PROVIDENT FINANCIAL SERVICES INC
10-Qs and 10-Ks
PROXIES
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | ||||
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For the quarterly period ended
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or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from to
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Commission File Number:
001-31566
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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(Address of Principal Executive Offices)
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(City) | (State) |
(Zip Code)
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(
732
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590-9200
(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol
Symbol(s)
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Name of each exchange on which registered
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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 twelve 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
ý
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 twelve months (or for such shorter period that the Registrant was required to submit and post such files).
Yes
ý
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 definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
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☒ | Accelerated Filer | ☐ | |||||||||||||||||
| Non-Accelerated Filer | ☐ | Smaller Reporting Company |
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| Emerging Growth Company |
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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
ý
As of May 1, 2025 there were 137,565,966 shares issued and
130,659,942
shares outstanding of the Registrant’s Common Stock, par value $0.01 per share.
1
PROVIDENT FINANCIAL SERVICES, INC.
INDEX TO FORM 10-Q
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Item Number
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Page Number
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| 1 | ||||||||
| Consolidated Statements of Financial Condition as of March 31, 2025 (unaudited) and December 31, 2024 | ||||||||
| Consolidated Statements of Income for the three months ended March 31, 2025 and 2024 (unaudited) | ||||||||
| Consolidated Statements of Comprehensive Income for the three months ended March 31, 2025 and 2024 (unaudited) | ||||||||
| Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2025 and 2024 (unaudited) | ||||||||
| Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024 (unaudited) | ||||||||
| 2 | ||||||||
| 3 | ||||||||
| 4 | ||||||||
| 1 | ||||||||
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1A.
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| 2 | ||||||||
| 3 |
Defaults Upon Senior Securities
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| 4 | ||||||||
| 5 | ||||||||
| 6 |
Exhibits
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2
PART I—FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS.
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Financial Condition
March 31, 2025 (Unaudited) and December 31, 2024
(Dollars in Thousands)
| March 31, 2025 | December 31, 2024 | |||||||||||||
| ASSETS | ||||||||||||||
| Cash and due from banks | $ |
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$ |
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| Available for sale debt securities, at fair value |
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Held to maturity debt securities, (net of $
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| Equity securities, at fair value |
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| Federal Home Loan Bank and other bank stock |
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| Loans held for sale |
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| Loans held for investment |
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| Less allowance for credit losses |
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| Net loans |
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| Foreclosed assets, net |
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| Banking premises and equipment, net |
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| Accrued interest receivable |
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| Intangible assets |
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| Bank-owned life insurance |
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| Other assets |
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| Total assets | $ |
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$ |
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| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||||||||
| Deposits: | ||||||||||||||
| Demand deposits | $ |
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$ |
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| Savings deposits |
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| Certificates of deposit of $250,000 or more |
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| Other time deposits |
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| Total deposits |
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| Mortgage escrow deposits |
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| Borrowed funds |
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| Subordinated debentures |
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| Other liabilities |
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| Total liabilities |
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| Stockholders’ Equity: | ||||||||||||||
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Preferred stock, $
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Common stock, $
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| Additional paid-in capital |
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| Retained earnings |
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| Accumulated other comprehensive loss |
(
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(
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| Treasury stock |
(
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(
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| Total stockholders’ equity |
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| Total liabilities and stockholders’ equity | $ |
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$ |
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See accompanying notes to unaudited consolidated financial statements.
3
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Income
Three months ended March 31, 2025
and 2024 (Unaudited)
(Dollars in Thousands, except per share data)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Interest and dividend income: | |||||||||||||||||
| Real estate secured loans | $ |
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$ |
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| Commercial loans |
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| Consumer loans |
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| Available for sale debt securities, equity securities and Federal Home Loan Bank stock |
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| Held to maturity debt securities |
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| Deposits, Federal funds sold and other short-term investments |
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| Total interest and dividend income |
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| Interest expense: | |||||||||||||||||
| Deposits |
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| Borrowed funds |
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| Subordinated debt |
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| Total interest expense |
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| Net interest income |
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| Provision charge (benefit) for credit losses |
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(
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| Net interest income after provision charge for credit losses |
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| Non-interest income: | |||||||||||||||||
| Fees |
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| Wealth management income |
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| Insurance agency income |
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| Bank-owned life insurance |
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| Net gain (loss) on securities transactions |
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(
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| Other income |
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| Total non-interest income |
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| Non-interest expense: | |||||||||||||||||
| Compensation and employee benefits |
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| Net occupancy expense |
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| Data processing expense |
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| FDIC insurance |
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| Amortization of intangibles |
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| Advertising and promotion expense |
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| Merger-related expenses |
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| Other operating expenses |
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| Total non-interest expense |
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| Income before income tax expense |
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| Income tax expense |
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| Net income | $ |
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$ |
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| Basic earnings per share | $ |
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$ |
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| Weighted average basic shares outstanding |
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| Diluted earnings per share | $ |
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$ |
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| Weighted average diluted shares outstanding |
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See accompanying notes to unaudited consolidated financial statements.
