1)		Cash Flow Hedges		Foreign Currency Translation Adjustments (2)		Total
Balance, July 1, 2023	$	( 681,536 )	$	( 74,805 )	$	( 25,591 )	$	( 781,932 )
Net unrealized (losses) gains arising during the period	( 72,691 )		( 44,347 )		3,710		( 113,328 )
Amounts reclassified from AOCI	2,870		17,013		—		19,883
Changes, net of tax	( 69,821 )		( 27,334 )		3,710		( 93,445 )
Balance, September 30, 2023	$	( 751,357 )	$	( 102,139 )	$	( 21,881 )	$	( 875,377 )

Balance, July 1, 2024	$	( 591,286 )	$	( 44,059 )	$	( 18,828 )	$	( 654,173 )
Net unrealized gains (losses) arising during the period	132,130		66,105		( 1,126 )		197,109
Amounts reclassified from AOCI	2,663		17,097		—		19,760
Changes, net of tax	134,793		83,202		( 1,126 )		216,869
Balance, September 30, 2024	$	( 456,493 )	$	39,143	$	( 19,954 )	$	( 437,304 )



($ in thousands)	Debt Securities (1)		Cash Flow Hedges		Foreign Currency Translation Adjustments (2)		Total
Balance, January 1, 2023	$	( 694,815 )	$	( 49,531 )	$	( 21,283 )	$	( 765,629 )
Net unrealized losses arising during the period	( 72,034 )		( 91,468 )		( 598 )		( 164,100 )
Amounts reclassified from AOCI	15,492		38,860		—		54,352
Changes, net of tax	( 56,542 )		( 52,608 )		( 598 )		( 109,748 )
Balance, September 30, 2023	$	( 751,357 )	$	( 102,139 )	$	( 21,881 )	$	( 875,377 )

Balance, January 1, 2024	$	( 601,881 )	$	2,624	$	( 21,339 )	$	( 620,596 )
Net unrealized gains (losses) arising during the period	138,621		( 15,235 )		1,385		124,771
Amounts reclassified from AOCI	6,767		51,754		—		58,521
Changes, net of tax	145,388		36,519		1,385		183,292
Balance, September 30, 2024	$	( 456,493 )	$	39,143	$	( 19,954 )	$	( 437,304 )

(1) Includes after-tax unamortized losses related to AFS debt securities that were transferred to HTM in 2022.

(2) Represents foreign currency translation adjustments related to the Company’s net investment in non-U.S. operations, including related hedges. The functional currency and reporting currency of the Company’s foreign subsidiary was RMB and USD, respectively.

The following tables present the components of other comprehensive income (loss), reclassifications to net income and the related tax effects for the three and nine months ended September 30, 2024 and 2023:



	Three Months Ended September 30,
	2024						2023
($ in thousands)	Before-Tax		Tax Effect		Net-of-Tax		Before-Tax		Tax Effect		Net-of-Tax
Debt securities:
Net unrealized gains (losses) on AFS debt securities arising during the period	$	187,578	$	( 55,448 )	$	132,130	$	( 103,183 )	$	30,492	$	( 72,691 )
Reclassification adjustments:
Net realized gains on AFS debt securities reclassified into net income (1)	( 145 )		43		( 102 )		—		—		—
Amortization of unrealized losses on transferred debt securities (2)	3,926		( 1,161 )		2,765		4,075		( 1,205 )		2,870
Net change	191,359		( 56,566 )		134,793		( 99,108 )		29,287		( 69,821 )
Cash flow hedges:
Net unrealized gains (losses) arising during the period	93,842		( 27,737 )		66,105		( 62,715 )		18,368		( 44,347 )
Net realized losses reclassified into net income (3)	24,272		( 7,175 )		17,097		24,059		( 7,046 )		17,013
Net change	118,114		( 34,912 )		83,202		( 38,656 )		11,322		( 27,334 )
Foreign currency translation adjustments, net of hedges:
Net unrealized (losses) gains arising during the period	( 1,126 )		—		( 1,126 )		3,728		( 18 )		3,710
Net change	( 1,126 )		—		( 1,126 )		3,728		( 18 )		3,710
Other comprehensive income (loss)	$	308,347	$	( 91,478 )	$	216,869	$	( 134,036 )	$	40,591	$	( 93,445 )



	Nine Months Ended September 30,
	2024						2023
($ in thousands)	Before-Tax		Tax Effect		Net-of-Tax		Before-Tax			Tax Effect		Net-of-Tax
Debt securities:
Net unrealized gains (losses) arising during the period	$	196,717	$	( 58,096 )	$	138,621	$	( 102,262 )		$	30,228	$	( 72,034 )
Reclassification adjustments:
Net realized (gains) losses on AFS debt securities reclassified into net income (1)	( 1,979 )		585		( 1,394 )		10,000		(4)	( 2,956 )		7,044
Amortization of unrealized losses on transferred securities (2)	11,587		( 3,426 )		8,161		11,994			( 3,546 )		8,448
Net change	206,325		( 60,937 )		145,388		( 80,268 )			23,726		( 56,542 )
Cash flow hedges:
Net unrealized losses arising during the period	( 21,629 )		6,394		( 15,235 )		( 129,329 )			37,861		( 91,468 )
Net realized losses reclassified into net income (3)	73,471		( 21,717 )		51,754		54,955			( 16,095 )		38,860
Net change	51,842		( 15,323 )		36,519		( 74,374 )			21,766		( 52,608 )
Foreign currency translation adjustments, net of hedges:
Net unrealized gains arising during the period	1,558		( 173 )		1,385		247			( 845 )		( 598 )
Net change	1,558		( 173 )		1,385		247			( 845 )		( 598 )
Other comprehensive income (loss)	$	259,725	$	( 76,433 )	$	183,292	$	( 154,395 )		$	44,647	$	( 109,748 )

(1) Pre-tax amounts were reported in Net gains (losses) on AFS debt securities on the Consolidated Statement of Income.

(2) Represents unrealized losses amortized over the remaining lives of securities that were transferred from the AFS to HTM portfolio in 2022.

(3) Pre-tax amounts related to cash flow hedges on variable rate loans and long-term borrowings, where applicable, were reported in Interest and dividend income and in Interest expense, respectively , on the Consolidated Statement of Income. In the first quarter of 2023, the pre-tax amount also included the terminated cash flow hedge where the forecasted cash flows were no longer probable to occur and was reported in Noninterest income on the Consolidated Statement of Income.

(4) Represents the loss related to an AFS debt security that was written off in the first quarter of 2023.

Note 15 — Business Segments

The Company organizes its operations into three reportable operating segments: (1) Consumer and Business Banking; (2) Commercial Banking; and (3) Treasury and Other. These segments are defined by the type of customers served, and the related products and services provided. The segments reflect how financial information is currently evaluated by management. Operating segment results are based on the Company’s internal management reporting process, which reflects assignments and allocations of certain balance sheet and income statement items. The information presented is not indicative of how the segments would perform if they operated as independent entities.

The Consumer and Business Banking segment primarily provides financial products and services to consumer and commercial customers through the Company’s domestic branch network and digital banking platforms. This segment offers consumer and commercial deposits, mortgage and home equity loans, and other products and services. It also originates commercial loans for small- and medium-sized enterprises through the Company’s branch network. Other products and services provided by this segment include wealth management, private banking, treasury management, interest rate risk hedging and foreign exchange services.

The Commercial Banking segment primarily generates commercial loan and deposit products. Commercial loan products include CRE lending, construction financing, commercial business lending, working capital lines of credit, trade finance, letters of credit, affordable housing lending, asset-based lending, asset-backed finance, project finance and equipment financing. Commercial deposit products and other financial services include treasury management, foreign exchange services and interest rate and commodity risk hedging.

The remaining centralized functions, including the corporate treasury activities of the Company and eliminations of inter-segment amounts, have been aggregated and included in the Treasury and Other segment, which provides broad administrative support to the two core segments, namely the Consumer and Business Banking and the Commercial Banking segments.

The Company utilizes an internal reporting process to measure the performance of the three operating segments within the Company. The internal reporting process derives operating segment results by utilizing allocation methodologies for revenues and expenses. Net interest income of each segment represents the difference between actual interest earned on assets and interest incurred on liabilities of the segment, adjusted for funding charges or credits through the Company’s internal funds transfer pricing (“FTP”) process. Noninterest income and noninterest expense directly attributable to a business segment are assigned to that segment. Indirect costs, including technology-related costs and corporate overhead, are allocated based on a segment’s estimated usage using factors including but not limited to, full-time equivalent employees, net interest income, and loan and deposit volume. Charge-offs are recorded to the segment directly associated with the respective loans charged off, and provision for credit losses is recorded to the segments based on the related loans for which allowances are evaluated. The Company’s internal reporting process utilizes a full-allocation methodology. Under this methodology, corporate and indirect expenses incurred by the Treasury and Other segment are allocated to the Consumer and Business Banking and the Commercial Banking segments, except certain corporate treasury-related expenses and insignificant unallocated expenses.

The corporate treasury function within the Treasury and Other segment is responsible for the Company’s liquidity and interest rate management, and the internal FTP process. The FTP process is formulated with the goal of encouraging loan and deposit growth that is consistent with the Company’s overall profitability objectives, as well as providing a reasonable and consistent basis for the measurement of its business segments’ net interest margins and profitability. The FTP process charges a cost to fund loans (“FTP charges for loans”) and allocates credits for funds provided from deposits (“FTP credits for deposits”) using internal FTP rates. FTP charges for loans are determined based on a matched cost of funds, which is tied to the pricing and term characteristics of the loans. FTP credits for deposits are based on matched funding credit rates, which are tied to the implied or stated maturity of the deposits. FTP credits for deposits reflect the long-term value generated by the deposits. The net spread between the total internal FTP charges and credits is recorded as part of net interest income in the Treasury and Other segment. The FTP process transfers the corporate interest rate risk exposure to the treasury function within the Treasury and Other segment, where such exposures are centrally managed. The Company’s internal FTP assumptions and methodologies are reviewed at least annually to ensure that the process is reflective of current market conditions.

During the third quarter of 2024, the Company refined its segment allocation methodology and reclassified certain deposits and their related income or expenses from the “Consumer and Business Banking” segment to the “Commercial Banking” or “Treasury and Other” segments, and certain loan balances and their related income or expenses from the “Commercial Banking” segment to the “Treasury and Other” segment. Balances for the prior year periods have been reclassified for comparability.

The following tables present the operating results and other key financial measures for the individual operating segments as of and for the three and nine months ended September 30, 2024 and 2023:



($ in thousands)	Consumer and Business Banking		Commercial Banking		Treasury and Other		Total
Three Months Ended September 30, 2024






Net interest income (loss) before provision for credit losses	$	290,884	$	288,704	$	( 6,866 )	$	572,722
Provision for (reversal of) credit losses	5,927		36,934		( 861 )		42,000
Noninterest income	27,970		45,577		11,214		84,761
Noninterest expense	112,006		93,602		20,558		226,166
Segment income (loss) before income taxes	200,921		203,745		( 15,349 )		389,317

Segment net income	$	141,532	$	143,218	$	14,416	$	299,166
As of September 30, 2024

Segment assets	$	19,650,183	$	35,714,691	$	19,118,846	$	74,483,720



($ in thousands)	Consumer and Business Banking		Commercial Banking		Treasury and Other		Total
Three Months Ended September 30, 2023






Net interest income (loss) before provision for credit losses	$	314,521	$	284,787	$	( 28,495 )	$	570,813
Provision for credit losses	2,563		35,506		3,931		42,000
Noninterest income	25,119		42,166		9,467		76,752
Noninterest expense	105,557		86,613		59,844		252,014
Segment income (loss) before income taxes	231,520		204,834		( 82,803 )		353,551

Segment net income (loss)	$	163,513	$	144,489	$	( 20,264 )	$	287,738
As of September 30, 2023

Segment assets	$	18,925,029	$	34,028,487	$	15,335,942	$	68,289,458


($ in thousands)	Consumer and Business Banking		Commercial Banking		Treasury and Other		Total
Nine Months Ended September 30, 2024






Net interest income (loss) before provision for credit losses	$	880,316	$	855,607	$	( 44,833 )	$	1,691,090
Provision for (reversal of) credit losses	5,246		99,996		( 1,242 )		104,000
Noninterest income	80,288		141,634		26,500		248,422
Noninterest expense	337,836		296,252		75,387		709,475
Segment income (loss) before income taxes	617,522		600,993		( 92,478 )		1,126,037

Segment net income	$	434,992	$	423,407	$	14,072	$	872,471
As of September 30, 2024

Segment assets	$	19,650,183	$	35,714,691	$	19,118,846	$	74,483,720


($ in thousands)	Consumer and Business Banking		Commercial Banking		Treasury and Other		Total
Nine Months Ended September 30, 2023






Net interest income (loss) before reversal of credit losses	$	922,845	$	825,122	$	( 10,547 )	$	1,737,420
Provision for credit losses	29,037		56,093		2,870		88,000
Noninterest income	77,191		128,306		9,864		215,361
Noninterest expense	318,947		255,709		157,594		732,250
Segment income (loss) before income taxes	652,052		641,626		( 161,147 )		1,132,531

Segment net income	$	460,516	$	453,360	$	8,332	$	922,208
As of September 30, 2023

Segment assets	$	18,925,029	$	34,028,487	$	15,335,942	$	68,289,458

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


		Page
Overview		66
Financial Review		68
Results of Operations		69
	Net Interest Income	69
	Noninterest Income	76
	Noninterest Expense	77
	Income Taxes	78
	Operating Segment Results	78
Balance Sheet Analysis		83
	Debt Securities	83
	Loan Portfolio	85
	Foreign Outstandings	91
	Capital	91
	Deposits and Other Sources of Fund ing	92
	Regulatory Capital and Ratios	94
Risk Management		95
	Credit Risk Management	95
	Liquidity Risk Management	99
	Market Risk Management	102
Critical Accounting Policies and Estimates		107
Reconciliation of GAAP to Non-GAAP Financial Measures		107

Overview

The following discussion provides information about the results of operations, financial condition, liquidity and capital resources of East West Bancorp, Inc. (referred to herein on an unconsolidated basis as “East West” and on a consolidated basis as the “Company,” “we,” “our” or “EWBC”) and its subsidiaries, including its subsidiary bank, East West Bank and its subsidiaries (referred to herein as “East West Bank” or the “Bank”). This information is intended to facilitate the understanding and assessment of significant changes and trends related to the Company’s results of operations and financial condition. This discussion and analysis should be read in conjunction with the Consolidated Financial Statements and the accompanying notes presented elsewhere in this Quarterly Report on Form 10-Q (this “Form 10-Q”), and the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the United States (“U.S.”) Securities and Exchange Commission (“SEC”) on February 29, 2024 (the “Company’s 2023 Form 10-K”).

Organization and Strategy

East West is a bank holding company incorporated in Delaware on August 26, 1998, and is registered under the Bank Holding Company Act of 1956, as amended. The Company commenced business on December 30, 1998 when, pursuant to a reorganization, it acquired all of the voting stock of the Bank, which became its principal asset. The Bank is an independent commercial bank headquartered in California that focuses on the financial service needs of individuals and businesses that operate in both the U.S. and Asia. Through over 110 locations in the U.S. and Asia, the Company provides a full range of consumer and commercial products and services through the following three business segments: (1) Consumer and Business Banking and (2) Commercial Banking, with the remaining operations recorded in (3) Treasury and Other . The Company’s principal activity is lending to and accepting deposits from businesses and individuals. We are committed to enhancing long-term shareholder value by growing loans, deposits and revenue, improving profitability, and investing for the future while managing risks, expenses and capital. Our business model is built on customer loyalty and engagement, understanding our customers’ financial goals, and meeting our customers’ financial needs through our diverse products and services. We expect our relationship-focused business model to continue generating organic growth from existing customers and to expand our targeted customer bases. As of September 30, 2024, the Company had $74.5 billion in total assets and approximately 3,500 full-time equivalent employees. For additional information on our strategy, and the products and services provided by the Bank, see Item 1. Business — Strategy and Banking Services in the Company’s 2023 Form 10-K.

Current Developments

Economic Developments

Given recent external data indicating that the pace of inflation is slowing, the Board of Governors of the Federal Reserve System (“Federal Reserve”) moved to cut the Federal Funds Rate by 50 basis points (“bps”) following its September 2024 meeting. The Federal Reserve is expected to continue gradually cutting interest rates over the near term. However, risks of a reacceleration in inflation or an economic slowdown remain, and may lead to the Federal Reserve cutting interest rates slower or faster than anticipated. Elevated interest rates had created affordability challenges for many borrowers. The commercial real estate (“CRE”) market remains under pressure, primarily from decreased demand for office space in 2024, potentially extending to 2025, affecting both the demand for CRE loans and loan performance. The Company monitors changes in economic and industry conditions and their impacts on the Company’s business, customers, employees, communities and markets. Further discussion of the potential impacts on the Company’s business due to the economic environment has been provided in Item 1A. — Risk Factors — Risks Related to Financial Matters in the Company’s 2023 Form 10-K.

Federal Deposit Insurance Corporation Special Assessment

In November 2023, the Federal Deposit Insurance Corporation (“FDIC”) approved a final rule to implement a special deposit insurance assessment to recover losses to the Deposit Insurance Fund (“DIF”) arising from the protection of uninsured depositors following the receiverships of failed institutions in the spring of 2023. The Company recognized assessment expense of approximately $70 million in the fourth quarter of 2023. In addition, the FDIC retained the ability to make further adjustments to the special assessment depending on subsequent adjustments to the DIF’s estimated loss. During 2024, the FDIC revised its loss estimate and projected that the special assessment would be collected for an additional two quarters beyond its initial eight-quarter collection period. As a result, the Company recorded an additional $12 million of FDIC special assessment charge (“FDIC charge”) during the first nine months of 2024.

Climate Accountability

In October 2023, California Governor Gavin Newsom signed into law Senate Bill 253, the Climate Corporate Data Accountability Act (“CCDAA”) and Senate Bill 261, the Climate-Related Financial Risk Act (“CRFRA”). On September 27, 2024, California Governor Gavin Newsom signed Senate Bill 219 (“SB 219”) into law, which extended the date for the California Air Resources Board (“CARB”) to adopt the regulation for the CCDAA to July 1, 2025. SB 219 also clarified that reports under the CCDAA would be permitted to be consolidated at the parent company level and that subsidiaries would be exempt from reporting.

The reporting requirements for Scope 1 and Scope 2 emissions under the CCDAA remain in 2026; reporting entities will be required to report indirect upstream and downstream supply-chain greenhouse gas emissions ("Scope 3 emissions") at a date in 2027 to be specified by the CARB. The reporting requirements for the CRFRA remain at on or before January 1, 2026. The Company is a reporting entity under both laws and is monitoring the development of CARB’s implementing regulations.

Regulatory Updates

On June 20, 2024, the FDIC released a final rule that requires covered insured depository institutions (“IDIs”) to develop and submit detailed plans demonstrating how they could be resolved in an orderly and timely manner in the event of receivership. IDIs with total assets of $100 billion or more are required to submit full resolution plans, and IDIs with total assets between $50 billion and $100 billion, including the Bank, are required to submit more limited informational filings. The first informational filings required under the final rule will be due no earlier than October 1, 2025. Under the final rule, if the FDIC deemed a resolution plan or informational filing not credible and the IDI failed to resubmit a credible plan, the IDI could become subject to an enforcement action. The Company has established a working group with senior executive management to prepare and complete a credible resolution plan for timely submission as part of the initial informational filing required by the final rule.

On July 30, 2024, the FDIC issued a proposed rule that would revise the FDIC’s regulations governing the classification and treatment of brokered deposits. The proposal would, among other changes, broaden the definition of deposit broker to include agents that place or facilitate the placement of third-party deposits at only one insured depository institution and agents that receive a fee or other remuneration in exchange for the placement of deposits. In addition, the proposal would narrow the exception to the definition of deposit broker for agents whose primary purpose is not the placement of funds with depository institutions. While we are evaluating the potential impact of the proposed rule, if the rule is finalized as proposed, the Company may be required to classify a greater amount of its deposits obtained with the involvement of third parties as brokered deposits. An increase in the amount of brokered deposits on the Company’s balance sheet could, among other consequences, increase the Company’s deposit insurance assessment costs.

On September 17, 2024, the U.S. Department of Justice (the “DOJ”) withdrew its 1995 Bank Merger Guidelines and announced that it will instead evaluate the competitive impact of bank mergers using its 2023 Merger Guidelines that the DOJ applies to mergers in all industries. Compared to the 1995 Bank Merger Guidelines, the 2023 Merger Guidelines set forth more stringent market concentration limits and add several largely qualitative bases on which the DOJ may challenge a merger. While the effect of these changes in the DOJ’s bank merger antitrust policy for particular transactions remains unclear, these changes may make it more difficult and/or costly for the Company to obtain regulatory approval for an acquisition or otherwise result in more onerous conditions to obtain approval for an acquisition.

Financial Review



	Three Months Ended September 30,			Nine Months Ended September 30,
($ and shares in thousands, except per share, and ratio data)	2024			2023			2024			2023
Summary of operations:
Net interest income before provision for credit losses	$	572,722		$	570,813		$	1,691,090		$	1,737,420
Noninterest income	84,761			76,752			248,422			215,361
Total revenue	657,483			647,565			1,939,512			1,952,781
Provision for credit losses	42,000			42,000			104,000			88,000


Noninterest expense	226,166			252,014			709,475			732,250
Income before income taxes	389,317			353,551			1,126,037			1,132,531
Income tax expense	90,151			65,813			253,566			210,323

Net income	$	299,166		$	287,738		$	872,471		$	922,208

Per share:
Basic earnings	$	2.16		$	2.03		$	6.28		$	6.52
Diluted earnings	$	2.14		$	2.02		$	6.23		$	6.49
Adjusted diluted earnings (1)	$	2.09		$	2.02		$	6.22		$	6.53
Dividends declared	$	0.55		$	0.48		$	1.65		$	1.44



Weighted-average number of shares outstanding:
Basic	138,606			141,485			138,997			141,356
Diluted	139,648			142,122			139,939			142,044


Performance metrics:
Return on average assets (“ROA”)	1.62		%	1.66		%	1.62		%	1.83		%
Return on average common equity (“ROE”)	15.99		%	17.28		%	16.24		%	19.23		%
Return on average tangible common equity (“TCE”) (1)	17.08		%	18.65		%	17.40		%	20.80		%

Common dividend payout ratio	25.82		%	23.88		%	26.66		%	22.31		%
Net interest margin	3.24		%	3.48		%	3.28		%	3.66		%
Efficiency ratio (2)	34.40		%	38.92		%	36.58		%	37.50		%
FTE efficiency ratio (1)	34.38		%	38.89		%	36.51		%	37.47		%


At period end:	September 30, 2024		December 31, 2023
Total assets	$	74,483,720	$	69,612,884
Total loans	$	53,253,181	$	52,210,898
Total deposits	$	61,700,115	$	56,092,438
Common shares outstanding at period-end	138,609		140,027
Book value per share	$	55.30	$	49.64
Tangible book value per share (1)	$	51.90	$	46.27

(1) For additional information regarding the reconciliation of these non-U.S. Generally Accepted Accounting Principles (“GAAP”) financial measures, refer to Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) — Reconciliation of GAAP to Non-GAAP Financial Measures in this Form 10-Q.

(2) Efficiency ratio is calculated as noninterest expense divided by total revenue.

The Company’s third quarter 2024 net income was $299 million, an increase of $11 million or 4%, from third quarter 2023 net income of $288 million. The increase was primarily due to lower noninterest expense and higher noninterest income, partially offset by higher income tax expense. Net income for the first nine months of 2024 was $872 million, a decrease of $50 million or 5%, from the first nine months of 2023 net income of $922 million. The decrease was primarily due to lower net interest income, higher income tax expense and provision for credit losses, partially offset by higher noninterest income and lower noninterest expense. Noteworthy aspects of the Company’s performance for the third quarter and the first nine months of 2024 included:

• Net interest income and net interest margin . Third quarter 2024 net interest income before provision for credit losses was $573 million, an increase of $2 million from the third quarter of 2023. Third quarter 2024 net interest margin of 3.24% declined 24 bps year-over-year. For the first nine months of 2024, net interest income before provision for credit losses was $1.7 billion , a decrease of $46 million or 3%, year-over-year. The net interest margin for the first nine months of 2024 was 3.28% , down 38 bps year-over-year.

• Profitability ratios. Third quarter 2024 ROA, ROE and the return on average TCE of 1.62%, 15.99% and 17.08%, respectively, were down year-over-year. ROA, ROE and the return on average TCE of 1.62%, 16.24% and 17.40%, respectively, for the first nine months of 2024, were also down year-over-year. Return on average TCE is a non-GAAP financial measure. For additional details, see the reconciliation of non-GAAP financial measures presented under Item 2. MD&A — Reconciliation of GAAP to Non-GAAP Financial Measures in this Form 10-Q.

• Efficiency ratios. Third quarter 2024 efficiency ratio of 34.40% improved 452 bps from 38.92% for the same period in 2023, while the FTE efficiency ratio of 34.38% improved 451 bps from 38.89% for the same period in 2023. For the first nine months of 2024, the efficiency ratio of 36.58% improved 92 bps from 37.50% for the same period in 2023, while the FTE efficiency ratio of 36.51% improved 96 bps from 37.47% for the same period in 2023. The FTE efficiency ratio is a non-GAAP financial measure, see Item 2. MD&A — Reconciliation of GAAP to Non-GAAP Financial Measures in this Form 10-Q.

• Asset growth. Total assets reached $74.5 billion as of September 30, 2024, an increase of $4.9 billion or 7%, from December 31, 2023, primarily driven by a $3.9 billion or 64% increase in available-for-sale (“AFS”) debt securities and a $1.0 billion or 2% increase in loans held-for-investment.

• Deposit growth. Total deposits were $61.7 billion as of September 30, 2024, an increase of $5.6 billion or 10%, from December 31, 2023, primarily reflecting growth across the Commercial and Consumer and Business Banking segments.

• Strong capital levels. Stockholders’ equity was $7.7 billion as of September 30, 2024, up 10% from $7.0 billion as of December 31, 2023. Book value per share of $55.30 as of September 30, 2024, was up 11%, compared with $49.64 as of December 31, 2023. Tangible book value per share of $51.90 as of September 30, 2024, was up 12%, compared with $46.27 as of December 31, 2023. Tangible book value per share is a non-GAAP financial measure. For additional details, see the reconciliation of non-GAAP financial measures presented under I tem 2. MD&A - Reconciliation of GAAP to non-GAAP Financial Measures in this Form 10-Q.

Results of Operations

Net Interest Income

The Company’s primary source of revenue is net interest income, which is the interest income earned on interest-earning assets less interest expense paid on interest-bearing liabilities. Net interest margin is the ratio of net interest income to average interest-earning assets. Net interest income and net interest margin are impacted by several factors, including changes in average balances and the composition of interest-earning assets and funding sources, market interest rate fluctuations and the slope of the yield curve, repricing characteristics and maturity of interest-earning assets and interest-bearing liabilities, the volume of noninterest-bearing sources of funds and asset quality.

Net interest margin for the third quarter of 2024, net interest income and net interest margin for the first nine months of 2024 all decreased year-over-year. These year-over-year decreases were primarily due to higher deposit funding costs and shifts in the deposit mix to higher cost time and money market deposits, and higher Federal Home Loan Bank (“FHLB”) advances, partially offset by higher loan yields and loan growth, increases in AFS debt securities’ volume and yield, and a decrease in Bank Term Funding Program (“BTFP”) average balances. The increase in net interest income for the third quarter of 2024, compared with the same prior year period primarily reflected loan growth and an increase in AFS debt securities’ volume, which slightly outpaced the higher cost of deposits and an increase in FHLB advances.

Average interest-earning assets were $70.3 billion for the third quarter of 2024, an increase of $5.2 billion or 8% from $65.1 billion for the third quarter of 2023. For the first nine months of 2024, average interest-earning assets were $68.9 billion, an increase of $5.4 billion or 8% from $63.5 billion for the first nine months of 2023. The year-over-year increases in average interest-earning assets primarily reflected loan growth and an increase in AFS debt securities.

The yield on average interest-earning assets for the third quarter of 2024 was 6.09%, an increase of 22 bps from 5.87% for the third quarter of 2023. The yield on average interest-earning assets for the first nine months of 2024 was 6.08%, an increase of 39 bps from 5.69% for the first nine months of 2023. The year-over-year increases in the yield on average interest-earning assets primarily reflected loan growth, an increase in AFS debt securities and higher benchmark interest rates.

The average loan yield for the third quarter of 2024 was 6.73%, an increase of 22 bps from 6.51% for the third quarter of 2023. The average loan yield for the first nine months of 2024 was 6.72%, an increase of 39 bps from 6.33% for the first nine months of 2023. The year-over-year increases in the average loan yield reflected the loan portfolio’s sensitivity to higher benchmark interest rates and loan growth. Approximately 58% of loans held-for-investment were variable rate a s of both September 30, 2024 and 2023.

Deposits are an important source of funding for the Company. Average deposits were $60.6 billion for the third quarter of 2024, which increased $5.4 billion or 10% from $55.2 billion for the third quarter of 2023. For the first nine months of 2024, average deposits were $58.9 billion, which increased $4.1 billion or 7% from $54.8 billion for the first nine months of 2023.

Average noninterest-bearing deposits were $14.6 billion for the third quarter of 2024, a decrease of $1.7 billion or 10% from $16.3 billion for the third quarter of 2023. For the first nine months of 2024, average noninterest-bearing deposits were $14.7 billion, a decrease of $2.9 billion or 16% from $17.6 billion for the first nine months of 2023. The year-over-year decreases in noninterest-bearing deposits reflected the deposit mix shift to time and money market deposits. Average noninterest-bearing deposits made up 24% and 30% of average deposits for the third quarters of 2024 and 2023, respectively, and 25% and 32% for the first nine months of 2024 and 2023, respectively.

During the third quarter and first nine months of 2024, the average cost of deposits increased 55 bps and 87 bps, respectively; while the average cost of interest-bearing deposits increased 48 bps and 88 bps, respectively. These year-over-year increases primarily reflected shifts in the deposit mix to time and money market deposits, and rising deposit costs in response to the higher interest rate environment.

The average cost of funds calculation includes deposits, BTFP, short-term borrowings and federal funds purchased, FHLB advances, securities sold under repurchase agreements (“repurchase agreements”), and long-term debt and finance lease liabilities. For the third quarter of 2024, the average cost of funds was 3.12%, a 53 bp increase from 2.59% for the third quarter of 2023. For the first nine months of 2024, the average cost of funds was 3.07%, an 86 bp increase from 2.21% for the first nine months of 2023. The year-over year increases were mainly driven by the increased cost of deposits as discussed above.

The Company utilizes various tools to manage interest rate risk. Refer to the Interest Rate Risk Management section of Item 2. MD&A — Risk Management — Market Risk Management in this Form 10-Q.

The following table presents the interest spread, net interest margin, average balances, interest income and expense, and the average yield/rate by asset and liability component for the third quarters of 2024 and 2023:



	Three Months Ended September 30,
	2024						2023
($ in thousands)	Average Balance		Interest		Average Yield/Rate (1)		Average Balance		Interest		Average Yield/Rate (1)
ASSETS
Interest-earning assets:
Interest-bearing cash and deposits with banks	$	4,987,191	$	60,060	4.79	%	$	5,392,795	$	67,751	4.98	%
Securities purchased under resale agreements	443,261		1,663		1.49	%	648,587		4,460		2.73	%
Debt securities:
AFS (2) (3)	9,316,232		111,552		4.76	%	6,074,119		57,177		3.73	%
Held-to-maturity (“HTM”) (2)	2,931,033		12,431		1.69	%	2,967,703		12,601		1.68	%
Total debt securities (2)	12,247,265		123,983		4.03	%	9,041,822		69,778		3.06	%
Loans:
Commercial and industrial (“C&I”) (2)	16,492,589		328,619		7.93	%	15,400,172		306,542		7.90	%
CRE (2)	20,272,662		328,254		6.44	%	20,059,280		317,416		6.28	%
Residential mortgage	15,601,307		229,727		5.86	%	14,365,493		193,913		5.36	%
Other consumer	53,958		753		5.55	%	63,917		848		5.26	%
Total loans (2) (4) (5)	52,420,516		887,353		6.73	%	49,888,862		818,719		6.51	%







Restricted equity securities	165,262		2,840		6.84	%	79,395		1,079		5.39	%
Total interest-earning assets	$	70,263,495	$	1,075,899	6.09	%	$	65,051,461	$	961,787	5.87	%

Noninterest-earning assets:
Cash and due from banks	341,856						544,939
Allowance for loan losses	(691,399)						(629,229)
Other assets	3,354,206						3,969,615
Total assets	$	73,268,158					$	68,936,786

LIABILITIES AND STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Checking deposits	$	7,762,719	$	58,226	2.98	%	$	8,080,025	$	54,285	2.67	%
Money market deposits	14,201,258		136,384		3.82	%	12,180,806		113,217		3.69	%
Savings deposits	1,744,644		4,811		1.10	%	2,013,246		4,047		0.80	%
Time deposits	22,270,124		254,650		4.55	%	16,621,683		166,747		3.98	%
Total interest-bearing deposits	45,978,745		454,071		3.93	%	38,895,760		338,296		3.45	%
BTFP, short-term borrowings and federal funds purchased	1,170		16		5.44	%	4,501,327		49,575		4.37	%
Short-term repurchase agreements	3,455		49		5.64	%	13,897		193		5.51	%
FHLB advances	3,440,219		48,261		5.58	%	1		—		0.00	%
Long-term debt and finance lease liabilities	36,084		780		8.60	%	152,962		2,910		7.55	%
Total interest-bearing liabilities	$	49,459,673	$	503,177	4.05	%	$	43,563,947	$	390,974	3.56	%

Noninterest-bearing liabilities and stockholders’ equity:
Demand deposits	14,606,511						16,302,296
Accrued expenses and other liabilities	1,758,641						2,465,745
Stockholders’ equity	7,443,333						6,604,798
Total liabilities and stockholders’ equity	$	73,268,158					$	68,936,786



Interest rate spread					2.04	%					2.31	%
Net interest income and net interest margin			$	572,722	3.24	%			$	570,813	3.48	%

(1) Annualized.

(2) Yields on tax-exempt securities and loans are not presented on a tax-equivalent basis.

(3) Includes the amortization of net premiums on AFS debt securities of $9 million and $8 million for the third quarters of 2024 and 2023, respectively.

(4) Average balances include nonperforming loans and loans held-for-sale.

(5) Loans include the accretion of net deferred loan fees and amortization of net premiums, which totaled $12 million and $13 million for the third quarters of 2024 and 2023, respectively.



	Nine Months Ended September 30,
	2024						2023
($ in thousands)	Average Balance		Interest		Average Yield/Rate (1)		Average Balance		Interest		Average Yield/Rate (1)
ASSETS
Interest-earning assets:
Interest-bearing cash and deposits with banks	$	5,054,542	$	183,848	4.86	%	$	4,703,843	$	164,393	4.67	%
Assets purchased under resale agreements (2)	550,913		9,663		2.34	%	659,621		12,932		2.62	%
Debt securities:
AFS (3) (4)	8,125,876		273,652		4.50	%	6,146,653		166,666		3.63	%
HTM (3)	2,940,920		37,455		1.70	%	2,982,284		38,013		1.70	%
Total debt securities (3)	11,066,796		311,107		3.76	%	9,128,937		204,679		3.00	%
Loans:
C&I (3)	16,318,594		977,077		8.00	%	15,348,662		869,914		7.58	%
CRE (3)	20,318,851		975,447		6.41	%	19,625,224		900,601		6.14	%
Residential mortgage	15,397,583		667,367		5.79	%	13,928,776		545,442		5.24	%



Other consumer	54,233		2,292		5.65	%	67,181		2,412		4.80	%
Total loans (3) (5) (6)	52,089,261		2,622,183		6.72	%	48,969,843		2,318,369		6.33	%
Restricted equity securities	141,051		7,129		6.75	%	83,013		3,054		4.92	%
Total interest-earning assets	$	68,902,563	$	3,133,930	6.08	%	$	63,545,257	$	2,703,427	5.69	%

Noninterest-earning assets:
Cash and due from banks	332,983						578,144
Allowance for loan losses	(681,988)						(617,381)
Other assets	3,496,156						3,690,570
Total assets	$	72,049,714					$	67,196,590

LIABILITIES AND STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Checking deposits	$	7,642,423	$	164,727	2.88	%	$	7,675,325	$	127,030	2.21	%
Money market deposits	13,855,167		406,450		3.92	%	11,295,157		275,738		3.26	%
Savings deposits	1,783,011		13,935		1.04	%	2,215,102		11,679		0.70	%
Time deposits	20,886,769		706,640		4.52	%	15,993,669		428,120		3.58	%
Total interest-bearing deposits	44,167,370		1,291,752		3.91	%	37,179,253		842,567		3.03	%
BTFP, short-term borrowings and federal funds purchased	1,284,826		42,154		4.38	%	3,284,663		107,432		4.37	%
FHLB advances	2,501,826		104,840		5.60	%	164,836		6,430		5.22	%
Repurchase agreements	3,370		142		5.63	%	45,080		1,456		4.32	%
Long-term debt and finance lease liabilities	65,969		3,952		8.00	%	152,716		8,122		7.11	%
Total interest-bearing liabilities	$	48,023,361	$	1,442,840	4.01	%	$	40,826,548	$	966,007	3.16	%

Noninterest-bearing liabilities and stockholders’ equity:
Demand deposits	14,741,590						17,633,922
Accrued expenses and other liabilities	2,109,318						2,324,870
Stockholders’ equity	7,175,445						6,411,250
Total liabilities and stockholders’ equity	$	72,049,714					$	67,196,590



Interest rate spread					2.07	%					2.53	%
Net interest income and net interest margin			$	1,691,090	3.28	%			$	1,737,420	3.66	%

(1) Annualized.