4
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Comprehensive Income
Three months ended March 31, 2025 and 2024 (Unaudited)
(Dollars in Thousands)
| Three months ended March 31, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Net income | $ |
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$ |
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| Other comprehensive income (loss), net of tax: | |||||||||||||||||
| Unrealized gains and losses on available for sale debt securities: | |||||||||||||||||
| Net unrealized gains (losses) arising during the period |
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(
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| Reclassification adjustment for gains included in net income |
(
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| Total |
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(
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| Unrealized gains and losses on derivatives: | |||||||||||||||||
| Net unrealized gains arising during the period |
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| Reclassification adjustment for gains included in net income |
(
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(
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| Total |
(
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| Amortization related to post-retirement obligations |
(
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(
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| Total other comprehensive income (loss) |
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(
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| Total comprehensive income | $ |
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$ |
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See accompanying notes to unaudited consolidated financial statements.
5
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Changes in Stockholders’ Equity
Three months ended March 31, 2024 (Unaudited)
(Dollars in Thousands)
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For the three months ended March 31, 2024
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COMMON STOCK | ADDITIONAL PAID-IN CAPITAL | RETAINED EARNINGS | ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME | TREASURYSTOCK | UNALLOCATED ESOP SHARES | COMMON STOCK ACQUIRED BY DEFERRED COMP PLANS | DEFERRED COMPENSATION PLANS | TOTAL STOCKHOLDERS’ EQUITY | |||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2023 | $ |
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$ |
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$ |
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$ |
(
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$ |
(
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$ |
(
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$ |
(
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$ |
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$ |
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| Net income | — | — |
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— | — | — | — | — |
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| Other comprehensive income net of tax | — | — | — |
(
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— | — | — | — |
(
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| Cash dividends paid | — | — |
(
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— | — | — | — | — |
(
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| Distributions from deferred comp plans | — |
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— | — | — | — |
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(
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| Purchase of employee restricted shares to fund statutory tax withholding | — | — | — | — |
(
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— | — | — |
(
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| Stock option exercises | — | — | — | — | — | — | — | — |
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| Allocation of ESOP shares | — |
(
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— | — | — |
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— | — |
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| Allocation of Stock Award Plan ("SAP") shares | — |
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— | — | — | — | — | — |
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| Allocation of stock options | — |
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— | — | — | — | — | — |
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| Balance as of March 31, 2024 | $ |
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$ |
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$ |
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$ |
(
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$ |
(
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$ |
(
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$ |
(
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$ |
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$ |
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See accompanying notes to unaudited consolidated financial statements.
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Changes in Stockholders’ Equity
Three months ended March 31, 2025
(Unaudited)
(Dollars in Thousands)
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For the three months ended March 31, 2025
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COMMON STOCK | ADDITIONAL PAID-IN CAPITAL | RETAINED EARNINGS | ACCUMULATED OTHER COMPREHENSIVE LOSS | TREASURY STOCK | TOTAL STOCKHOLDERS’ EQUITY | |||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 |
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(
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(
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| Net income | — | — |
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— | — |
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| Other comprehensive loss, net of tax | — | — | — |
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— |
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| Cash dividends paid | — | — |
(
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— |
(
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| Purchase of employee restricted shares to fund statutory tax withholding | — | — | — | — |
(
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(
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| Stock option exercises | — | — | — | — | — |
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| Allocation of SAP shares | — |
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— | — | — |
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| Allocation of stock options | — |
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— | — | — |
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| Balance as of March 31, 2025 | $ |
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$ |
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$ |
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$ |
(
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$ |
(
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$ |
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See accompanying notes to unaudited consolidated financial statements.