(2) Includes the average balances and interest income for securities and loans purchased under resale agreements for the first nine months of 2023. There were no loans purchased under resale agreements for the first nine months of 2024.

(3) Yields on tax-exempt securities and loans are not presented on a tax-equivalent basis.

(4) Includes the amortization of net premiums on AFS debt securities of $26 million and $24 million for the first nine months of 2024 and 2023, respectively.

(5) Average balances include nonperforming loans and loans held-for-sale.

(6) Loans include the accretion of net deferred loan fees and amortization of net premiums, which totaled $40 million for each of the first nine months of 2024 and 2023.

The following table summarizes the extent to which changes in (1) interest rates, and (2) volume of average interest-earning assets and average interest-bearing liabilities affected the Company’s net interest income for the periods presented. The total change for each category of interest-earning assets and interest-bearing liabilities is segmented into changes attributable to variations in volume and yield/rate. Changes that are not solely due to either volume or yield/rate are allocated proportionally based on the absolute value of the change related to average volume and average yield/rate.



	Three Months Ended September 30,						Nine Months Ended September 30,
	2024 vs. 2023						2024 vs. 2023
			Changes Due to						Changes Due to
($ in thousands)	Total Change		Volume		Yield/Rate		Total Change		Volume		Yield/Rate
Interest-earning assets:
Interest-bearing cash and deposits with banks	$	(7,691)	$	(5,074)	$	(2,617)	$	19,455	$	12,685	$	6,770
Assets purchased under resale agreements (1)	(2,797)		(1,151)		(1,646)		(3,269)		(1,988)		(1,281)
Debt securities:
AFS	54,375		35,863		18,512		106,986		61,205		45,781
HTM	(170)		(186)		16		(558)		(496)		(62)
Total debt securities	54,205		35,677		18,528		106,428		60,709		45,719
Loans:
C&I	22,077		20,967		1,110		107,163		57,075		50,088
CRE	10,838		3,141		7,697		74,846		32,856		41,990
Residential mortgage	35,814		17,129		18,685		121,925		60,862		61,063
Other consumer	(95)		(139)		44		(120)		(507)		387
Total loans	68,634		41,098		27,536		303,814		150,286		153,528
Restricted equity securities	1,761		1,411		350		4,075		2,658		1,417
Total interest and dividend income	$	114,112	$	71,961	$	42,151	$	430,503	$	224,350	$	206,153
Interest-bearing liabilities:
Checking deposits	$	3,941	$	(2,225)	$	6,166	$	37,697	$	(546)	$	38,243
Money market deposits	23,167		19,029		4,138		130,712		69,344		61,368
Savings deposits	764		(594)		1,358		2,256		(2,594)		4,850
Time deposits	87,903		61,875		26,028		278,520		149,842		128,678
Total interest-bearing deposits	115,775		78,085		37,690		449,185		216,046		233,139
BTFP, short-term borrowings and federal funds purchased	(49,559)		(49,569)		10		(65,278)		(65,514)		236
FHLB advances	48,261		48,261		—		98,410		97,904		506
Repurchase agreements	(144)		(148)		4		(1,314)		(1,655)		341
Long-term debt and finance lease liabilities	(2,130)		(2,486)		356		(4,170)		(5,086)		916
Total interest expense	$	112,203	$	74,143	$	38,060	$	476,833	$	241,695	$	235,138
Change in net interest income	$	1,909	$	(2,182)	$	4,091	$	(46,330)	$	(17,345)	$	(28,985)

(1) Includes the impact of securities purchased under resale agreements for the third quarters of 2024 and 2023, and f irst nine months of 2024 . Includes the imp acts of securities and loans purchased under resale agreements for the first nine months of 2023.

Noninterest Income

The following table presents the components of noninterest income for the third quarters and first nine months of 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,

($ in thousands)	2024		2023		% Change		2024		2023		% Change
Deposit account fees	$	26,815	$	23,560	14	%	$	77,412	$	69,983	11	%
Lending fees	26,453		20,312		30	%	73,718		61,799		19	%
Foreign exchange income	13,569		11,396		19	%	37,962		34,872		9	%
Wealth management fees	10,683		5,922		80	%	28,798		19,213		50	%
Customer derivative (losses) income	(706)		11,208		NM		8,808		21,145		(58)	%
Net gains (losses) on sales of loans	21		(12)		NM		36		(41)		NM
Net gains (losses) on AFS debt securities	145		—		100	%	1,979		(10,000)		NM


Other investment income	2,800		1,751		60	%	6,201		7,675		(19)	%
Other income	4,981		2,615		90	%	13,508		10,715		26	%
Total noninterest income	$	84,761	$	76,752	10	%	$	248,422	$	215,361	15	%

NM — Not meaningful.

Noninterest income comprised 13% of total revenue for both the third quarter and first nine months of 2024, compared with 12% and 11% for the third quarter and first nine months of 2023, respectively. The $8 million or 10% increase in noninterest income to $85 million for the third quarter of 2024, compared with the same prior year period, was primarily due to increases in lending, wealth management and deposit account fees, other income and foreign exchange income, partially offset by customer derivative losses. The $33 million or 15% increase in noninterest income to $248 million for the first nine months of 2024, compared with the same prior year period, was primarily due to $2 million in net gains on AFS debt securities, compared with a $10 million write-down in securities in the same prior year period, increases in lending, wealth management and deposit account fees, partially offset by lower customer derivative income.

Deposit account fees were $27 million for the third quarter of 2024, an increase of $3 million or 14%, compared with $24 million for the third quarter of 2023. For the first nine months of 2024, deposit account fees were $77 million, an increase of $7 million or 11%, compared with $70 million for the same period in 2023. The increases were primarily related to analysis service fees, which reflected fee increases and customer growth.

Lending fees were $26 million for the third quarter of 2024, an increase of $6 million or 30%, compared with $20 million for the third quarter of 2023. For the first nine months of 2024, lending fees were $74 million, an increase of $12 million or 19%, compared with $62 million for the same period in 2023. The increases were primarily due to higher trade finance and commitment fees driven by customer growth, and higher syndication loan fee income.

Foreign exchange income was $14 million for the third quarter of 2024, an increase of approximately $2 million or 19%, compared with $11 million for the third quarter of 2023. For the first nine months of 2024, foreign exchange income was $38 million, an increase of $3 million or 9%, compared with $35 million for the same period in 2023. The increases primarily reflected the favorable valuation of certain foreign currency denominated balance sheet items, partially offset by losses on foreign exchange trades.

Wealth management fees were $11 million for the third quarter of 2024, an increase of $5 million or 80%, compared with $6 million for the third quarter of 2023. For the first nine months of 2024, wealth management fees were $29 million, an increase of $10 million or 50%, compared with $19 million for the same period in 2023. The increases reflected customer demand for higher-yielding products in response to the interest rate environment.

Customer derivative losses were $1 million for the third quarter of 2024, compared with an $11 million gain for the same period in 2023. For the first nine months of 2024, customer derivative income was $9 million, a decrease of $12 million or 58%, compared with $21 million for the same period in 2023. The decreases primarily reflected unfavorable credit valuation adjustments and lower fee income due to decreased customer activity.

Net gains on AFS debt securities were $145 thousand and $2 million for the third quarter and first nine months of 2024, respectively, which primarily reflected sales of U.S. government agency residential mortgage-backed securities. In comparison, net losses on AFS debt securities were $10 million for the first nine months of 2023, due to the write-off of an impaired subordinated debt security during the first quarter of 2023.

Other income was $5 million for the third quarter of 2024, an increase of $2 million or 90%, compared with $3 million for the same period in 2023. For the first nine months of 2024, other income was $14 million, an increase of $3 million or 26%, compared with $11 million for the same period in 2023. The year-over-year increases were primarily due to higher income from bank-owned life insurance policies.

Noninterest Expense

The following table presents the components of noninterest expense for the third quarters and first nine months of 2024 and 2023:



	Three Months Ended September 30,				Nine Months Ended September 30,

($ in thousands)	2024		2023		% Change		2024		2023		% Change
Compensation and employee benefits	$	135,464	$	123,153	10	%	$	410,864	$	377,744	9	%
Occupancy and equipment expense	16,238		15,353		6	%	46,499		47,028		(1)	%
Deposit account expense	12,229		11,585		6	%	36,467		31,753		15	%
Computer and software related expenses	11,436		11,761		(3)	%	34,172		33,160		3	%
Deposit insurance premiums and regulatory assessments	9,178		8,583		7	%	39,535		24,755		60	%


Other operating expense	36,021		31,885		13	%	107,079		102,092		5	%
Amortization of tax credit and Community Reinvestment Act (“CRA”) investments	5,600		49,694		(89)	%	34,859		115,718		(70)	%


Total noninterest expense	$	226,166	$	252,014	(10)	%	$	709,475	$	732,250	(3)	%

Third quarter 2024 noninterest expense of $226 million decreased $26 million or 10%, compared with $252 million for the third quarter of 2023. The decrease was primarily due to a decrease in amortization of tax credit and CRA investments, partially offset by increases in compensation and employee benefits and other operating expense. For the first nine months of 2024, noninterest expense of $709 million decreased $23 million or 3%, compared with $732 million for the same period in 2023, primarily due to a decrease in amortization of tax credit and CRA investments, partially offset by increases in compensation and employee benefits, deposit insurance premiums and regulatory assessments, other operating and deposit account expense.

Compensation and employee benefits were $135 million for the third quarter of 2024, an increase of $12 million or 10%, compared with $123 million for the third quarter of 2023. For the first nine months of 2024, compensation and employee benefits were $411 million, an increase of $33 million or 9%, compared with $378 million for the same period in 2023. The increases were primarily driven by annual merit increases and staffing growth.

Deposit account expense was $12 million for the third quarter of 2024, an increase of $1 million or 6%, compared with the third quarter of 2023, primarily due to increased commercial vendor service and processing charges, primarily driven by higher commercial deposit balances. For the first nine months of 2024, deposit account expense was $36 million, an increase of $5 million or 15%, compared with the same period in 2023, primarily due to higher deposit referral fees, insured cash sweep product fees and commercial vendor service and processing charges, primarily driven by higher deposit balances.

For the third quarter of 2024, deposit insurance premiums and regulatory assessments were $9 million, an increase of approximately $1 million or 7%, compared with the same period in 2023. This increase was primarily due to a higher assessment base from growth in the Company’s total average assets. For the first nine months of 2024, deposit insurance premiums and regulatory assessments were $40 million, an increase of $15 million or 60%, compared with $25 million for the same period in 2023. This increase was primarily due to an additional FDIC charge of $12 million recorded during the first nine months of 2024. For additional information about the FDIC special assessment, refer to Item 2. MD&A — Overview — Current Developments in this Form 10-Q.

Other operating expense was $36 million for the third quarter of 2024, an increase of $4 million or 13%, compared with $32 million for the third quarter of 2023, primarily due to increased legal and consulting expenses. For the first nine months of 2024, other operating expense was $107 million, an increase of $5 million or 5%, compared with $102 million for the same period in 2023, primarily due to increased other real estate owned (“OREO”) and legal expenses.

Amortization of tax credit and CRA investments was $6 million for the third quarter of 2024, a decrease of $44 million or 89%, compared with $50 million for the third quarter of 2023. For the first nine months of 2024, amortization of tax credit and CRA investments was $35 million, a decrease of $81 million or 70%, compared with $116 million for the same period in 2023. The decreases were primarily due to the impacts related to the expanded application of proportional amortization method (“PAM”) since the adoption of Accounting Standards Update (“ASU”) 2023-02, Investments — Equity Method and Joint Ventures on January 1, 2024, and the timing of tax credit investments that closed in a given period. For additional information on the PAM, see Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies and Note 8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments, Net to the Consolidated Financial Statements in this Form 10-Q .

Income Taxes



	Three Months Ended September 30,								Nine Months Ended September 30,
($ in thousands)	2024			2023			% Change		2024			2023			% Change
Income before income taxes	$	389,317		$	353,551		10	%	$	1,126,037		$	1,132,531		(1)	%
Income tax expense	$	90,151		$	65,813		37	%	$	253,566		$	210,323		21	%
Effective tax rate	23.2		%	18.6		%			22.5		%	18.6		%

Third quarter 2024 income tax expense was $90 million and the effective tax rate was 23.2%, compared with third quarter 2023 income tax expense of $66 million and an effective tax rate of 18.6%. For the first nine months of 2024, income tax expense was $254 million and the effective tax rate was 22.5%, compared with income tax expense of $210 million and an effective tax rate of 18.6% for the same period in 2023. The year-over-year increases in income tax expense and effective tax rate were primarily due to the impacts related to the expanded application of PAM on the Company’s tax credit investments since the adoption of ASU 2023-02 on January 1, 2024 and the timing of tax credit investments that closed in a given period. $22 million and $65 million of investment amortization was recognized as a component of income tax expense during the three and nine months ended September 30, 2024, respectively, which is related to the expanded application of PAM. For additional information on the PAM, see Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies and Note 8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments, Net.

Operating Segment Results

The Company organizes its operations into three reportable operating segments: (1) Consumer and Business Banking; (2) Commercial Banking; and (3) Treasury and Other. These segments are defined by the type of customers served and the related products and services provided. For a description of the Company’s internal management reporting process, including the segment cost allocation methodology, see Note 15 — Business Segments to the Consolidated Financial Statements in this Form 10-Q.

Segment net interest income represents the difference between actual interest earned on assets and interest incurred on liabilities of the segment, adjusted for funding charges or credits through the Company’s internal funds transfer pricing (“FTP”) process.

The following tables present the results by operating segment for the periods indicated:



	Three Months Ended September 30,
	Consumer and Business Banking				Commercial Banking				Treasury and Other
($ in thousands)	2024		2023		2024		2023		2024		2023
Total revenue (loss)	$	318,854	$	339,640	$	334,281	$	326,953	$	4,348	$	(19,028)
Provision for (reversal of) credit losses	5,927		2,563		36,934		35,506		(861)		3,931























Noninterest expense	112,006		105,557		93,602		86,613		20,558		59,844
Segment income (loss) before income taxes	200,921		231,520		203,745		204,834		(15,349)		(82,803)

Segment net income (loss)	$	141,532	$	163,513	$	143,218	$	144,489	$	14,416	$	(20,264)



	Nine Months Ended September 30,
	Consumer and Business Banking				Commercial Banking				Treasury and Other
($ in thousands)	2024		2023		2024		2023		2024		2023
Total revenue (loss)	$	960,604	$	1,000,036	$	997,241	$	953,428	$	(18,333)	$	(683)
Provision for (reversal of) credit losses	5,246		29,037		99,996		56,093		(1,242)		2,870























Noninterest expense	337,836		318,947		296,252		255,709		75,387		157,594
Segment income (loss) before income taxes	617,522		652,052		600,993		641,626		(92,478)		(161,147)

Segment net income	$	434,992	$	460,516	$	423,407	$	453,360	$	14,072	$	8,332

Consumer and Business Banking

The Consumer and Business Banking segment primarily provides financial products and services to consumer and commercial customers through the Company’s domestic branch network and digital banking platform. This segment offers consumer and commercial deposits, mortgage and home equity loans, and other products and services. It also originates commercial loans for small- and medium-sized enterprises through the Company’s branch network. Other products and services provided by this segment include wealth management, private banking, treasury management, interest rate risk hedging and foreign exchange services.

The following tables present additional financial information for the Consumer and Business Banking segment for the periods indicated:



	Three Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest income before provision for credit losses	$	290,884	$	314,521	$	(23,637)	(8)	%
Noninterest income	27,970		25,119		2,851		11	%
Total revenue	318,854		339,640		(20,786)		(6)	%
Provision for credit losses	5,927		2,563		3,364		131	%
Noninterest expense	112,006		105,557		6,449		6	%
Segment income before income taxes	200,921		231,520		(30,599)		(13)	%
Income tax expense	59,389		68,007		(8,618)		(13)	%
Segment net income	$	141,532	$	163,513	$	(21,981)	(13)	%
Average loans	$	19,048,831	$	18,134,194	$	914,637	5	%
Average deposits	$	31,462,739	$	28,337,824	$	3,124,915	11	%



	Nine Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest income before provision for credit losses	$	880,316	$	922,845	$	(42,529)	(5)	%
Noninterest income	80,288		77,191		3,097		4	%
Total revenue	960,604		1,000,036		(39,432)		(4)	%
Provision for credit losses	5,246		29,037		(23,791)		(82)	%
Noninterest expense	337,836		318,947		18,889		6	%
Segment income before income taxes	617,522		652,052		(34,530)		(5)	%
Income tax expense	182,530		191,536		(9,006)		(5)	%
Segment net income	$	434,992	$	460,516	$	(25,524)	(6)	%
Average loans	$	18,817,573	$	17,503,743	$	1,313,830	8	%
Average deposits	$	30,406,431	$	28,129,324	$	2,277,107	8	%

Consumer and Business Banking segment net income decreased $22 million or 13% year-over-year to $142 million for the third quarter of 2024, primarily driven by a decrease in net interest income. Net interest income before provision for credit losses decreased $24 million or 8% year-over-year to $291 million for the third quarter of 2024, primarily driven by a higher cost of interest-bearing deposits and a continued shift to interest-bearing products in the deposit mix.

Consumer and Business Banking segment net income decreased $26 million or 6% year-over-year to $435 million for the first nine months of 2024, mainly driven by lower net interest income and higher noninterest expense, partially offset by lower provision for credit losses. Net interest income before provision for credit losses decreased $43 million or 5% year-over-year to $880 million for the first nine months of 2024, primarily driven by a higher cost of interest-bearing deposits and a continued shift to interest-bearing products in the deposit mix. Provision for credit losses decreased $24 million or 82% year-over-year to $5 million for the first nine months of 2024. The decrease was primarily driven by the improvement in the macroeconomic outlook in the residential mortgage loan sector. Noninterest expense increased $19 million or 6% year-over-year to $338 million. The increase was primarily due to higher compensation and employee benefits, and deposit insurance premiums and regulatory assessments due to the FDIC special assessment in the first half of 2024.

Commercial Banking

The Commercial Banking segment primarily generates commercial loan and deposit products. Commercial loan products include CRE lending, construction finance, commercial business lending, working capital lines of credit, trade finance, letters of credit, affordable housing lending, asset-based lending, asset-backed finance, project finance and equipment financing. Commercial deposit products and other financial services include treasury management, foreign exchange services, and interest rate and commodity risk hedging.

The following tables present additional financial information for the Commercial Banking segment for the periods indicated:



	Three Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest income before provision for credit losses	$	288,704	$	284,787	$	3,917	1	%
Noninterest income	45,577		42,166		3,411		8	%
Total revenue	334,281		326,953		7,328		2	%
Provision for credit losses	36,934		35,506		1,428		4	%
Noninterest expense	93,602		86,613		6,989		8	%
Segment income before income taxes	203,745		204,834		(1,089)		(1)	%
Income tax expense	60,527		60,345		182		0	%
Segment net income	$	143,218	$	144,489	$	(1,271)	(1)	%
Average loans	$	32,975,235	$	31,339,435	$	1,635,800	5	%
Average deposits	$	26,310,972	$	23,592,113	$	2,718,859	12	%



	Nine Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest income before provision for credit losses	$	855,607	$	825,122	$	30,485	4	%
Noninterest income	141,634		128,306		13,328		10	%
Total revenue	997,241		953,428		43,813		5	%
Provision for credit losses	99,996		56,093		43,903		78	%
Noninterest expense	296,252		255,709		40,543		16	%
Segment income before income taxes	600,993		641,626		(40,633)		(6)	%
Income tax expense	177,586		188,266		(10,680)		(6)	%
Segment net income	$	423,407	$	453,360	$	(29,953)	(7)	%
Average loans	$	32,854,843	$	31,018,208	$	1,836,635	6	%
Average deposits	$	25,667,059	$	22,892,740	$	2,774,319	12	%

For the third quarter of 2024, Commercial Banking segment net income of $143 million remained relatively unchanged from the prior year quarter. For the first nine months of 2024, Commercial Banking segment net income decreased $30 million or 7% year-over-year to $423 million. This decrease was primarily due to higher provision for credit losses and noninterest expense, partially offset by higher net interest income. Net interest income before provision for credit losses increased $30 million or 4% year-over-year to $856 million for the first nine months of 2024. This increase was primarily driven by higher loan interest income from commercial loan growth. Provision for credit losses increased $44 million or 78% year-over-year to $100 million for the first nine months of 2024, primarily driven by higher net charge-offs in the C&I portfolio. Noninterest expense increased $41 million or 16% year-over-year to $296 million for the first nine months of 2024, primarily due to higher compensation and employee benefits, deposit account expense, and deposit insurance premiums and regulatory assessments.

Treasury and Other

Centralized functions, including the corporate treasury activities of the Company and eliminations of inter-segment amounts, have been aggregated and included in the Treasury and Other segment, which provides broad administrative support to the two core segments, namely the Consumer and Business Banking and the Commercial Banking segments.

The following tables present additional financial information for the Treasury and Other segment for the periods indicated:



	Three Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest loss before provision for credit losses	$	(6,866)	$	(28,495)	$	21,629	76	%
Noninterest income	11,214		9,467		1,747		18	%
Total revenue (loss)	4,348		(19,028)		23,376		NM
(Reversal of) provision for credit losses	(861)		3,931		(4,792)		NM
Noninterest expense	20,558		59,844		(39,286)		(66)	%
Segment loss before income taxes	(15,349)		(82,803)		67,454		81	%
Income tax benefit	29,765		62,539		(32,774)		(52)	%
Segment net income (loss)	$	14,416	$	(20,264)	$	34,680	NM
Average loans	$	396,450	$	415,233	$	(18,783)	(5)	%
Average deposits	$	2,811,545	$	3,268,119	$	(456,574)	(14)	%



	Nine Months Ended September 30,
					Change from 2023
($ in thousands)	2024		2023		$		%
Net interest loss before provision for credit losses	$	(44,833)	$	(10,547)	$	(34,286)	(325)	%
Noninterest income	26,500		9,864		16,636		169	%
Total loss	(18,333)		(683)		(17,650)		NM
(Reversal of) provision for credit losses	(1,242)		2,870		(4,112)		NM
Noninterest expense	75,387		157,594		(82,207)		(52)	%
Segment loss before income taxes	(92,478)		(161,147)		68,669		43	%
Income tax benefit	106,550		169,479		(62,929)		(37)	%
Segment net income	$	14,072	$	8,332	$	5,740	69	%
Average loans	$	416,845	$	447,892	$	(31,047)	(7)	%
Average deposits	$	2,835,470	$	3,791,111	$	(955,641)	(25)	%

NM — Not meaningful.

The Treasury and Other segment reported segment loss before income taxes of $15 million and segment net income of $14 million, reflecting an income tax benefit of $30 million for the third quarter of 2024. The increase in segment net income was primarily driven by lower noninterest expense and net interest loss, partially offset by lower income tax benefit. The $22 million decrease in net interest loss before provision for credit losses was mainly driven by higher interest income from debt securities. Noninterest expense decreased $39 million, primarily due to lower amortization of tax credit and CRA investments from the expanded use of PAM since the adoption of ASU 2023-02 on January 1, 2024. For additional information on the PAM, see Note 2 — Current Accounting Developments and Summary of Significant Accounting Policies and Note 8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments, Net.

The Treasury and Other segment reported segment loss before income taxes of $92 million and segment net income of $14 million, reflecting an income tax benefit of $107 million for the first nine months of 2024. The increase in segment net income was primarily driven by the lower noninterest expens e and higher noninterest income, partially offset by lower income tax benefit and net interest income. The $34 million decrease in net interest income before provision for credit losses was primarily driven by lower FT P spread income absorbed by the Treasury and Other segment and higher costs of borrowings, partially offset by higher interest income from debt securities. Noninterest income increased $17 million for the first nine months of 2024, mainly due to a $10 million write-off of an impaired AFS debt security recorded during the first quarter of 2023. Noninterest expense decreased $82 million, primarily due to lower amortization of tax credit and CRA investments from the aforementioned adoption of ASU 2023-02 on January 1, 2024.

The income tax expense or benefit in the Treasury and Other segment consists of the remaining unallocated income tax expense or benefit after allocating income tax expense to the two core segments, and reflects the impact of tax credit investment activity. Income tax expense is allocated to the Consumer and Business Banking and the Commercial Banking segments by applying statutory income tax rates to the segment income before income taxes. Tax credit investment amortization is allocated to the Treasury and Other segment.

Balance Sheet Analysis

Debt Securities

The Company maintains a portfolio of high quality and liquid debt securities with a moderate duration profile. It closely manages the overall portfolio credit, interest rate and liquidity risks. The Company’s debt securities provide:

• interest income for earnings and yield enhancement;

• funding availability for needs arising during the normal course of business;

• the ability to execute interest rate risk management strategies in response to changes in economic or market conditions; and

• collateral to support pledging agreements as required and/or to enhance the Company’s borrowing capacity.

While the Company does not intend to sell its debt securities, it may sell AFS debt securities in response to changes in the balance sheet and related interest rate risk to meet liquidity, regulatory and strategic requirements.

The following table presents the distribution of the Company’s AFS and HTM debt securities portfolio as of September 30, 2024 and December 31, 2023, and by credit ratings as of September 30, 2024:



	September 30, 2024						December 31, 2023							Ratings as of September 30, 2024 (1)
($ in thousands)	Amortized Cost		Fair Value		% of Fair Value			Amortized Cost		Fair Value		% of Fair Value			AAA/AA		A		BBB		BB and Lower		No Rating (2)
AFS debt securities:
U.S. Treasury securities	$	676,294	$	641,573	6	%		$	1,112,587	$	1,060,375	17	%		100	%	—	%	—	%	—	%	—	%
U.S. government agency and U.S. government-sponsored enterprise debt securities	309,277		272,448		3	%		412,086		364,446		6	%		100	%	—	%	—	%	—	%	—	%
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (3)	7,510,719		7,312,801		72	%		2,488,304		2,195,853		35	%		100	%	—	%	—	%	—	%	—	%
Municipal securities	292,041		260,298		3	%		297,283		261,016		4	%		98	%	—	%	—	%	—	%	2	%
Non-agency mortgage-backed securities	896,859		795,840		8	%		1,052,913		921,187		15	%		88	%	1	%	1	%	—	%	10	%
Corporate debt securities	653,501		531,819		5	%		653,501		502,425		8	%		—	%	31	%	66	%	3	%	—	%
Foreign government bonds	247,907		238,869		2	%		239,333		227,874		4	%		45	%	55	%	—	%	—	%	—	%
Asset-backed securities	36,195		35,735		0	%		43,234		42,300		1	%		56	%	44	%	—	%	—	%	—	%
Collateralized loan obligations	44,500		44,494		1	%		617,250		612,861		10	%		100	%	—	%	—	%	—	%	—	%
Total AFS debt securities	$	10,667,293	$	10,133,877	100	%		$	6,916,491	$	6,188,337	100	%		92	%	3	%	4	%	0	%	1	%

HTM debt securities:
U.S. Treasury securities	$	533,683	$	505,144	20	%		$	529,548	$	488,551	20	%		100	%	—	%	—	%	—	%	—	%
U.S. government agency and U.S. government-sponsored enterprise debt securities	1,003,947		848,800		34	%		1,001,836		814,932		33	%		100	%	—	%	—	%	—	%	—	%
U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities (4)	1,202,767		1,008,173		40	%		1,235,784		1,004,697		41	%		100	%	—	%	—	%	—	%	—	%
Municipal securities	188,002		148,235		6	%		188,872		145,791		6	%		100	%	—	%	—	%	—	%	—	%
Total HTM debt securities	$	2,928,399	$	2,510,352	100	%		$	2,956,040	$	2,453,971	100	%		100	%	—	%	—	%	—	%	—	%
Total debt securities	$	13,595,692	$	12,644,229				$	9,872,531	$	8,642,308

(1) Credit ratings express opinions about the credit quality of a debt security. The Company determines the credit rating of a security according to the lowest credit rating made available by nationally recognized statistical rating organizations (“NRSROs”). Debt securities rated investment grade, which are those with ratings similar to BBB- or above (as defined by NRSROs), are generally considered by the rating agencies and market participants to be low credit risk. Ratings percentages are allocated based on fair value.

(2) For debt securities not rated by NRSROs, the Company uses other factors which include but are not limited to the priority in collections within the securitization structure, and whether the contractual payments have historically been on time.

(3) Includes Government National Mortgage Association (“GNMA”) AFS debt securities totaling $6.4 billion of amortized cost and $6.3 billion of fair value as of September 30, 2024, and $1.3 billion of amortized cost and $1.2 billion of fair value as of December 31, 2023.

(4) Includes GNMA HTM debt securities totaling $88 million of amortized cost and $72 million of fair value as of September 30, 2024, and $92 million of amortized cost and $75 million of fair value of as of December 31, 2023.

As of September 30, 2024, the Company’s AFS and HTM debt securities portfolios had an effective duration (defined as the sensitivity of the value of the portfolio to interest rate changes) of 2.4 and 7.0, respectively, compared with 3.6 and 7.5, respectively, as of December 31, 2023. The decrease in the AFS effective duration was primarily due to the purchases of floating rate GNMA securities. The decrease in the HTM effective duration was due to the portfolio seasoning. The Company estimated that the effective duration of its AFS debt securities was 2.9 for an instantaneous 100 bp parallel increase and 2.2 for an instantaneous 100 bp parallel decrease as of September 30, 2024.

Available-for-Sale Debt Securities

The fair value of AFS debt securities totaled $10.1 billion as of September 30, 2024, an increase of $3.9 billion or 64% from $6.2 billion as of December 31, 2023. The increase was primarily due to the purchases of GNMA securities, which were mainly funded by an increase in deposits. The Company’s AFS debt securities are carried at fair value with non-credit related unrealized gains and losses, net of tax, reported in Other comprehensive income (loss) on the Consolidated Statement of Comprehensive Income. Pre-tax net unrealized losses on AFS debt securities were $533 million as of September 30, 2024, compared with $728 million as of December 31, 2023.

As of September 30, 2024 and December 31, 2023, 99% and 97%, respectively, of the carrying value of the AFS debt securities portfolio was rated investment grade by NRSROs. Of the AFS debt securities with gross unrealized losses, substantially all were rated investment grade as of both September 30, 2024 and December 31, 2023. There was no allowance for credit losses provided against the AFS debt securities as of both September 30, 2024 and December 31, 2023. Additionally, there were no credit losses recognized in earnings for the three and nine months ended September 30, 2024 and 2023.

Held-to-Maturity Debt Securities

All HTM debt securities were issued, guaranteed, or supported by the U.S. government or government-sponsored enterprises. Accordingly, the Company applied a zero credit loss assumption for these securities and no allowance for credit loss was recorded as of both September 30, 2024 and December 31, 2023.

For additional information on AFS and HTM securities, see Note 1 — Summary of Significant Accounting Policies to the Consolidated Financial Statements in the Company’s 2023 Form 10-K and Note 3 — Fair Value Measurement and Fair Value of Financial Instruments and Note 5 — Securities to the Consolidated Financial Statements in this Form 10-Q.

Loan Portfolio

The Company offers a broad range of financial products designed to meet the credit needs of its borrowers. The Company’s loan portfolio segments include commercial loans, which consist of C&I, CRE, multifamily residential, and construction and land loans, as well as consumer loans, which consist of single-family residential, home equity lines of credit (“HELOCs”) and other consumer loans. Loans held-for-investment totaled $53.3 billion and $52.2 billion as of September 30, 2024 and December 31, 2023, respectively. The composition of the loan portfolio was similar as of both September 30, 2024 and December 31, 2023.

The following table presents the composition of the Company’s total loan portfolio by loan type as of September 30, 2024 and December 31, 2023:



	September 30, 2024				December 31, 2023
($ in thousands)	Amount		%		Amount		%
Commercial:
C&I	$	17,068,002	32	%	$	16,581,079	32	%
CRE:
CRE	14,568,209		27	%	14,777,081		28	%
Multifamily residential	5,141,481		10	%	5,023,163		10	%
Construction and land	693,775		1	%	663,868		1	%
Total CRE	20,403,465		38	%	20,464,112		39	%
Total commercial	37,471,467		70	%	37,045,191		71	%
Consumer:
Residential mortgage:
Single-family residential	13,963,097		26	%	13,383,060		26	%
HELOCs	1,760,716		4	%	1,722,204		3	%
Total residential mortgage	15,723,813		30	%	15,105,264		29	%
Other consumer	57,901		0	%	60,327		0	%
Total consumer	15,781,714		30	%	15,165,591		29	%
Total loans held-for-investment (1)	53,253,181		100	%	52,210,782		100	%
Allowance for loan losses	(696,485)				(668,743)
Loans held-for-sale (2)	—				116
Total loans, net	$	52,556,696			$	51,542,155

(1) Includes $52 million and $71 million of net deferred loan fees and net unamortized premiums as of September 30, 2024 and December 31, 2023, respectively.

(2) Consists of a single-family residential loan as of December 31, 2023.

Commercial

The commercial loan portfolio comprised 70% and 71% of total loans as of September 30, 2024 and December 31, 2023, respectively. The Company actively monitors the commercial lending portfolio for credit risk and reviews credit exposures for sensitivity to changing economic conditions.

Commercial — Commercial and Industrial Loans. Total C&I loan commitments were $25.3 billion and $24.6 billion as of September 30, 2024 and December 31, 2023, respectively, with a utilization rate of 67% as of both September 30, 2024 and December 31, 2023. Total C&I loans were $17.1 billion as of September 30, 2024, an increase of $487 million or 3% from $16.6 billion as of December 31, 2023. Total C&I loans made up 32% of total loans held-for-investment as of both September 30, 2024 and December 31, 2023. The C&I loan portfolio includes loans and financing for businesses across a wide spectrum of industries. The Company offers a variety of C&I products, including commercial business lending, working capital lines of credit, trade finance, letters of credit, asset-based lending, asset-backed finance, project finance and equipment financing. Additionally, the Company has a portfolio of broadly syndicated C&I loans, which represent revolving or term loan facilities that are marketed and sold primarily to institutional investors. This portfolio totaled $760 million and $645 million as of September 30, 2024 and December 31, 2023, respectively. The majority of the C&I loans had variable interest rates as of both September 30, 2024 and December 31, 2023.

The C&I portfolio is well-diversified by industry. The Company monitors concentrations within the C&I loan portfolio by industry and customer exposure, and has exposure limits by industry and loan product. The following table presents the industry mix within the Company’s C&I loan portfolio as of September 30, 2024 and December 31, 2023:



	September 30, 2024					December 31, 2023 (1)
($ in thousands)	Amount		%		($ in thousands)	Amount		%
Industry:					Industry:
Real estate investment & management	$	2,154,202	13	%	Capital call lending	$	2,171,367	13	%
Media & entertainment	2,113,633		12	%	Real estate investment & management	1,970,713		12	%
Capital call lending	2,100,309		12	%	Media & entertainment	1,891,199		11	%
Financial services	1,055,143		6	%	Financial services	1,136,731		7	%
Infrastructure & clean energy	1,022,189		6	%	Manufacturing & wholesale	1,110,544		7	%
Manufacturing & wholesale	1,017,715		6	%	Infrastructure & clean energy	1,023,662		6	%
Food production & distribution	730,981		4	%	Tech & telecom	729,922		4	%
Tech & telecom	724,718		4	%	Food production & distribution	655,340		4	%
Healthcare	709,793		4	%	Consumer finance	586,468		4	%
Hospitality & leisure	586,878		4	%	Hospitality & leisure	576,328		3	%
Other	4,852,441		29	%	Other	4,728,805		29	%
Total C&I	$	17,068,002	100	%	Total C&I	$	16,581,079	100	%

(1) Revised segmentation to conform with the current presentation.

Commercial — Total Commercial Real Estate Loans. Total CRE loans totaled $20.4 billion and $20.5 billion, and accounted for 38% and 39% of total loans held-for-investment as of September 30, 2024 and December 31, 2023, respectively. The total CRE portfolio consists of CRE, multifamily residential, and construction and land loans, and affordable housing lending. The Company’s underwriting parameters for CRE loans are established in compliance with supervisory guidance, including property type, geography and loan-to-value (“LTV”).