6
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
Consolidated Statements of Cash Flows
Three months ended March 31, 2025 and 2024 (Unaudited)
(Dollars in Thousands)
| Three months ended March 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Cash flows from operating activities: | ||||||||||||||
| Net income | $ |
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$ |
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| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||
| Depreciation and amortization of intangibles |
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| Provision charge (benefit) for credit losses on loans and securities |
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(
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| Deferred tax expense |
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| Amortization of operating lease right-of-use assets |
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| Income on Bank-owned life insurance |
(
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(
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| Net amortization of premiums and discounts on securities |
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| Accretion of net deferred loan fees |
(
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(
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| Amortization of premiums on purchased loans, net |
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| Originations of loans held for sale |
(
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(
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| Proceeds from sales of loans originated for sale |
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| ESOP expense |
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| Allocation of stock award expense |
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| Allocation of stock option expense |
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| Net gain on sale of loans |
(
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(
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| Net (gain) loss on securities transactions |
(
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| Net gain on sale of premises and equipment |
(
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| Net gain on sale of foreclosed assets |
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(
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| (Increase) decrease in accrued interest receivable |
(
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| Decrease (increase) in other assets |
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(
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| (Decrease) increase in other liabilities |
(
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| Net cash provided by operating activities |
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| Cash flows from investing activities: | ||||||||||||||
| Net (increase) decrease in loans |
(
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| Purchases of loans |
(
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| Proceeds from sales of foreclosed assets |
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| Proceeds from maturities, calls and paydowns of held to maturity debt securities |
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| Purchases of investment securities held to maturity |
(
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(
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| Proceeds from sales of available for sale debt securities |
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| Proceeds from maturities, calls and paydowns of available for sale debt securities |
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| Purchases of available for sale debt securities |
(
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(
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| Proceeds from redemption of Federal Home Loan Bank stock |
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| Purchases of Federal Home Loan Bank stock |
(
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(
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| BOLI claim benefits received |
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| Proceeds from sales of premises and equipment |
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| Purchases of premises and equipment |
(
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(
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| Net cash (used in) provided by investing activities |
(
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| Cash flows from financing activities: | ||||||||||||||
| Net decrease in deposits |
(
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(
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| Increase in mortgage escrow deposits |
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| Cash dividends paid to stockholders |
(
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(
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7
| Three months ended March 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Purchase of employee restricted shares to fund statutory tax withholding |
(
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(
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| Proceeds from long-term borrowings |
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| Payments on long-term borrowings |
(
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| Net increase in short-term borrowings |
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| Net cash provided by (used in) financing activities |
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(
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| Net increase (decrease) in cash and cash equivalents |
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(
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| Cash and cash equivalents at beginning of period |
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| Restricted cash at beginning of period |
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| Total cash, cash equivalents and restricted cash at beginning of period |
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| Cash and cash equivalents at end of period |
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| Restricted cash at end of period |
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| Total cash, cash equivalents and restricted cash at end of period | $ |
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$ |
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| Cash paid during the period for: | ||||||||||||||
| Interest on deposits and borrowings | $ |
|
$ |
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| Income taxes | $ |
|
$ |
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| Transfer of loans receivable to foreclosed assets | $ |
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$ |
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See accompanying notes to unaudited consolidated financial statements.
8
PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1.
Summary of Significant Accounting Policies
A. Basis of Financial Statement Presentation
The accompanying unaudited consolidated financial statements include the accounts of Provident Financial Services, Inc. (the "Company") and its wholly owned subsidiary, Provident Bank (the “Bank") and its wholly owned subsidiaries.
In preparing the interim unaudited consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the Consolidated Statements of Financial Condition and the Consolidated Statements of Income for the periods presented. Actual results could differ from these estimates. The allowance for credit losses is a material estimate that is particularly susceptible to near-term change.
The interim unaudited consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, considered necessary for a fair presentation of the financial condition and results of operations for the periods presented. The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results of operations that may be expected for all of 2025.
These unaudited consolidated financial statements should be read in conjunction with the December 31, 2024 Annual Report to Stockholders on Form 10-K.
B. Earnings Per Share
The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations for the three months ended March 31, 2025 and 2024 (dollars in thousands, except per share amounts):
| Three months ended March 31, | |||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||||||||||||||||||||
|
Net
Income |
Weighted
Average Common Shares Outstanding |
Per
Share Amount |
Net
Income |
Weighted
Average Common Shares Outstanding |
Per
Share Amount |
||||||||||||||||||||||||||||||||||||
| Net income | $ |
|
$ |
|
|||||||||||||||||||||||||||||||||||||
| Basic earnings per share: | |||||||||||||||||||||||||||||||||||||||||
| Income available to common stockholders | $ |
|
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$ |
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$ |
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$ |
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| Dilutive shares |
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| Diluted earnings per share: | |||||||||||||||||||||||||||||||||||||||||
| Income available to common stockholders | $ |
|
|
$ |
|
$ |
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|
$ |
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Anti-dilutive stock options and awards totaling
1.4
million shares as of March 31, 2025 and 2024, were excluded from the earnings per share calculations.
C. Loans Receivable and Allowance for Credit Losses
The impact of utilizing the current expected credit loss ("CECL") methodology approach to calculate the allowance for credit losses on loans is significantly influenced by the composition, characteristics and quality of the Company’s loan portfolio, as well as the prevailing economic conditions and forecast utilized. Material changes to these and other relevant factors may result in greater volatility to the allowance for credit losses, and therefore, greater volatility to the Company’s reported earnings. For the three months ended March 31, 2025, an increase in specific reserves on impaired credits led to a provision for credit losses,
9
while an increase in loans approved and awaiting closing led to a provision for credit losses on off-balance sheet credit exposures. See Notes 4 and 10 to the Consolidated Financial Statements for more information on the allowance for credit losses on loans and off-balance sheet credit exposures.
D. Goodwill
Note 2.
Business Combinations
Lakeland Bancorp, Inc. - Merger Agreement
On May 16, 2024, the Company completed its merger with Lakeland Bancorp, Inc. ("Lakeland"). Under the merger agreement, each share of Lakeland common stock was converted into the right to receive
0.8319
shares of the Company's common stock, a total of
54,356,954
shares converted, plus cash in lieu of fractional shares. The total consideration paid for the acquisition of Lakeland was $
876.8
million.
The acquisition was accounted for under the acquisition method of accounting. Under this method of accounting, the purchase price has been allocated to the respective assets acquired and liabilities assumed based upon their estimated fair values, net of tax. The excess of consideration paid over the estimated fair value of the net assets acquired totaled $
180.4
million and was recorded as goodwill.
While there were no transaction costs related to our merger with Lakeland for the 2025 period, these costs totaled $
2.2
million for the three months ended March 31, 2024. Merger-related expense is a separate line in non-interest expense on the Consolidated Statements of Income.
The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed at the merger date, net of cash consideration paid (in thousands):
10
| As of May 16, 2024 | ||||||||
| Assets acquired: | ||||||||
| Cash and cash equivalents, net | $ |
|
||||||
| Available for sale debt securities |
|
|||||||
| Federal Home Loan Bank stock |
|
|||||||
| Loans held for sale |
|
|||||||
| Loans held for investment |
|
|||||||
| Allowance for credit losses on PCD loans |
(
|
|||||||
| Loans, net |
|
|||||||
| Bank-owned life insurance |
|
|||||||
| Banking premises and equipment |
|
|||||||
| Accrued interest receivable |
|
|||||||
| Goodwill |
|
|||||||
| Other intangibles assets |
|
|||||||
| Other assets |
|
|||||||
| Total assets acquired | $ |
|
||||||
| Liabilities assumed: | ||||||||
| Deposits | $ |
|
||||||
| Mortgage escrow deposits |
|
|||||||
| Borrowed funds |
|
|||||||
| Subordinated debentures |
|
|||||||
| Other liabilities |
|
|||||||
| Total liabilities assumed | $ |
|
||||||
| Net assets acquired | $ |
|
||||||
Note 3.
Investment Securities
As of March 31, 2025, the Company had $
2.88
billion and $
314.0
million in available for sale debt securities and held to maturity debt securities, respectively. Many factors, including lack of liquidity in the secondary market for certain securities, variations in pricing information, changes in interest rates, regulatory actions, changes in the business environment or any changes in the competitive marketplace, could have an adverse effect on the Company’s investment portfolio.