The Company’s total CRE loan portfolio is well-diversified by property type with an average CRE loan size of $3 million as of both September 30, 2024 and December 31, 2023. The following table summarizes the Company’s total CRE loans by property type as of September 30, 2024 and December 31, 2023:



	September 30, 2024				December 31, 2023
($ in thousands)	Amount		%		Amount		%
Property types:
Multifamily	$	5,141,481	25	%	$	5,023,164	25	%
Retail (1)	4,273,634		21	%	4,297,569		21	%
Industrial (1)	3,921,621		19	%	3,997,764		20	%
Hotel (1)	2,466,281		12	%	2,446,504		12	%
Office (1)	2,142,154		11	%	2,271,508		11	%
Healthcare (1)	738,395		4	%	852,362		4	%
Construction and land	693,775		3	%	663,868		3	%
Other (1)	1,026,124		5	%	911,373		4	%
Total CRE loans	$	20,403,465	100	%	$	20,464,112	100	%

(1) Included in CRE loans, which is a subset of Total CRE loans.

The weighted-average LTV ratio of the total CRE loan portfolio was 50% as of both September 30, 2024 and December 31, 2023. Weighted-average LTV is based on the most recent LTV, which considers the latest available appraisal and current loan commitment. Approximately 91% of total CRE loan commitments had an LTV ratio of 65% or lower as of both September 30, 2024 and December 31, 2023.

The following tables provide a summary of the Company’s CRE, multifamily residential, and construction and land loans by geography as of September 30, 2024 and December 31, 2023. The distribution of the total CRE loan portfolio largely reflects the Company’s geographical branch footprint, which is primarily concentrated in California.



	September 30, 2024
($ in thousands)	CRE		%		Multifamily Residential		%		Construction and Land		%		Total CRE		%
Geographic markets:
Southern California	$	7,492,595	51	%	$	2,322,222	45	%	$	247,191	36	%	$	10,062,008	50	%
Northern California	2,693,298		19	%	1,098,320		22	%	149,046		21	%	3,940,664		19	%
California	10,185,893		70	%	3,420,542		67	%	396,237		57	%	14,002,672		69	%
Texas	1,073,586		7	%	468,695		9	%	114,540		17	%	1,656,821		8	%
New York	737,766		5	%	253,527		5	%	37,133		5	%	1,028,426		5	%
Washington	494,096		3	%	165,886		3	%	10,397		1	%	670,379		3	%
Arizona	368,230		3	%	220,613		4	%	20,288		3	%	609,131		3	%
Nevada	269,368		2	%	159,162		3	%	18,246		3	%	446,776		2	%
Other markets	1,439,270		10	%	453,056		9	%	96,934		14	%	1,989,260		10	%
Total loans	$	14,568,209	100	%	$	5,141,481	100	%	$	693,775	100	%	$	20,403,465	100	%



	December 31, 2023
($ in thousands)	CRE		%		Multifamily Residential		%		Construction and Land		%		Total CRE		%
Geographic markets:
Southern California	$	7,604,053	51	%	$	2,295,592	46	%	$	294,879	44	%	$	10,194,524	50	%
Northern California	2,737,635		19	%	1,055,852		21	%	147,031		22	%	3,940,518		19	%
California	10,341,688		70	%	3,351,444		67	%	441,910		66	%	14,135,042		69	%
Texas	1,122,428		8	%	445,391		9	%	41,768		6	%	1,609,587		8	%
New York	696,950		5	%	287,961		6	%	43,227		7	%	1,028,138		5	%
Washington	495,577		3	%	173,367		3	%	10,375		2	%	679,319		3	%
Arizona	355,047		2	%	148,970		3	%	38,897		6	%	542,914		3	%
Nevada	257,105		2	%	142,133		3	%	6,325		1	%	405,563		2	%
Other markets	1,508,286		10	%	473,897		9	%	81,366		12	%	2,063,549		10	%
Total loans	$	14,777,081	100	%	$	5,023,163	100	%	$	663,868	100	%	$	20,464,112	100	%

As of both September 30, 2024 and December 31, 2023, 69% of total CRE loans were concentrated in California. Changes in California’s economy and real estate values could have a significant impact on the collectability of these loans and the required level of allowance for loan losses. For additional information related to the higher degree of risk from a downturn in the California economic and real estate markets, see Item 1A. Risk Factors — Risks Related to Geopolitical Uncertainties to the Company’s 2023 Form 10-K.

Commercial — Commercial Real Estate Loans. The Company focuses on providing financing to experienced real estate investors and developers who have moderate levels of leverage, many of whom are long-time customers of the Bank. CRE loans totaled $14.6 billion or 27% of total loans held-for-investment as of September 30, 2024, compared with $14.8 billion or 28% of total loans held-for-investment as of December 31, 2023. Interest rates on CRE loans may be fixed, variable or hybrid. As of September 30, 2024, 57% of our CRE portfolio had variable rates, of which 52% had customer-level interest rate derivative contracts in place. These were hedging contracts offered by the Company to help our customers manage their interest rate risk while the Bank’s exposure remained variable rate. In comparison, as of December 31, 2023, 58% of our CRE portfolio had variable rates, of which 50% had customer-level interest rate derivative contracts in place. The Company seeks to underwrite loans with conservative standards for cash flows, debt service coverage and LTV.

Owner-occupied properties comprised 20% of the CRE loans as of both September 30, 2024 and December 31, 2023. The remainder were non-owner-occupied properties, where 50% or more of the debt service for the loan is typically provided by rental income from an unaffiliated third party.

Commercial — Multifamily Residential Loans. The multifamily residential loan portfolio is largely comprised of loans secured by residential properties with five or more units. Multifamily residential loans totaled $5.1 billion and $5.0 billion as of September 30, 2024 and December 31, 2023, respectively, and accounted for 10% of total loans held-for-investment as of both dates. The Company offers a variety of first lien mortgages, including fixed- and variable-rate loans, as well as hybrid loans with interest rates that adjust annually after an initial fixed rate period of three to ten years. As of September 30, 2024, 50% of our multifamily residential portfolio had variable rates, of which 45% had customer-level interest rate derivative contracts in place. In comparison, as of December 31, 2023, 48% of our multifamily residential portfolio had variable rates, of which 40% had customer-level interest rate derivative contracts in place. These were hedging contracts offered by the Company to help our customers manage their interest rate risk while the Bank’s own exposure remained variable rate.

Commercial — Construction and Land Loans. Construction and land loans provide financing for a portfolio of projects diversified by real estate property type. Construction and land loans totaled $694 million as of September 30, 2024, compared with $664 million as of December 31, 2023, and accounted for 1% of total loans held-for-investment as of both dates. Construction loan exposure was made up of $540 million in loans outstanding, plus $466 million in unfunded commitments as of September 30, 2024, compared with $526 million in loans outstanding, plus $672 million in unfunded commitments as of December 31, 2023. Land loans totaled $154 million as of September 30, 2024, compared with $138 million as of December 31, 2023.

Consumer

Residential mortgage loans are primarily originated through the Bank’s branch network. The average total residential loan size was $437 thousand and $436 thousand as of September 30, 2024 and December 31, 2023, respectively. The following tables summarize the Company’s single-family residential and HELOC loan portfolios by geography as of September 30, 2024 and December 31, 2023:



	September 30, 2024
($ in thousands)	Single-Family Residential		%		HELOCs		%		Total Residential Mortgage		%
Geographic markets:
Southern California	$	5,313,574	38	%	$	826,527	47	%	$	6,140,101	39	%
Northern California	1,772,854		13	%	364,860		21	%	2,137,714		14	%
California	7,086,428		51	%	1,191,387		68	%	8,277,815		53	%
New York	4,341,868		31	%	258,739		15	%	4,600,607		29	%
Washington	705,764		5	%	187,418		10	%	893,182		6	%
Massachusetts	446,166		3	%	64,999		4	%	511,165		3	%
Georgia	459,017		3	%	18,961		1	%	477,978		3	%
Nevada	441,341		3	%	33,675		2	%	475,016		3	%
Texas	467,025		4	%	—		—	%	467,025		3	%
Other markets	15,488		0	%	5,537		0	%	21,025		0	%
Total	$	13,963,097	100	%	$	1,760,716	100	%	$	15,723,813	100	%
Lien priority:
First mortgage	$	13,963,097	100	%	$	1,317,799	75	%	$	15,280,896	97	%
Junior lien mortgage	—		—	%	442,917		25	%	442,917		3	%
Total	$	13,963,097	100	%	$	1,760,716	100	%	$	15,723,813	100	%



	December 31, 2023
($ in thousands)	Single-Family Residential		%		HELOCs		%		Total Residential Mortgage		%
Geographic markets:
Southern California	$	4,990,848	37	%	$	799,571	46	%	$	5,790,419	38	%
Northern California	1,650,905		13	%	370,989		22	%	2,021,894		13	%
California	6,641,753		50	%	1,170,560		68	%	7,812,313		51	%
New York	4,376,416		33	%	247,202		14	%	4,623,618		31	%
Washington	696,028		5	%	184,843		11	%	880,871		6	%
Massachusetts	391,666		3	%	67,016		4	%	458,682		3	%
Georgia	432,258		3	%	17,123		1	%	449,381		3	%
Nevada	404,837		3	%	33,959		2	%	438,796		3	%
Texas	423,972		3	%	—		—	%	423,972		3	%
Other markets	16,130		0	%	1,501		0	%	17,631		0	%
Total	$	13,383,060	100	%	$	1,722,204	100	%	$	15,105,264	100	%
Lien priority:
First mortgage	$	13,383,060	100	%	$	1,331,509	77	%	$	14,714,569	97	%
Junior lien mortgage	—		—	%	390,695		23	%	390,695		3	%
Total	$	13,383,060	100	%	$	1,722,204	100	%	$	15,105,264	100	%

Consumer — Single-Family Residential Loans. Single-family residential loans totaled $14.0 billion as of September 30, 2024, compared with $13.4 billion as of December 31, 2023, and accounted for 26% of total loans held-for-investment as of both dates. The Company was in a first lien position for all of its single-family residential loans as of both September 30, 2024 and December 31, 2023. Many of these loans are reduced documentation loans, for which a substantial down payment is required, resulting in a low LTV ratio at origination, typically 65% or less. The weighted-average LTV ratio was 52% and 53% as of September 30, 2024 and December 31, 2023, respectively. These loans have historically experienced low delinquency and loss rates. The Company offers a variety of single-family residential first lien mortgage loan programs, including fixed- and variable-rate loans, as well as hybrid loans with interest rates that adjust on a regular basis, typically annually, after an initial fixed rate period.

Consumer — Home Equity Lines of Credit. Total HELOC commitments were $5.3 billion and $5.2 billion as of September 30, 2024 and December 31, 2023, respectively, with a utilization rate of 33% as of both dates. Substantially all of the Company’s unfunded HELOC commitments are unconditionally cancellable. HELOCs outstanding totaled $1.8 billion as of September 30, 2024, compared with $1.7 billion as of December 31, 2023, and accounted for 4% and 3% of total loans held-for-investment as of September 30, 2024 and December 31, 2023, respectively. The Company was in a first lien position for 75% and 77% of total outstanding HELOCs as of September 30, 2024 and December 31, 2023, respectively. First lien HELOC LTV ratios are obtained by dividing the first lien HELOC against the value of the property securing the HELOC. Junior lien HELOCs are evaluated using combined LTV, which measures the carrying value of the Bank’s loan and available line of credit combined with any outstanding senior liens against the value of the property securing the loan. The weighted-average LTV ratio was 47% and 48% as of September 30, 2024 and December 31, 2023, respectively. Many of these loans are reduced documentation loans, resulting in a low LTV ratio at origination, typically 65% or less. As a result, these loans have historically experienced low delinquency and loss rates. Substantially all of the Company’s HELOCs were variable-rate loans as of both September 30, 2024 and December 31, 2023.

All originated commercial and consumer loans are subject to the Company’s conservative underwriting guidelines and loan origination standards. Management believes that the Company’s underwriting criteria and procedures adequately consider the unique risks associated with these products. The Company conducts quality control procedures and periodic audits, including the review of lending and legal requirements, to ensure that the Company is in compliance with these requirements.

Foreign Outstandings

The Company’s overseas offices, which include the branch in Hong Kong and the subsidiary bank in China, are subject to the general risks inherent in conducting business in foreign countries, such as regulatory, economic and political uncertainties. As such, the Company’s international operation risk exposure is largely concentrated in China and Hong Kong. In addition, the Company’s financial assets held in the Hong Kong branch and the subsidiary bank in China may be affected by fluctuations in currency exchange rates or other factors. The following table presents the major financial assets held in the Company’s overseas offices as of September 30, 2024 and December 31, 2023:



	September 30, 2024				December 31, 2023
($ in thousands)	Amount		% of Total Consolidated Assets		Amount		% of Total Consolidated Assets
Hong Kong branch:
Cash and cash equivalents	$	375,633	1	%	$	631,487	1	%

AFS debt securities (1)	$	781,355	1	%	$	546,495	1	%
Loans held-for-investment (2)	$	920,190	1	%	$	934,734	1	%
Total assets	$	2,091,286	3	%	$	2,115,857	3	%
Subsidiary bank in China:
Cash and cash equivalents	$	583,236	1	%	$	719,058	1	%
Interest-bearing deposits with banks	$	108,049	0	%	$	—	—	%
AFS debt securities (3)	$	130,461	0	%	$	120,167	0	%
Loans held-for-investment (2)	$	1,140,046	2	%	$	1,328,383	2	%
Total assets	$	1,956,471	3	%	$	2,156,548	3	%

(1) Comprised of U.S. government agency and U.S. government-sponsored enterprise mortgage-backed securities, U.S. Treasury securities, and foreign government bonds as of September 30, 2024; comprised of foreign government bonds and U.S. Treasury securities as of December 31, 2023.

(2) Primarily comprised of C&I loans as of both September 30, 2024 and December 31, 2023.

(3) Comprised of foreign government bonds as of both September 30, 2024 and December 31, 2023.

The following table presents the total revenue generated by the Company’s overseas offices for the third quarters and first nine months of 2024 and 2023:



	Three Months Ended September 30,								Nine Months Ended September 30,
	2024				2023				2024				2023
($ in thousands)	Amount		% of Total Consolidated Revenue		Amount		% of Total Consolidated Revenue		Amount		% of Total Consolidated Revenue		Amount		% of Total Consolidated Revenue
Hong Kong Branch:
Total revenue	$	17,692	3	%	$	13,906	2	%	$	51,205	3	%	$	41,479	2	%
Subsidiary Bank in China:
Total revenue	$	6,287	1	%	$	6,788	1	%	$	21,051	1	%	$	26,098	1	%

Capital

The Company maintains a strong capital base to support its anticipated asset growth, operating needs, and credit risks, and to ensure that the Company and the Bank are in compliance with all regulatory capital guidelines. The Company engages in regular capital planning processes on at least an annual basis to optimize the use of available capital and to appropriately plan for future capital needs, allocating capital to existing and future business activities. Furthermore, the Company conducts capital stress tests as part of its capital planning process. The stress tests enable the Company to assess the impact of adverse changes in the economy and interest rates on its capital base.

On March 3, 2020, the Company’s Board of Directors authorized the repurchase of $500 million of the Company’s common stock. During the first nine months of 2024, the Company repurchased 1,742,496 shares at an average price of $70.72 per share at $123 million. The Company did not repurchase any shares during the first nine months of 2023. The total remaining available capital authorized for repurchase as of September 30, 2024 was $49 million.

The Company’s stockholders’ equity was $7.7 billion as of September 30, 2024, an increase of $714 million or 10% from $7.0 billion as of December 31, 2023. The increase in the Company’s stockholders’ equity was primarily due to $872 million of net income and $183 million of other comprehensive income, partially offset by $233 million of cash dividends declared and $123 million of common stock repurchases. For other factors that contributed to the changes in stockholders’ equity, refer to Item 1. Consolidated Financial Statements — Consolidated Statement of Changes in Stockholders’ Equit y in this Form 10-Q.

Book value per share was $55.30 as of September 30, 2024, an increase of 11% from $49.64 per share as of December 31, 2023, a result of the increase in the Company’s stockholders’ equity as described above. Tangible book value per share was $51.90 as of September 30, 2024, compared with $46.27 as of December 31, 2023. For additional details, see the reconciliation of non-GAAP measures presented under Item 2. MD&A — Reconciliation of GAAP to Non-GAAP Financial Measures in this Form 10-Q.

The Company paid a quarterly common stock cash dividend of $0.55 and $0.48 per share during the third quarters of 2024 and 2023, respectively. In October 2024, the Company’s Board of Directors declared a fourth quarter 2024 cash dividend of $0.55 per share. The dividend is payable on November 15, 2024, to stockholders of record as of November 4, 2024.

Deposits and Other Sources of Funding

Deposits are the Company’s primary source of funding, the cost of which has a significant impact on the Company’s net interest income and net interest margin. Additional funding is provided by short- and long-term borrowings, and long-term debt. See Item 2. MD&A — Risk Management — Liquidity Risk Management in this Form 10-Q for a discussion of the Company’s liquidity management. The following table summarizes the Company’s sources of funds as of September 30, 2024 and December 31, 2023:



	September 30, 2024				December 31, 2023				Change
($ in thousands)	Amount		%		Amount		%		$		%
Deposits:

Noninterest-bearing demand	$	14,690,864	24	%	$	15,539,872	28	%	$	(849,008)	(5)	%
Interest-bearing checking	8,052,720		13	%	7,558,908		14	%	493,812		7	%
Money market	14,021,042		23	%	13,108,727		23	%	912,315		7	%
Savings	1,718,378		3	%	1,841,467		3	%	(123,089)		(7)	%




Time deposits	23,217,111		37	%	18,043,464		32	%	5,173,647		29	%
Total deposits	$	61,700,115	100	%	$	56,092,438	100	%	$	5,607,677	10	%





Other Funds:

BTFP borrowings	$	—	—	%	$	4,500,000	97	%	$	(4,500,000)	(100)	%

FHLB advances	3,500,000		99	%	—		—	%	3,500,000		100	%

Long-term debt	31,923		1	%	148,249		3	%	(116,326)		(78)	%
Total other funds	$	3,531,923	100	%	$	4,648,249	100	%	$	(1,116,326)	(24)	%
Total sources of funds	$	65,232,038			$	60,740,687			$	4,491,351	7	%

Deposits

The Company’s strategy is to grow and retain relationship-based deposits to provide a stable and low-cost source of funding and liquidity. Accordingly, the Company offers a wide variety of deposit products to meet the needs of its consumer and commercial customers. As a result, we believe our deposit base is seasoned, stable and well-diversified.

Total deposits were $61.7 billion as of September 30, 2024, an increase of $5.6 billion or 10% from $56.1 billion as of December 31, 2023, primarily due to growth in time, money market, and interest-bearing checking deposits. Time deposits comprised 37% and 32% of total deposits as of September 30, 2024 and December 31, 2023, respectively. Noninterest-bearing demand deposits comprised 24% and 28% of total deposits as of September 30, 2024 and December 31, 2023, respectively.

The following table provides a breakdown of the Company’s deposits by segment and region as of September 30, 2024 and December 31, 2023:



					Change
($ in thousands)	September 30, 2024		December 31, 2023		$		%
Deposits by segment/region:
Consumer and Business Banking - U.S. (1)	$	32,104,904	$	28,571,255	$	3,533,649	12	%
Commercial Banking - U.S. (1)	23,212,616		22,059,662		1,152,954		5	%
Greater China (2)	3,307,793		3,172,222		135,571		4	%
Treasury and Other - U.S. (3)	3,074,802		2,289,299		785,503		34	%
Total deposits	$	61,700,115	$	56,092,438	$	5,607,677	10	%

(1) Excludes deposits presented under Greater China - overseas branches.

(2) Deposits of our Hong Kong branch and China subsidiary, primarily a subset of Commercial Banking segment deposits.

(3) Treasury and Other segment deposits reflect wholesale, public funds, and brokered deposits, primarily managed by the Company’s Treasury department.

Uninsured deposits represent the portion of deposit accounts in U.S. offices that exceed the FDIC insurance limit. Management believes that presenting uninsured domestic deposits as reported on Schedule RC-OM item 2 of the Bank’s Call Report, with an adjustment to exclude collateralized and affiliate deposits provides a more accurate view of the deposits at risk, given that collateralized deposits are secured, and affiliate deposits are not customer-facing and are eliminated in consolidation.

The following table summarizes the Company’s uninsured domestic deposit balances reported on Schedule RC-OM item 2 of the Bank’s Call Report as of September 30, 2024 and December 31, 2023, after certain adjustments:



($ in thousands)		September 30, 2024			December 31, 2023
Uninsured deposits, per regulatory reporting requirements		$	31,318,958		$	27,592,714
Less: Collateralized deposits		(4,999,876)			(4,631,047)
Affiliate deposits		(418,632)			(491,992)
Uninsured deposits, excluding collateralized and affiliate deposits	(a)	$	25,900,450		$	22,469,675

Total domestic deposits per Call Report	(b)	$	58,906,507		$	53,486,990
Uninsured deposits, excluding collateralized and affiliate deposits, ratio	(a) / (b)	44		%	42		%

Additional information regarding the impact of deposits on net interest income, with a comparison of average deposit balances and rates, is provided in Item 2. MD&A — Results of Operations — Net Interest Income in this Form 10-Q. See also the discussion of the impact of deposits on liquidity in Item 2. MD&A — Liquidity Risk Management in this Form 10-Q.

Other Sources of Funding

The Company had $4.5 billion of BTFP borrowings outstanding as of December 31, 2023. These borrowings were repaid upon maturity during the first quarter of 2024.

The Company had $3.5 billion of FHLB advances as of September 30, 2024, compared with no FHLB advances as of December 31, 2023. FHLB advances as of September 30, 2024 had fixed and floating interest rates ranging from 3.87% to 5.07% with remaining maturities between six months and 2.2 years.

The Company’s l ong-term debt consists of junior subordinated debt, which qualifies as Tier 2 capital for regulatory capital purposes. During the first quarter of 2024, the Company redeemed approximately $117 million of junior subordinated debt. Refer to Note 10 — Short-Term Borrowings and Long-Term Debt to the Consolidated Financial Statements in this Form 10-Q for additional information on the junior subordinated debt.

Regulatory Capital and Ratios

The federal banking agencies have risk-based capital adequacy requirements intended to ensure that banking organizations maintain capital that is commensurate with the degree of risk associated with their operations. The Company and the Bank are each subject to these regulatory capital adequacy requirements. See Item 1. Business — Supervision and Regulation — Regulatory Capital Requirements and Regulatory Capital-Related Development in the Company’s 2023 Form 10-K for additional details.

The measurement of the allowance for credit losses is based on management’s best estimate of lifetime expected credit losses inherent in the Company’s relevant financial assets in accordance with ASU 2016-13. The Company has elected the phase-in option provided by a final rule that delays an estimate of the current expected credit losses (“CECL”) effect on regulatory capital for two years and phases in the impact over three years. The rule permits certain banking organizations to exclude from regulatory capital the initial adoption impact of CECL, plus 25% of the cumulative changes in the allowance for credit losses under CECL for each period until December 31, 2021, followed by a three-year phase-out period in which the aggregate benefit is reduced by 25% in 2022, 50% in 2023 and 75% in 2024. Accordingly, our capital ratios as of September 30, 2024 reflect a delay of 25% of the estimated impact of CECL on regulatory capital.

The following table presents the Company’s and the Bank’s capital ratios as of September 30, 2024 and December 31, 2023 under the Basel III Capital Rules, and those required by regulatory agencies for capital adequacy and well-capitalized classification purposes:



	Basel III Capital Rules
	September 30, 2024				December 31, 2023
	Company		Bank		Company		Bank		Minimum Regulatory Requirements		Minimum Regulatory Requirements including Capital Conservation Buffer		Well-Capitalized Requirements
Risk-based capital ratios:
Common Equity Tier 1 capital (1)	14.1	%	13.3	%	13.3	%	12.6	%	4.5	%	7.0	%	6.5	%
Tier 1 capital (2)	14.1	%	13.3	%	13.3	%	12.6	%	6.0	%	8.5	%	8.0	%
Total capital	15.4	%	14.6	%	14.8	%	13.8	%	8.0	%	10.5	%	10.0	%
Tier 1 leverage (1)	10.4	%	9.8	%	10.2	%	9.6	%	4.0	%	4.0	%	5.0	%

(1) The Common Equity Tier 1 capital and Tier 1 leverage well-capitalized requirements apply to the Bank only. There is no requirement on Common Equity Tier 1 capital ratio or Tier 1 leverage ratio for a well-capitalized bank holding company.

(2) The well-capitalized Tier 1 capital ratio requirements for the Company and the Bank are 6.0% and 8.0%, respectively.

The Company is committed to maintaining strong capital levels to assure its investors, customers and regulators that the Company and the Bank are financially sound. As of both September 30, 2024 and December 31, 2023, the Company and the Bank continued to exceed all “well-capitalized” capital requirements and the minimum capital requirements under the Basel III Capital Rules. Total risk-weighted assets were $54.3 billion as of September 30, 2024, an increase of $628 million from $53.7 billion as of December 31, 2023. The increase in the risk-weighted assets was mainly due to loan growth.

Risk Management

Overview

In the normal course of business, the Company is exposed to a variety of risks, some of which are inherent to the financial services industry and others of which are more specific to the Company’s business. The Company operates under a Board-approved enterprise risk management (“ERM”) framework, which outlines the company-wide approach to risk management and oversight, and describes the structures and practices employed to manage the current and emerging risks inherent to the Company. The Company’s ERM program incorporates risk management throughout the organization in identifying, managing, monitoring, and reporting risks. It identifies the Company’s major risk categories as: credit, liquidity, market, operational, reputational, legal, compliance, capital, strategic, and technology risk.

The Risk Oversight Committee (“ROC”) of the Board of Directors monitors the ERM program through such identified risk categories and provides oversight of the Company’s risk appetite and control environment. The ROC provides focused oversight of the Company’s identified enterprise risk categories on behalf of the full Board of Directors. Under the authority of the ROC, management committees apply targeted strategies to manage the risks to which the Company’s operations are exposed.

The Company’s ERM program is executed along the three lines of defense model, which provides for a consistent and standardized risk management control environment across the enterprise. The first line of defense is comprised of production, operational and support units. The second line of defense is comprised of various risk management and control functions charged with monitoring and managing major risk categories and/or risk subcategories. The third line of defense is comprised of the Internal Audit and Independent Asset Review (“IAR”) functions. Internal Audit reports to the Chief Audit Executive (“CAE”) who reports to the Board’s Audit Committee. Internal Audit provides assurance and evaluates the effectiveness of risk management, control, and governance processes as established by the Company. IAR serves as an internal loan review and independent credit risk monitoring function within the Bank that works under the direction of the CAE and reports to the Audit Committee. IAR provides management and the Audit Committee with an objective and independent assessment of the Bank’s credit profile and credit risk management processes. Further discussion and analysis of selected primary risk areas are discussed in the following subsections of Risk Management.

Credit Risk Management

Credit risk is the risk that a borrower or a counterparty will fail to perform according to the terms and conditions of a loan, investment or derivative and expose the Company to loss. Credit risk exists with many of the Company’s assets and exposures such as loans, debt securities and certain derivatives. The majority of the Company’s credit risk is associated with lending activities.

The ROC has primary oversight responsibility for the identified enterprise risk categories including credit risk. The ROC monitors management’s assessment of asset quality, credit risk trends, credit quality administration, underwriting standards, and portfolio credit risk management strategies and processes, such as diversification and liquidity, all of which enable management to control credit risk. At the management level, the Credit Risk Management Committee has primary oversight responsibility for credit risk. The Senior Credit Supervision function manages credit policy for the line of business transactional credit risk, assuring that all exposure is risk-rated according to the requirements of the credit risk rating policy. The Senior Credit Supervision function also evaluates and reports the overall credit risk exposure to senior management and the ROC. Reporting directly to the Board’s Audit Committee, the IAR function provides additional validation of the Company’s robust credit risk management culture by performing an independent and objective assessment of underwriting and documentation quality. A key focus of our credit risk management is adherence to a well-controlled underwriting and loan monitoring process.

The Company assesses the overall performance and credit quality of the loans held-for-investment portfolio through an integrated analysis of specific performance ratios. This approach forms the basis of the discussion in the sections immediately following: Credit Quality, Nonperforming Assets and Allowance for Credit Losses.

Credit Quality

The Company utilizes a credit risk rating system to assist in monitoring credit quality. Loans are evaluated using the Company’s internal credit risk rating of 1 through 10. For more information on the Company’s credit quality indicators and internal credit risk ratings, refer to Note 7 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements in this Form 10-Q.

The following table presents the Company’s criticized loans as of September 30, 2024 and December 31, 2023:



							Change
($ in thousands)	September 30, 2024			December 31, 2023			$		%
Criticized loans:




































Special mention loans	$	468,593		$	404,241		$	64,352	16	%
Classified loans (1)	641,642			573,969			67,673		12	%
Total criticized loans (2)	$	1,110,235		$	978,210		$	132,025	13	%

Special mention loans to loans held-for-investment	0.88		%	0.77		%
Classified loans to loans held-for-investment	1.20		%	1.10		%
Criticized loans to loans held-for-investment	2.08		%	1.87		%

(1) Consists of loans rated as substandard, doubtful and loss categories.

(2) Excludes loans held-for-sale.

Criticized loans were $1.1 billion as of September 30, 2024, an increase of $132 million or 13%, compared with $978 million as of December 31, 2023. The increase was primarily driven by higher criticized CRE loans.

Nonperforming Assets

Nonperforming assets are comprised of nonaccrual loans, OREO and other nonperforming assets. Other nonperforming assets and OREO are repossessed assets and properties, respectively, acquired through foreclosure, or through full or partial satisfaction of loans held-for-investment. Nonperforming assets were $195 million or 0.26% of total assets as of September 30, 2024, an increase of $81 million or 71%, compared with $114 million or 0.16% of total assets as of December 31, 2023.

The following table presents nonperforming assets information as of September 30, 2024 and December 31, 2023:



							Change
($ in thousands)	September 30, 2024			December 31, 2023			$		%
Commercial:
C&I	$	75,272		$	37,036		$	38,236	103	%
CRE:
CRE	3,273			23,249			(19,976)		(86)	%
Multifamily residential	4,586			4,669			(83)		(2)	%
Construction and land	11,316			—			11,316		100	%
Total CRE	19,175			27,918			(8,743)		(31)	%
Consumer:
Residential mortgage:
Single-family residential	35,735			24,377			11,358		47	%
HELOCs	16,576			13,411			3,165		24	%
Total residential mortgage	52,311			37,788			14,523		38	%
Other consumer	102			132			(30)		(23)	%
Total nonaccrual loans	146,860			102,874			43,986		43	%
OREO, net	41,248			11,141			30,107		270	%
Other nonperforming assets	7,358			—			7,358		100	%

Total nonperforming assets	$	195,466		$	114,015		$	81,451	71	%
Nonperforming assets to total assets	0.26		%	0.16		%
Nonaccrual loans to loans held-for-investment	0.28		%	0.20		%
Allowance for loan losses to nonaccrual loans	474.25		%	650.06		%

Loans are generally placed on nonaccrual status when they become 90 days past due or when the full collection of principal or interest becomes uncertain regardless of the length of past due status. Collectability is generally assessed based on economic and business conditions, the borrower’s financial condition, and the adequacy of collateral, if any. For additional details regarding the Company’s nonaccrual loan policy, see Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Loans Held-for-Investment to the Consolidated Financial Statements in the Company’s 2023 Form 10-K.

Nonaccrual loans were $147 million as of September 30, 2024, an increase of $44 million or 43% from $103 million as of December 31, 2023, primarily due to an increase in C&I nonaccrual loans. As of September 30, 2024, $37 million or 25% of nonaccrual loans were less than 90 days delinquent. In comparison, $40 million or 39% of nonaccrual loans were less than 90 days delinquent as of December 31, 2023.

The following table presents the accruing loans past due by portfolio segment as of September 30, 2024 and December 31, 2023:



	Total Accruing Past Due Loans (1)				Change				Percentage of Total Loans Outstanding
($ in thousands)	September 30, 2024		December 31, 2023		$		%		September 30, 2024		December 31, 2023
Commercial:
C&I	$	14,471	$	35,649	$	(21,178)	(59)	%	0.08	%	0.21	%
CRE:
CRE	2,576		3,517		(941)		(27)	%	0.02	%	0.02	%
Multifamily residential	3,111		597		2,514		421	%	0.06	%	0.01	%
Construction and land	—		13,251		(13,251)		(100)	%	—	%	2.00	%
Total CRE	5,687		17,365		(11,678)		(67)	%	0.03	%	0.08	%
Total commercial	20,158		53,014		(32,856)		(62)	%	0.05	%	0.14	%
Consumer:
Residential mortgage:
Single-family residential	44,119		45,228		(1,109)		(2)	%	0.32	%	0.34	%
HELOCs	26,763		21,492		5,271		25	%	1.52	%	1.25	%
Total residential mortgage	70,882		66,720		4,162		6	%	0.45	%	0.44	%
Other consumer	3,102		3,265		(163)		(5)	%	5.36	%	5.41	%
Total consumer	73,984		69,985		3,999		6	%	0.47	%	0.46	%
Total	$	94,142	$	122,999	$	(28,857)	(23)	%	0.18	%	0.24	%

(1) There were no accruing loans past due 90 days or more as of both September 30, 2024 and December 31, 2023.

Allowance for Credit Losses

The Company maintains its allowance for credit losses at a level it believes is sufficient to provide appropriate reserves to absorb estimated future credit losses in accordance with GAAP. For additional information on the policies, methodologies and judgments used to determine the allowance for credit losses, see Item 7. MD&A — Critical Accounting Estimates and Item 8. Financial Statements — Note 1 — Summary of Significant Accounting Policies to the Consolidated Financial Statements in the Company’s 2023 Form 10-K, and Note 7 — Loans Receivable and Allowance for Credit Losses to the Consolidated Financial Statements in this Form 10-Q.

The following table presents an allocation of the allowance for loan losses by loan portfolio segments and unfunded credit commitments as of September 30, 2024 and December 31, 2023:



	September 30, 2024						December 31, 2023
($ in thousands)	Allowance Allocation			% of Loan Type to Total Loans			Allowance Allocation			% of Loan Type to Total Loans
Allowance for loan losses
Commercial:
C&I	$	378,315		32		%	$	392,685		32		%
CRE:
CRE	221,244			27		%	170,592			28		%
Multifamily residential	31,782			10		%	34,375			10		%
Construction and land	12,208			1		%	10,469			1		%
Total CRE	265,234			38		%	215,436			39		%
Total commercial	643,549			70		%	608,121			71		%
Consumer:
Residential mortgage:
Single-family residential	48,231			26		%	55,018			26		%
HELOCs	3,210			4		%	3,947			3		%
Total residential mortgage	51,441			30		%	58,965			29		%
Other consumer	1,495			0		%	1,657			0		%
Total consumer	52,936			30		%	60,622			29		%
Total allowance for loan losses	$	696,485		100		%	$	668,743		100		%
Allowance for unfunded credit commitments	$	39,062					$	37,699
Total allowance for credit losses	$	735,547					$	706,442

Loans held-for-investment	$	53,253,181					$	52,210,782
Allowance for loan losses to loans held-for-investment	1.31		%				1.28		%

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Average loans held-for-investment	$	52,414,179		$	49,888,205		$	52,086,143		$	48,966,981
Net charge-offs	$	29,363		$	18,146		$	75,075		$	26,292
Annualized net charge-offs to average loans held-for-investment	0.22		%	0.14		%	0.19		%	0.07		%

The increases in the net charge-offs presented in the table above were primarily driven by higher losses in the C&I portfolio, partially offset by lower losses in the construction and land portfolio.

Liquidity Risk Management

Liquidity. Liquidity risk arises from the Company’s inability to meet its customer deposit withdrawals and obligations to other counterparties as they come due, or to obtain adequate funding at a reasonable cost to meet those obligations. Liquidity risk also considers the stability of deposits. The objective of liquidity management is to manage the potential mismatch of asset and liability cash flows. Maintaining an adequate level of liquidity depends on the institution’s ability to efficiently meet both expected and unexpected cash flow and collateral needs without adversely affecting daily operations or the financial condition of the institution. To achieve this objective, the Company analyzes its liquidity risk, maintains readily available liquid assets, and utilizes diverse funding sources including its stable core deposit base.

The ROC has primary oversight responsibility over liquidity risk management. At the management level, the Company’s Asset/Liability Committee (“ALCO”) establishes the liquidity guidelines that govern the day-to-day active management of the Company’s liquidity position by requiring sufficient asset-based liquidity to cover potential funding requirements and avoid over-dependence on volatile, less reliable funding markets. These guidelines are established and monitored for both the Bank and East West on a stand-alone basis to ensure that East West can serve as a source of strength for its subsidiaries. The ALCO regularly monitors the Company’s liquidity status and related management processes, and provides regular reports on the Company’s liquidity position relative to policy limits and guidelines to the Board of Directors. The Company believes its liquidity management practices have been effective under normal operating and stressed market conditions.