11
Available for Sale Debt Securities
The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the fair value for available for sale debt securities as of March 31, 2025 and December 31, 2024 (in thousands):
| March 31, 2025 | ||||||||||||||||||||||||||
|
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
value |
|||||||||||||||||||||||
| U.S. Treasury obligations | $ |
|
|
(
|
|
|||||||||||||||||||||
| Government-agency obligations |
|
|
(
|
|
||||||||||||||||||||||
| Mortgage-backed securities |
|
|
(
|
|
||||||||||||||||||||||
| Asset-backed securities |
|
|
(
|
|
||||||||||||||||||||||
| State and municipal obligations |
|
|
(
|
|
||||||||||||||||||||||
| Corporate obligations |
|
|
(
|
|
||||||||||||||||||||||
| $ |
|
|
(
|
|
||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||
|
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
value |
|||||||||||||||||||||||
| U.S. Treasury obligations | $ |
|
|
(
|
|
|||||||||||||||||||||
| Government-agency obligations |
|
|
(
|
|
||||||||||||||||||||||
| Mortgage-backed securities |
|
|
(
|
|
||||||||||||||||||||||
| Asset-backed securities |
|
|
(
|
|
||||||||||||||||||||||
| State and municipal obligations |
|
|
(
|
|
||||||||||||||||||||||
| Corporate obligations |
|
|
(
|
|
||||||||||||||||||||||
| $ |
|
|
(
|
|
||||||||||||||||||||||
Accrued interest on available for sale debt securities, which is excluded from the amortized cost, totaled $
10.1
million and $
9.7
million as of March 31, 2025 and December 31, 2024, respectively, and is presented within total accrued interest receivable on the Consolidated Statements of Financial Condition.
The amortized cost and fair value of available for sale debt securities as of March 31, 2025, by contractual maturity, are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.
| March 31, 2025 | ||||||||||||||
|
Amortized
cost |
Fair
value |
|||||||||||||
| Due in one year or less | $ |
|
|
|||||||||||
| Due after one year through five years |
|
|
||||||||||||
| Due after five years through ten years |
|
|
||||||||||||
| Due after ten years |
|
|
||||||||||||
| $ |
|
|
||||||||||||
Investments which pay principal on a periodic basis, and are primarily related to mortgage-backed securities totaling $
2.49
billion at amortized cost and $
2.35
billion at fair value are excluded from the table above as their expected lives are likely to be shorter than the contractual maturity date due to principal prepayments.
For the three months ended March 31, 2025 proceeds from sales on securities in the available for sale debt portfolio totaled $
1.7
million with gross gains of $
87,000
and
no
losses recognized, while calls from securities from the available for sale debt portfolio totaled $
9.6
million with
no
gross gains and
no
losses recognized. For March 31, 2024,
no
securities were sold or called from the available for sale debt securities portfolio.
12
The number of available for sale debt securities in an unrealized loss position as of March 31, 2025 totaled
502
, compared with
646
as of December 31, 2024. The decrease in the number of securities in an unrealized loss position as of March 31, 2025 was due to lower current market interest rates compared to rates as of December 31, 2024. All securities in an unrealized loss position were investment grade as of March 31, 2025.
Held to Maturity Debt Securities
The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the estimated fair value for held to maturity debt securities as of March 31, 2025 and December 31, 2024 (in thousands):
| March 31, 2025 | |||||||||||||||||||||||||||||
|
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
value |
||||||||||||||||||||||||||
| Government-agency obligations | $ |
|
|
(
|
|
||||||||||||||||||||||||
| State and municipal obligations |
|
|
(
|
|
|||||||||||||||||||||||||
| Corporate obligations |
|
|
(
|
|
|||||||||||||||||||||||||
| $ |
|
|
(
|
|
|||||||||||||||||||||||||
| December 31, 2024 | |||||||||||||||||||||||||||||
|
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
value |
||||||||||||||||||||||||||
| Government-agency obligations | $ |
|
|
(
|
|
||||||||||||||||||||||||
| State and municipal obligations |
|
|
(
|
|
|||||||||||||||||||||||||
| Corporate obligations |
|
|
(
|
|
|||||||||||||||||||||||||
| $ |
|
|
(
|
|
|||||||||||||||||||||||||
Accrued interest on held to maturity debt securities, which is excluded from the amortized cost, totaled $
2.3
million and $
2.9
million as of March 31, 2025 and December 31, 2024, respectively, and is presented within total accrued interest receivable on the Consolidated Statements of Financial Condition.