The Company also maintains a Contingency Funding Plan that provides an early-warning methodology to detect liquidity problems and provide a timely response. The Contingency Funding Plan describes the procedures, roles and responsibilities, and communication protocols for managing any identified liquidity problem. Management monitors the early-warning indicators defined in the Contingency Funding Plan, which include metrics for measuring the Company’s internal liquidity status as well as company-specific and market-wide external factors. When early-warning signals are detected, the ALCO is informed, and the problem is evaluated for severity. The ALCO will approve the course of action and appropriate contingency funding sources, if any, that are needed.

Liquidity Sources. The Company’s primary source of funding is from deposits, generated by its banking business, which we believe is a relatively stable and low-cost source of funding. Our loans are funded by deposits, which amounted to $61.7 billion as of September 30, 2024, compared with $56.1 billion as of December 31, 2023. The Company’s loan-to-deposit ratio was 86% as of September 30, 2024, compared with 93% as of December 31, 2023.

In addition to deposits, the Company has access to various sources of wholesale financing, including borrowing capacity with the FHLB and Federal Reserve Bank (“FRB”), and several master repurchase agreements with major brokerage companies to sustain an adequate liquid asset portfolio, meet daily cash demands and allow management flexibility to execute its business strategy. However, general financial market and economic conditions could impact our access and cost of external funding. Additionally, the Company’s access to capital markets is affected by the ratings received from various credit rating agencies.

Unencumbered loans and/or debt securities were pledged to the FHLB and the FRB discount window as collateral. The Company has established operational procedures to enable borrowing against these assets, including regular monitoring of the total pool of loans and debt securities eligible as collateral. Eligibility of collateral is defined in guidelines from the FHLB and FRB and is subject to change at their discretion. See Item 2 — MD&A — Balance Sheet Analysis — Deposits and Other Sources of Funding in this Form 10-Q for further details related to the Company’s funding sources. The Company believes its cash and cash equivalents, and available borrowing capacity described below provide sufficient liquidity above its expected cash needs.

The Company maintains its source of liquidity in the form of cash and cash equivalents and borrowing capacity with its eligible loans and debt securities as collateral. The following table presents the Company’s total cash and cash equivalents and collateralized borrowing capacity as of September 30, 2024 and December 31, 2023:



					Change
($ in thousands)	September 30, 2024		December 31, 2023		$		%
Cash and cash equivalents	$	4,860,073	$	4,614,984	$	245,089	5	%
Interest-bearing deposits with banks	116,101		10,498		105,603		NM
Collateralized borrowing capacity:
FHLB	8,853,526		12,373,002		(3,519,476)		(28)	%
FRB	12,398,422		9,830,769		2,567,653		26	%
Unpledged available securities	6,843,863		1,988,526		4,855,337		244	%
Total	$	33,071,985	$	28,817,779	$	4,254,206	15	%

NM — Not meaningful.

100

The Company’s cash and cash equivalents and collateralized borrowing capacity totaled $33.1 billion as of September 30, 2024, compared with $28.8 billion as of December 31, 2023. The increase was primarily related to an increase in unpledged available securities and an increase in available borrowing capacity at the FRB due to the repayment of BTFP borrowings. This increase was partially offset by a decrease in available borrowing capacity at the FHLB, primarily due to the increase in FHLB advances during the first quarter of 2024.

Cash Requirements. In the ordinary course of business, the Company enters into contractual obligations that require future cash payments, including funding for customer deposit withdrawals, repayments for short- and long-term borrowings, and other cash commitments. For additional information on these obligations, see Note 9 — Deposits to the Consolidated Financial Statements in the Company’s 2023 Form 10-K, and Note 8 — Affordable Housing Partnership, Tax Credit and Community Reinvestment Act Investments, Net and Note 10 — Short-Term Borrowings and Long-Term Debt to the Consolidated Financial Statements in this Form 10-Q.

The Company also has off-balance sheet arrangements which represent transactions that are not recorded on the Consolidated Balance Sheet. The Company’s off-balance sheet arrangements include (1) commitments to extend credit, such as loan commitments, commercial letters of credit for foreign and domestic trade, standby letters of credit (“SBLCs”), and financial guarantees, to meet the financing needs of its customers, (2) future interest obligations related to customer deposits and the Company’s borrowings, and (3) transactions with unconsolidated entities that provide financing, liquidity, market risk or credit risk support to the Company, or engage in leasing, hedging or research and development services with the Company. Because many of these commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future funding requirements. The Company does not expect the total commitment amounts as of September 30, 2024 to have a material current or future impact on the Company’s financial conditions or results of operations. Additional information about the Company’s loan commitments, commercial letters of credit and SBLCs is provided in Note 11 — Commitments and Contingencies to the Consolidated Financial Statements in this Form 10-Q.

The Consolidated Statement of Cash Flows summarizes the Company’s sources and uses of cash by type of activity for the nine months ended September 30, 2024 and 2023. Excess cash generated by operating and investing activities may be used to repay outstanding debt or invest in liquid assets.

Liquidity for East West. In addition to bank level liquidity management, the Company manages liquidity at the parent company level for various operating needs including payment of dividends, repurchases of common stock, principal and interest payments on its borrowings, acquisitions and additional investments in its subsidiaries. East West’s primary source of liquidity is from cash dividends distributed by its subsidiary, East West Bank. The Bank is subject to various statutory and regulatory restrictions on its ability to pay dividends as discussed in Item 1 . Business — Supervision and Regulation — Dividends and Other Transfers of Funds in the Company’s 2023 Form 10-K. East West held $358 million and $446 million in cash and cash equivalents as of September 30, 2024 and December 31, 2023, respectively. Management believes that East West has sufficient cash and cash equivalents to meet the projected cash obligations for the coming year.

Liquidity Stress Testing. The Company utilizes liquidity stress analysis to determine the appropriate amounts of liquidity to maintain at the Company, foreign subsidiary and foreign branch to meet contractual and contingent cash outflows under a range of scenarios. Scenario analyses include assumptions about significant changes in key funding sources, market triggers, potential uses of funding and economic conditions in certain countries. In addition, Company specific events are incorporated into the stress testing. Liquidity stress tests are conducted to ascertain potential mismatches between liquidity sources and uses over various time horizons and under a variety of stressed conditions. Given the range of potential stresses, the Company maintains contingency funding plans on a consolidated basis and for individual entities.

As of September 30, 2024, the Company believes it has adequate liquidity resources to conduct operations and meet other needs in the ordinary course of business, and is not aware of any events that are reasonably likely to have a material adverse effect on its liquidity, capital resources or operations. Given the changing market and economic conditions, the Company will continue to actively evaluate the impact on its business and financial position. For more details on how economic conditions may impact our liquidity, see Item 1A . Risk Factors in the Company’s 2023 Form 10-K.

101

Market Risk Management

Market risk refers to the risk of potential loss due to adverse movements in market risk factors, including interest rates, foreign exchange rates, commodity prices, and credit spreads. The Company is primarily exposed to interest rate risk through its core business activities of extending loans and acquiring deposits. There have been no significant changes in our risk management practices as described in Item 7 . MD&A — Market Risk Management in the Company’s 2023 Form 10-K.

Interest Rate Risk Management

Interest rate risk is the risk that market fluctuations in interest rates can have a negative impact on the Company’s earnings and capital stemming from mismatches in the Company’s asset and liability cash flows primarily arising from customer-related activities such as lending and deposit-taking. The Company is subject to interest rate risk because:

• Assets and liabilities may mature or reprice at different times. If assets reprice faster than liabilities and interest rates are generally rising, earnings will initially increase;

• Assets and liabilities may reprice at the same time but by different amounts;

• Short- and long-term market interest rates may change by different amounts. For example, the shape of the yield curve may affect the yield of new loans and funding costs differently;

• The remaining maturity of various assets or liabilities may shorten or lengthen as interest rates change. For example, if long-term mortgage interest rates increase sharply, mortgage-related products may pay down at a slower rate than anticipated, which could impact portfolio income and valuation; or

• Interest rates may have a direct or indirect effect on loan demand, collateral values, mortgage origination volume, and the fair value of other financial instruments.

The ALCO coordinates the overall management of the Company’s interest rate risk, meets regularly to review the Company’s open market positions and establishes policies to monitor and limit exposure to market risk. Interest rate risk management is carried out primarily through strategies involving the Company’s loan portfolio, debt securities portfolio, available funding channels and capital market activities. In addition, the Company’s policies permit the use of derivative instruments to assist in managing interest rate risk.

We measure and monitor interest rate risk exposure through various risk management tools, which include a simulation model that performs interest rate sensitivity analyses under multiple interest rate scenarios against a baseline. The simulation model incorporates the market’s forward rate expectations and the Company’s earning assets and liabilities. The Company uses a dynamic balance sheet, incorporating expected forward growth and/or deposit product mix shift to perform the interest rate sensitivity analyses. The simulated interest rate scenarios include an instantaneous parallel shift in the yield curve and a gradual parallel shift in the yield curve (“linear rate ramp”). In addition, the Company also performs simulations using other alternative interest rate scenarios, including various permutations of the yield curve flattening, steepening or inverting. The Company uses the results of these simulations to formulate and gauge strategies to achieve a desired risk profile within its capital and liquidity guidelines.

In the third quarter of 2024, the Company transitioned its net interest income volatility simulations from a static to a dynamic balance sheet approach and adopted market forward rates instead of flat forward rates. This change better reflects the interest rate risk on the Company’s financial statements. Furthermore, the Company standardized its simulation scenarios by shifting from non-parallel to parallel shocks for both instantaneous and gradual net interest income simulations, as well as for economic value of equity (“EVE”) simulations. This alignment with industry-standard scenario definitions is intended to enhance interpretability and comparability.

The net interest income simulation model is based on the maturity and repricing characteristics of the Company’s interest rate sensitive assets, liabilities, and related derivative contracts. This model also incorporates various assumptions, which management believes to be reasonable but that may have a significant impact on the results. These key assumptions include the timing and magnitude of changes in interest rates, the yield curve evolution and shape, the correlation between various interest rate indices, financial instruments’ future repricing characteristics and spread relative to benchmark rates, and the effect of interest rate floors and caps. The modeled results are highly sensitive to deposit mix and deposit beta assumptions, which we derive from a regression analysis of the Company’s historical deposit data.

102

Simulation results are highly dependent on modeled behaviors and input assumptions. To the extent that actual behaviors are different from the assumptions used in the models, there could be material changes to the interest rate sensitivity results. The key behavioral models impacting interest rate sensitivity simulations include deposit repricing, deposit balance forecasts, and mortgage prepayments. These models and assumptions are documented, supported, and periodically back-tested to assess the reasonableness and effectiveness. The Company also regularly monitors the sensitivity of the other important modeling assumptions, such as loan and security prepayments and early withdrawal on fixed-rate customer liabilities. The Company makes appropriate calibrations to the model as needed and continually validates the model, methodology and results. Changes to key model assumptions are reviewed by the Technical ALCO, a subcommittee of ALCO. Scenario results do not reflect strategies that the management could employ to limit the impact of changing interest rate expectations. The simulation does not represent a forecast of the Company’s net interest income but is a tool utilized to assess the risk of the impact of changing market interest rates across a range of interest rate environments.

The Company employs a variety of quantitative and qualitative approaches to capture historical deposit repricing and balance behaviors. These historical observations are performed at a granular level based on key product characteristics, including distinctions for brokered, public, and large commercial deposits, which are then combined with forward-looking market expectations and the competitive landscape to generate the deposit repricing and balance forecasting models. The Company uses these deposit repricing models to forecast deposit interest expense. The repricing models provide sufficient granularity to reflect key behavioral differences across product and customer types. The deposit beta is a key parameter of the deposit rate forecast. The deposit beta defines the sensitivity of deposit rates to changes in the Effective Fed Funds Rate. In September 2024, the Company assumed a weighted-average beta of 53.5% for total deposits, an increase of approximately 2.8% from December 31, 2023, which was due to updates of deposit beta assumptions and deposit product mix changes.

As loan and security prepayment assumptions are key components of the Company’s model, the Company incorporates third-party vendor models to forecast prepayment behavior on mortgage loans and securities, which have mortgage loans as underlying collateral. These third-party vendor models have access to more comprehensive industry-level data that can capture specific borrower and collateral characteristics over a variety of interest rate cycles. The Company will periodically assess and adjust the vendor models when appropriate to include its own available observations and expectations.

Twelve-Month Net Interest Income Simulation

Net interest income simulation modeling measures interest rate risk through earnings volatility. The simulation projects the cash flow changes in interest rate sensitive assets and liabilities, expressed in terms of net interest income, over a specified time horizon for defined interest rate scenarios. Net interest income simulations provide insight into the impact of market rate changes on earnings, which help guide risk management decisions. The Company assesses interest rate risk by comparing the changes of net interest income in different interest rate scenarios.

The following table presents the Company’s net interest income sensitivity related to an instantaneous and sustained parallel shift in market interest rates by 100 and 200 bps as of September 30, 2024 and December 31, 2023, on a balance sheet assuming market implied forward rates and a dynamic balance sheet with forecasted loan and deposit growth on the date of analysis.



	Net Interest Income Volatility (1)
Change in Interest Rates (in bps)	September 30, 2024		December 31, 2023
+200	6.4	%	4.6	%
+100	3.9	%	2.7	%
-100	(4.1)	%	(3.3)	%
-200	(7.5)	%	(6.7)	%

(1) The percentage change represents net interest income change over a 12-month period under market implied forward rates and expected balance sheet growth as of the analysis date versus various interest rate scenarios.

103

The composition of the Company’s loan portfolio creates sensitivity to interest rate movements due to a mismatch of repricing behavior between the floating-rate loan portfolio and deposit products. In the table above, net interest income volatility expressed in relation to base-case net interest income decreased for rising rate scenarios and increased for decreasing rate scenarios as of September 30, 2024. This change reflects deposit product mix assumptions, which assume noninterest-bearing deposits decrease in higher interest rate environments and are replaced with term deposit products.

The Company also models scenarios based on gradual shifts in interest rates and assesses the corresponding impacts. These interest rate scenarios provide additional information to estimate the Company’s underlying interest rate risk. The rate ramp table below shows the net interest income volatility under a gradual parallel shift of the market implied forward rates, in even monthly increments over the first 12 months, with the full shift passed through to the forward rates thereafter. The results are based on a dynamic balance sheet with expected loan and deposit growth as of the date of the analysis.



	Net Interest Income Volatility
Change in Interest Rates (in bps)	September 30, 2024		December 31, 2023
+200 Rate Ramp	4.9	%	4.0	%
+100 Rate Ramp	2.3	%	2.0	%
-100 Rate Ramp	(2.1)	%	(1.7)	%
-200 Rate Ramp	(4.2)	%	(3.8)	%

As of September 30, 2024, the Company’s net interest income profile reflects an asset sensitive position, where assets reprice faster or more significantly than liabilities. Net interest income is expected to increase when interest rates rise as the Company has a large population of variable rate loans, primarily tied to Prime and Term Secured Overnight Financing Rate (“ SOFR”) indices. The Company’s interest income is sensitive to changes in short-term interest rates. As of September 30, 2024 , the Company designated interest rate contracts with a notional amount of $5.3 billion as cash flow hedges, which reduced net interest income volatility by approximately 1.42% of the base net interest income for every 100 bps change in interest rate .

A majority of the Company’s deposit portfolio is composed of non-maturity deposits, which are not directly tied to short-term interest rate indices, but are, nevertheless, sensitive to changes in short-term interest rates. The modeled results are highly sensitive to modeled behavior and assumptions. Actual net interest income results may deviate from the model’s net interest income due to earning asset growth variation and deposit mix changes based on customer preferences relative to the interest rate environment. During a period of declining interest rates, balance sheet growth could offset headwinds to net interest income from yield compression.

Economic Value of Equity at Risk

EVE is a cash flow calculation that takes the present value of all asset cash flows and subtracts the present value of all liability cash flows. This calculation is used for asset/liability management and measures changes in the net present value of the bank’s assets and liabilities due to changes in interest rates.

The economic value approach provides a comparatively broader scope than the net interest income volatility approach since it represents the discounted present value of cash flows over the expected life of the instruments. Due to this longer horizon, EVE is useful to identify risks arising from repricing, prepayment and maturity gaps between assets and liabilities on the balance sheet, as well as from off-balance sheet derivative exposures, over their lifetime. This long-term economic perspective into the Company’s interest rate risk profile allows the Company to identify anticipated negative effects of interest rate fluctuations. However, the difference in time horizons can cause the EVE analysis to diverge from the shorter-term net interest income analysis presented above. Given the uncertainty of the magnitude, timing and direction of future interest rate movements, the shape of the yield curve, and potential changes to the balance sheet, actual results may vary from those predicted by the Company’s model.

104

The following table presents the Company’s EVE sensitivity related to an instantaneous parallel shift in market interest rates by 100 and 200 bps as of September 30, 2024 and December 31, 2023.



	EVE Volatility (1)
Change in Interest Rates (in bps)	September 30, 2024		December 31, 2023
+200	(10.2)	%	(10.3)	%
+100	(4.9)	%	(5.4)	%
-100	5.1	%	3.0	%
-200	10.6	%	6.0	%

(1) The percentage change represents net present value change of the balance sheet as of the analysis date versus various interest rate scenarios.

As of September 30, 2024, the Company’s EVE is expected to decrease when interest rates rise. The EVE sensitivity represents a duration mismatch between fixed-rate assets versus fixed-rate liabilities where more fixed- rate assets are expected to produce more stable net interest income in the short term but may lead to decreases in net present value of future cash flows.

Derivatives

It is the Company’s policy not to speculate on the future direction of interest rates, foreign currency exchange rates and commodity prices. However, the Company periodically enters into derivative transactions in order to manage its exposure to market risk, primarily interest rate risk and foreign currency risk. The Company believes these derivative transactions, when properly structured and managed, provide a hedge against inherent risk in certain assets and liabilities or against risk in specific transactions. Hedging transactions may be implemented using a variety of derivative instruments such as swaps, forwards, options, and collars. The Company uses interest rate swaps to hedge the variability in interest received on certain floating-rate commercial loans and interest paid on certain floating-rate borrowings. Foreign exchange derivatives are used in net investment hedging strategies to mitigate the risk of changes in the U.S. dollar equivalent value of a designated monetary amount of the Company’s net investment in East West Bank (China) Limited. Prior to entering any hedge accounting activity, the Company analyzes the costs and benefits of the hedge in comparison to alternative strategies. The Company also repositions its hedging derivatives portfolio based on the current assessment of economic and financial conditions, including the interest rate and foreign currency environments, balance sheet composition and trends, and the relative mix of its cash and derivative positions.

In addition, the Company enters into derivative transactions in order to accommodate its customers with their business needs or to assist customers with their risk management objectives, such as managing exposure to fluctuations in interest rates, foreign currencies and commodity prices. To economically hedge against the derivative contracts entered into with the Company’s customers, the Company enters into offsetting derivative contracts with third-party financial institutions, some of which are cleared through central clearing organizations. The exposures from derivative transactions are collateralized by cash and/or eligible securities based on limits as set forth in the respective agreements between the Company and counterparty financial institutions. The fair value changes of the derivative contracts traded with third-party financial institutions are expected to be largely comparable to the fair value changes of the derivative transactions executed with customers throughout the terms of these contracts, except for the credit valuation adjustment component of the contracts and the spread variances between the customer derivatives and the offsetting financial counterparty positions. The Company also utilizes foreign exchange contracts that are not designated as hedging instruments to mitigate the economic effect of fluctuations in certain foreign currency on-balance sheet assets and liabilities, primarily foreign currency denominated deposits offered to its customers.

105

The Company is subject to credit risk associated with the counterparties to the derivative contracts. This counterparty credit risk is a multi-dimensional form of risk, affected by both the exposure and credit quality of the counterparty, both of which are sensitive to market-induced changes. The Company’s Credit Risk Management Committee provides oversight of credit risk, and the Company has guidelines in place to manage counterparty concentration, tenor limits, and collateral. The Company manages the credit risk of its derivative positions by diversifying its positions among various counterparties, by entering into legally enforceable master netting agreements, and by requiring collateral arrangements, where possible. The Company may also transfer counterparty credit risk related to interest rate swaps to third-party financial institutions through the use of credit risk participation agreements. Certain derivative contracts are required to be cleared through central clearinghouses, to further mitigate counterparty credit risk, where variation margin is applied daily as settlement to the fair value of the derivative contracts. In addition, the Company incorporates credit value adjustments and other market standard methodologies to appropriately reflect the counterparty’s and the Company’s own nonperformance risk in the fair value measurement of its derivatives. As of September 30, 2024, the Company anticipates performance by all of its counterparties and has not incurred any related credit losses.

The following table summarizes certain information on derivative instruments designated as accounting hedges and utilized by the Company in its management of interest rate and foreign currency risks as of September 30, 2024 and December 31, 2023:



	September 30, 2024			December 31, 2023
($ in thousands)	Interest Rate Contracts Hedging Loans (1)(2)(3)				Interest Rate Contracts Hedging Loans (1)(2)(3)
Cash flow hedges
Notional amount	$	4,000,000			$	4,000,000
Weighted-average:
Receive rate	4.95		%		4.95		%
Pay rate	7.11		%		7.32		%
Remaining term (in months)	26.8				35.8


($ in thousands)	Foreign Exchange Contracts			Foreign Exchange Contracts
Net investment hedges
Notional amount	$	—			$	81,480
Hedged percentage (4)	—		%		44		%
Remaining term (in months)	—				2.7

(1) Represents receive-fixed/pay-floating interest rate swaps and excludes interest rate collars. Floating rates paid are based on SOFR or Prime.

(2) Excludes interest rate collars in total notional amount of $250 million as of both September 30, 2024 and December 31, 2023.

(3) Excludes forward-starting swaps in total notional amount of $1.0 billion not effective as of both September 30, 2024 and December 31, 2023.

(4) Represents percentage between the notional of outstanding foreign exchange contracts and the net RMB exposure from East West Bank (China) Limited. The Company does not have any active net investment hedges as of September 30, 2024.

Additional information on the Company’s derivatives is presented in Note 1 — Summary of Significant Accounting Policies — Significant Accounting Policies — Derivatives to the Consolidated Financial Statements in the Company’s 2023 Form 10-K, Note 3 — Fair Value Measurement and Fair Value of Financial Instruments, and Note 6 — Derivatives to the Consolidated Financial Statements in this Form 10-Q.

106

Critical Accounting Policies and Estimates

The Company’s significant accounting policies are described in Note 1 — Summary of Significant Accounting Policies to the Consolidated Financial Statements in the Company’s 2023 Form 10-K. Certain of these policies include critical accounting estimates, which are subject to valuation assumptions, subjective or complex judgments about matters that are inherently uncertain, and it is likely that materially different amounts could be reported under different assumptions and conditions. The Company has procedures and processes in place to facilitate making these judgments. The following accounting policies are critical to the Company’s Consolidated Financial Statements:

• allowance for credit losses;

• fair value estimates;

• goodwill impairment; and

• income taxes.

For additional information on the Company’s critical accounting estimates involving significant judgments, see Item 7. MD&A — Critical Accounting Estimates in the Company’s 2023 Form 10-K.

Reconciliation of GAAP to Non-GAAP Financial Measures

To supplement the Company’s unaudited interim Consolidated Financial Statements presented in accordance with U.S. GAAP, the Company uses certain non-GAAP measures of financial performance. Non-GAAP financial measures are not prepared in accordance with, or as an alternative to U.S. GAAP. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance that either excludes or includes amounts, or is subject to adjustments that have such an effect, that are not normally excluded or included in the most directly comparable financial measure that is calculated and presented in accordance with U.S. GAAP. The non-GAAP financial measures discussed in this Form 10-Q are adjusted diluted EPS, return on average TCE, tangible book value per share and FTE efficiency ratio. Certain additional non-GAAP financial measures that are components of the foregoing non-GAAP financial measures are also set forth and reconciled in the table below. The Company believes these non-GAAP financial measures, when taken together with the corresponding U.S. GAAP financial measures, provide meaningful supplemental information regarding its performance, and allow comparability to prior periods. These non-GAAP financial measures may be different from non-GAAP financial measures used by other companies, limiting their usefulness for comparison purposes.

107

The following tables present the reconciliations of U.S. GAAP to non-GAAP financial measures for the periods presented:



		Three Months Ended September 30,			Nine Months Ended September 30,
($ and shares in thousands, except per share data)			2024		2023		2024		2023
Net income	(a)		$	299,166	$	287,738	$	872,471	$	922,208
Add: FDIC charge (1)			—		—		12,185		—
Write-off of AFS debt security (2)			—		—		—		10,000
Repurchase agreements’ extinguishment cost (3)			—		—		—		3,872
Less: DC Solar recovery (4)			(11,201)		—		(14,347)		(5,571)
Tax effect of adjustment (5)			3,311		—		639		(2,431)
Adjusted net income (non-GAAP)	(b)		$	291,276	$	287,738	$	870,948	$	928,078

Diluted weighted-average number of shares outstanding	(c)		139,648		142,122		139,939		142,044
Diluted EPS	(a)/(c)		$	2.14	$	2.02	$	6.23	$	6.49
Add: FDIC charge (1)			—		—		0.09		—
Write-off of AFS debt security (2)			—		—		—		0.07
Repurchase agreements’ extinguishment cost (3)			—		—		—		0.03
Less: DC Solar recovery (4)			(0.08)		—		(0.10)		(0.04)
Tax effect of adjustments (5)			0.03		—		—		(0.02)
Adjusted diluted EPS (non-GAAP)	(b)/(c)		$	2.09	$	2.02	$	6.22	$	6.53



		Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)		2024			2023			2024			2023
Net income	(a)	$	299,166		$	287,738		$	872,471		$	922,208
Add: Amortization of core deposit intangibles		—			441			—			1,322
Amortization of mortgage servicing assets		348			328			988			1,026
Tax effect of amortization adjustments (5)		(103)			(225)			(292)			(688)
Tangible net income (non-GAAP)	(b)	$	299,411		$	288,282		$	873,167		$	923,868

Average stockholders’ equity	(c)	$	7,443,333		$	6,604,798		$	7,175,445		$	6,411,250
Less: Average goodwill		(465,697)			(465,697)			(465,697)			(465,697)
Average other intangible assets (6)		(5,790)			(6,148)			(6,123)			(6,916)
Average tangible book value (non-GAAP)	(d)	$	6,971,846		$	6,132,953		$	6,703,625		$	5,938,637

ROE (7)	(a)/(c)	15.99		%	17.28		%	16.24		%	19.23		%
Return on average TCE (7) (non-GAAP)	(b)/(d)	17.08		%	18.65		%	17.40		%	20.80		%

Refer to footnotes on the following page.

108



		Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)		2024			2023			2024			2023
Net interest income before provision for credit losses	(a)	$	572,722		$	570,813		$	1,691,090		$	1,737,420
FTE adjustment	(b)	411			433			3,491			1,288
FTE net interest income before provision for credit losses	(c)=(a)+(b)	573,133			571,246			1,694,581			1,738,708
Total noninterest income	(d)	84,761			76,752			248,422			215,361
Total revenue	(e)=(a)+(d)	$	657,483		$	647,565		$	1,939,512		$	1,952,781
FTE total revenue (8) (non-GAAP)	(f)=(c)+(d)	657,894			647,998			1,943,003			1,954,069





Total noninterest expense	(g)	$	226,166		$	252,014		$	709,475		$	732,250






Efficiency ratio	(g)/(e)	34.40		%	38.92		%	36.58		%	37.50		%
FTE efficiency ratio (non-GAAP)	(g)/(f)	34.38		%	38.89		%	36.51		%	37.47		%



($ and shares in thousands, except per share data)		September 30, 2024		December 31, 2023
Stockholders’ equity	(a)	$	7,664,539	$	6,950,834
Less: Goodwill		(465,697)		(465,697)
Other intangible assets (6)		(5,563)		(6,602)
Tangible book value (non-GAAP)	(b)	$	7,193,279	$	6,478,535









Number of common shares at period-end	(c)	138,609		140,027
Book value per share	(a)/(c)	$	55.30	$	49.64
Tangible book value per share (non-GAAP)	(b)/(c)	$	51.90	$	46.27

(1) Represents the pre-tax FDIC charge recorded in Deposit insurance premiums and regulatory assessment s on the Consolidated Statement of Income in the first half of 2024.

(2) Represents the pre-tax impairment related to an AFS debt security that was written-off in the first quarter of 2023.

(3) Represents the debt extinguishment cost on early prepayment of $300 million of repurchase agreements in the first quarter of 2023.

(4) Represents the pre-tax DC Solar recovery recorded in Amortization of tax credit and CRA investments on the Consolidated Statement of Income in the second and third quarters of 2024, as well as the first and second quarters of 2023.

(5) Applied statutory tax rate of 29.56% for the third quarter and first nine months of 2024 and 29.29% for the third quarter and first nine months of 2023.

(6) Includes core deposit intangibles and mortgage servicing assets. There were no core deposit intangibles in the 2024 periods presented.

(7) Annualized.

(8) FTE total revenue is reflected on an FTE basis (non-GAAP), which adjusts for the tax benefit of income on certain tax-exempt loans and debt securities.

109

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For quantitative and qualitative disclosures regarding market risk in the Company’s portfolio, see Note 6 — Derivatives to the Consolidated Financial Statements in this Form 10-Q and Item 2. MD&A — Risk Management — Market Risk Management in this Form 10-Q.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As of September 30, 2024, pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company conducted an evaluation, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of September 30, 2024.

The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC. The Company’s disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that the Company files under the Exchange Act is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Change in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) during the quarter ended September 30, 2024, that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

110

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

See Note 11 — Commitments and Contingencies — Litigation to the Consolidated Financial Statements in Part I of this Form 10-Q, incorporated herein by reference.

ITEM 1A. RISK FACTORS

The Company’s 2023 Form 10-K contains disclosure regarding the risks and uncertainties related to the Company’s business under the heading Item 1A. Risk Factors . There have been no material changes to the Company’s risk factors as presented in the Company’s 2023 Form 10-K.

111

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

There were no unregistered sales of equity securities or repurchase activities during the three months ended September 30, 2024.

ITEM 5. OTHER INFORMATION

During the three months ended September 30, 2024, none of the Company’s directors or Section 16 reporting officers adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of the SEC’s Regulation S-K).

112

ITEM 6. EXHIBITS

The following exhibit index lists Exhibits filed, or in the case of Exhibits 32.1 and 32.2 furnished, with this report:


Exhibit No.						Exhibit Description

3.1						Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit 3(i) from Registrant’s Registration Statement on Form S-4 filed with the Commission on September 17, 1998 (File No. 333-63605).]

3.1.1						Certificate of Amendment to Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit 3(i).1 from Registrant’s Annual Report on Form 10-K for the year ended December 31, 2002 filed with the Commission on March 28, 2003 (File No. 000-24939).]

3.1.2						Amendment to Certificate of Incorporation to Increase Authorized Shares of the Registrant [Incorporated by reference from Registrant’s Definitive Proxy Statement on Schedule 14A filed with the Commission on April 15, 2005 (File No. 000-24939).]

3.1.3						Certificate of Amendment to Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit A from Registrant’s Definitive Proxy Statement on Schedule 14A filed with the Commission on April 23, 2008 (File No. 000-24939).]

3.1.4						Certificate of Designations of 8.00% Non-Cumulative Perpetual Convertible Preferred Stock, Series A of the Registrant [Incorporated by reference to Exhibit 3.1 from Registrant’s Current Report on Form 8-K, filed with the Commission on April 30, 2008 (File No. 000-24939).]

3.1.5						Certificate of Designations of Fixed Rate Cumulative Perpetual Preferred Stock, Series B of the Registrant [Incorporated by reference to Exhibit 3.1, 4.1 from Registrant’s Current Report on Form 8-K filed with the Commission on December 9, 2008 (File No. 000-24939).]

3.1.6						Certificate of Designations of Mandatorily Convertible Cumulative Non-Voting Perpetual Preferred Stock, Series C of the Registrant [Incorporated by reference to Exhibit 3.1, 4.1 from Registrant’s Current Report on Form 8-K filed with the Commission on November 12, 2009 (File No. 000-24939).]

3.2						Amended and Restated Bylaws of the Registrant dated March 14, 2023 [Incorporated by reference to Exhibit 3.1 from Registrant’s Current Report on Form 8-K filed with the Commission on Ma rch 1 7, 202 3 (File No. 000-24939).]















31.1						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

31.2						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

32.1						Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

32.2						Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

101.INS						The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.

101.SCH						Inline XBRL Taxonomy Extension Schema Document. Filed herewith.

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document. Filed herewith.

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document. Filed herewith.

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document. Filed herewith.

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document. Filed herewith.

104						Cover Page Interactive Data (formatted as Inline XBRL and contained in Exhibit 101 filed herewith). Filed herewith.

113

GLOSSARY OF ACRONYMS


AFS	Available-for-sale	GNMA	Government National Mortgage Association
ALCO	Asset/Liability Committee	HELOC	Home equity lines of credit
AOCI	Accumulated other comprehensive (loss) income	HTM	Held-to-maturity
ASC	Accounting Standards Codification	IAR	Independent Asset Review
ASU	Accounting Standards Update	IDI	Insured deposit institution
BTFP	Bank Term Funding Program	LCH	London Clearing House
C&I	Commercial and industrial	LGD	Loss given default
CARB	California Air Resources Board	LTV	Loan-to-value
CCDAA	Climate Corporate Data Accountability Act	MD&A	Management’s Discussion and Analysis of Financial Condition and Results of Operations
CECL	Current expected credit Losses	MMBTU	Million British thermal unit
CLO	Collateralized loan obligation	NAV	Net asset value
CME	Chicago Mercantile Exchange	NRSRO	Nationally recognized statistical rating organizations
CRA	Community Reinvestment Act	OREO	Other real estate owned
CRE	Commercial real estate	PAM	Proportionate amortization method
CRFRA	Climate-Related Financial Risk Act	PD	Probability of default
DIF	Deposit Insurance Fund	RMB	Chinese Renminbi
DOJ	The U.S. Department of Justice	ROA	Return on average assets
EPS	Earnings per share	ROC	Risk Oversight Committee
ERM	Enterprise risk management	ROE	Return on average common equity
EVE	Economic value of equity	RPA	Credit risk participation agreement
FDIC	Federal Deposit Insurance Corporation	RSU	Restricted stock unit
FHLB	Federal Home Loan Bank	SBLC	Standby letter of credit
FRB	Federal Reserve Bank	SEC	U.S. Securities and Exchange Commission
FTE	Fully taxable equivalent	SOFR	Secured Overnight Financing Rate
FTP	Funds transfer pricing	TCE	Tangible Common Equity
GAAP	Generally accepted accounting principles	U.S.	United States
GDP	Gross Domestic Product	USD	U.S. dollar

114

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated:

November 8, 2024

EAST WEST BANCORP, INC.
(Registrant)

/s/ Christopher J. Del Moral-Niles

Christopher J. Del Moral-Niles

Executive Vice President and
Chief Financial Officer

115

TABLE OF CONTENTS

Exhibits

3.1.1 Certificate of Amendment to Certificate of Incorporation of the Registrant [Incorporated by reference to Exhibit 3(i).1 from Registrants Annual Report on Form10-K for the year ended December31, 2002 filed with the Commission on March28, 2003 (File No. 000-24939).] 3.1.2 Amendment to Certificate of Incorporation to Increase Authorized Shares of the Registrant [Incorporated by reference from Registrants Definitive Proxy Statement on Schedule14A filed with the Commission on April15, 2005 (File No. 000-24939).] 3.1.4 Certificate of Designations of 8.00% Non-Cumulative Perpetual Convertible Preferred Stock, SeriesA of the Registrant [Incorporated by reference to Exhibit 3.1 from Registrants Current Report on Form8-K, filed with the Commission on April30, 2008 (File No. 000-24939).] 3.1.5 Certificate of Designations of Fixed Rate Cumulative Perpetual Preferred Stock, Series B of the Registrant [Incorporated by reference to Exhibit 3.1, 4.1 from Registrants Current Report on Form 8-K filed with the Commission on December 9, 2008 (File No. 000-24939).] 3.1.6 Certificate of Designations of Mandatorily Convertible Cumulative Non-Voting Perpetual Preferred Stock, Series C of the Registrant[IncorporatedbyreferencetoExhibit3.1, 4.1fromRegistrantsCurrentReportonForm8-Kfiledwith the Commission on November 12, 2009 (File No. 000-24939).] 3.2 Amended and Restated Bylaws of the Registrant dated March 14, 2023 [Incorporated by reference to Exhibit 3.1 from Registrants Current Report on Form8-K filed with the Commission on March 17, 2023(File No. 000-24939).] 31.1 Certification of Chief Executive Officer pursuant to Section302 of the Sarbanes-Oxley Act of 2002. Filed herewith. 31.2 Certification of Chief Financial Officer pursuant to Section302 of the Sarbanes-Oxley Act of 2002. Filed herewith. 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

EWBC 10-Q Quarter ended Sept. 30, 2024

Exhibits