The Company generally purchases securities for long-term investment purposes, and differences between amortized cost and fair value may fluctuate during the investment period. There were
no
sales of securities from the held to maturity debt securities portfolio for the three months ended March 31, 2025 and 2024. For the three months ended March 31, 2025, proceeds from calls of securities in the held to maturity debt securities portfolio totaled $
5.0
million, with
no
gross gains and
no
gross losses. For the three months ended March 31, 2024, proceeds from calls of securities in the held to maturity debt securities portfolio totaled $
1.2
million with
no
gross gains and gross losses of $
1,200
.
The amortized cost and fair value of investment securities in the held to maturity debt securities portfolio as of March 31, 2025 by contractual maturity are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.
| March 31, 2025 | ||||||||||||||
|
Amortized
cost |
Fair
value |
|||||||||||||
| Due in one year or less | $ |
|
|
|||||||||||
| Due after one year through five years |
|
|
||||||||||||
| Due after five years through ten years |
|
|
||||||||||||
| Due after ten years |
|
|
||||||||||||
| $ |
|
|
||||||||||||
The allowance for credit losses on held to maturity debt securities as of March 31, 2025 and December 31, 2024 was $
17,000
and $
14,000
, respectively, and are excluded from amortized cost in the table above.
The number of held to maturity debt securities in an unrealized loss position as of March 31, 2025 totaled
479
, compared with
512
as of December 31, 2024. The decrease in the number of securities in an unrealized loss position as of March 31, 2025, was due to lower current market interest rates compared to rates as of December 31, 2024.
13
Management measures expected credit losses on held to maturity debt securities on a collective basis by security type. Management classifies the held to maturity debt securities portfolio into the following security types:
•
Government-agency obligations;
•
Mortgage-backed securities;
•
State and municipal obligations; and
•
Corporate obligations.
All of the agency obligations held by the Company are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The majority of the state and municipal and corporate obligations carry credit ratings from the rating agencies as of March 31, 2025, that were no lower than an A rating and the Company had no securities rated BBB or worse by Moody’s Ratings ("Moody's").
Credit Quality Indicators.
The following table provides the amortized cost of held to maturity debt securities by credit rating as of March 31, 2025 and December 31, 2024 (in thousands):
| March 31, 2025 | ||||||||||||||||||||||||||||||||||||||
| Total Portfolio | AAA | AA | A | BBB | Not Rated | Total | ||||||||||||||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| $ |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||
| Total Portfolio | AAA | AA | A | BBB | Not Rated | Total | ||||||||||||||||||||||||||||||||
| Government-agency obligations | $ |
|
|
|
|
|
|
|||||||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
| $ |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Credit quality indicators are metrics that provide information regarding the relative credit risk of debt securities. As of March 31, 2025, the held to maturity debt securities portfolio was comprised of
18
% rated AAA,
72
% rated AA,
9
% rated A, and less than
1
% either below an A rating or not rated by Moody’s or Standard and Poor’s. Securities not explicitly rated, such as U.S. Government mortgage-backed securities, were grouped where possible under the credit rating of the issuer of the security.
14
Note 4.
Loans Receivable and Allowance for Credit Losses
Loans held for investment as of March 31, 2025 and December 31, 2024 are summarized as follows (in thousands):
| March 31, 2025 | December 31, 2024 | |||||||||||||
| Mortgage loans: | ||||||||||||||
| Commercial | $ |
|
|
|||||||||||
| Multi-family |
|
|
||||||||||||
| Construction |
|
|
||||||||||||
| Residential |
|
|
||||||||||||
| Total mortgage loans |
|
|
||||||||||||
| Commercial loans |
|
|
||||||||||||
| Consumer loans |
|
|
||||||||||||
| Total gross loans |
|
|
||||||||||||
| Premiums on purchased loans |
|
|
||||||||||||
| Net deferred fees |
(
|
(
|
||||||||||||
| Total loans held for investment | $ |
|
|
|||||||||||
Accrued interest on loans totaled $
79.3
million and $
78.5
million as of March 31, 2025 and December 31, 2024, respectively, and is presented within total accrued interest receivable on the Consolidated Statements of Financial Condition.
The following tables summarize the aging of loans by portfolio segment and class of loans (in thousands):
| March 31, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| 30-59 Days | 60-89 Days | Non-accrual |
Recorded
Investment > 90 days accruing |
Total Past
Due |
Current |
Total Loans
Receivable |
Non-accrual loans with no related allowance | |||||||||||||||||||||||||||||||||||||||||||
| Mortgage loans: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Commercial | $ |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||
| Multi-family |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Construction |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Residential |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Total mortgage loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Commercial loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Consumer loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Total gross loans | $ |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| 30-59 Days | 60-89 Days | Non-accrual |
Recorded
Investment > 90 days accruing |
Total Past
Due |
Current | Total Loans Receivable | Non-accrual loans with no related allowance | |||||||||||||||||||||||||||||||||||||||||||
| Mortgage loans: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Commercial | $ |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||
| Multi-family |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Construction |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Residential |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Total mortgage loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Commercial loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Consumer loans |
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
| Total gross loans | $ |
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||
15
The increase in accruing past due loans versus the trailing quarter was primarily attributable to
two
loans: a $
10.5
million commercial real estate loan which is expected to be fully resolved in the second quarter through the completion of a pending note sale with no anticipated loss and a $
7.4
million commercial real estate loan that is in the process of refinancing with the Bank.
As of March 31, 2025 and December 31, 2024, total non-accrual loans held for sale, which are not in the tables above, totaled $
3.9
million and $
2.4
million, respectively. Additionally, total past due loans held for sale, including non-accrual loans held for sale, totaled $
5.8
million and $
4.8
million, respectively. Included in loans receivable are loans for which the accrual of interest income has been discontinued due to deterioration in the financial condition of the borrowers. The principal amounts of these non-accrual loans were $
103.2
million and $
72.1
million as of March 31, 2025 and December 31, 2024, respectively. Included in non-accrual loans were $
58.0
million and $
24.6
million of loans which were less than 90 days past due as of March 31, 2025 and December 31, 2024, respectively. There were
no
loans 90 days or greater past due and still accruing interest as of March 31, 2025 and December 31, 2024.
The activity in the allowance for credit losses by portfolio segment for the three months ended March 31, 2025 and 2024 was as follows (in thousands):
| Three months ended March 31, | Mortgage loans | Commercial loans | Consumer loans | Total | ||||||||||||||||||||||
| 2025 | ||||||||||||||||||||||||||
| Balance at beginning of period | $ |
|
|
|
|
|||||||||||||||||||||
| Provision (benefit) charge to operations |
(
|
|
(
|
|
||||||||||||||||||||||
| Recoveries of loans previously charged-off |
|
|
|
|
||||||||||||||||||||||
| Loans charged-off |
(
|
(
|
(
|
(
|
||||||||||||||||||||||
| Balance at end of period | $ |
|
|
|
|
|||||||||||||||||||||
| 2024 | ||||||||||||||||||||||||||
| Balance at beginning of period | $ |
|
|
|
|
|||||||||||||||||||||
| Provision (benefit) charge to operations |
(
|
|
(
|
|
||||||||||||||||||||||
| Recoveries of loans previously charged-off |
|
|
|
|
||||||||||||||||||||||
| Loans charged-off |
|
(
|
(
|
(
|
||||||||||||||||||||||
| Balance at end of period | $ |
|
|
|
|
|||||||||||||||||||||
For the three months ended March 31, 2025, the Company recorded a $
325,000
provision for credit losses on loans, compared to a $
200,000
provision on loans for the same period in 2024. The increase in the provision for credit losses on loans was due to an increase in specific reserves on impaired credits. For the three months ended March 31, 2025, net charge-offs totaled $
2.0
million.
The following table summarizes the Company's gross charge-offs recorded during the three months ended March 31, 2025 by year of origination (in thousands):
16
| 2025 | 2024 | 2023 | 2022 | 2021 | Prior to 2021 | Total Loans | |||||||||||||||||
| Mortgage loans: | |||||||||||||||||||||||
| Commercial | $ |
|
|
|
|
|
|
|
|||||||||||||||
| Total mortgage loans |
|
|
|
|
|
|
|
||||||||||||||||
| Commercial loans |
|
|
|
|
|
|
|
||||||||||||||||
|
Consumer loans
(1)
|
|
|
|
|
|
|
|
||||||||||||||||
| Total gross loans | $ |
|
|
|
|
|
|
|
|||||||||||||||
(1)
During
the three months ended March 31, 2025, charge-offs on consumer overdraft accounts totaled $
115,000
, which are not included in the table above.
The Company defines a loan individually evaluated for impairment as a non-homogeneous loan greater than $
1.0
million, for which, based on current information, it is not expected to collect all amounts due under the contractual terms of the loan agreement. As of March 31, 2025, there were
31
loans totaling $
86.1
million, compared to
26
loans totaling $
55.4
million as of December 31, 2024, that were individually evaluated for impairment.
A financial asset is considered collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. For all classes of loans deemed collateral-dependent, the Company estimates expected credit losses based on the collateral’s fair value less any selling costs. A specific allocation of the allowance for credit losses is established for each collateral-dependent loan with a carrying balance greater than the collateral’s fair value, less estimated selling costs. In most cases, the Company records a partial charge-off to reduce the loan’s carrying value to the collateral’s fair value less estimated selling costs. The Company uses third-party appraisals to determine the fair value of the underlying collateral in its analysis of collateral-dependent loans. A third-party appraisal is generally ordered as soon as a loan is designated as a collateral-dependent loan and updated annually, or more frequently if required. At each fiscal quarter end, if a loan is designated as collateral-dependent and the third-party appraisal has not yet been received, an evaluation of all available collateral is made using the best information available at the time, including rent rolls, borrower financial statements and tax returns, prior appraisals, management’s knowledge of the market and collateral, and internally prepared collateral valuations based upon market assumptions regarding vacancy and capitalization rates, each as and where applicable. Once the appraisal is received and reviewed, the specific reserves are adjusted to reflect the appraised value and evaluated for charge offs. The Company believes there have been no significant time lapses resulting from this process.
As of March 31, 2025 and December 31, 2024, the Company had collateral-dependent loans with fair values of $
12.8
million and $
11.0
million secured by commercial real estate, respectively.
Loan modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal or interest forgiveness, forbearance, term extensions, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral. In addition, management attempts to obtain additional collateral or guarantor support when modifying such loans. If the borrower has demonstrated performance under the previous terms and our underwriting process shows the borrower has the capacity to continue to perform under the restructured terms, the loan will continue to accrue interest. Non-accruing restructured loans may be returned to accrual status when there has been a sustained period of repayment performance (generally six consecutive months of payments) and both principal and interest are deemed collectible.
The following illustrates the most common loan modifications by loan classes offered by the Company that are required to be disclosed pursuant to the requirements of ASU 2022-02:
17
| Loan Classes | Modification types | |||||||
| Commercial | Term extension, interest rate reductions, payment delay, or combination thereof. These modifications extend the term of the loan, lower the payment amount, or otherwise delay payments during a defined period for the purpose of providing borrowers additional time to return to compliance with the original loan term. | |||||||
| Residential Mortgage/ Home Equity | Forbearance period greater than six months. These modifications require reduced or no payments during the forbearance period for the purpose of providing borrowers additional time to return to compliance with the original loan term, as well as term extension and rate adjustment. These modifications extend the term of the loan and provides for an adjustment to the interest rate, which reduces the monthly payment requirement. | |||||||
| Direct Installment | Term extension greater than three months. These modifications extend the term of the loan, which reduces the monthly payment requirement. | |||||||
The following table presents the amortized cost basis of loan modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2025 (in thousands):
| For the three months ended March 31, 2025 | |||||||||||||||||||||||||||||
| Term Extension | Interest Rate Increase | Interest Rate Reduction and Term Extension | Total of loan modifications | % of Total Class of Loans and Leases | |||||||||||||||||||||||||
| Mortgage loans: | |||||||||||||||||||||||||||||
| Commercial | $ |
|
|
|
|
|
% | ||||||||||||||||||||||
| Total mortgage loans |
|
|
|
|
|
% | |||||||||||||||||||||||
| Commercial loans |
|
|
|
|
|
% | |||||||||||||||||||||||
| Total gross loans | $ |
|
|
|
|
|
% | ||||||||||||||||||||||
The following table presents the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2025 (in thousands):
| Weighted-Average Months of Term Extension | Weighted-Average Rate Increase (Decrease) | ||||||||||
| Mortgage loans: | |||||||||||
| Commercial |
|
|
% | ||||||||
| Total mortgage loans |
|
|
% | ||||||||
| Commercial loans |
|
(
|
% | ||||||||
| Total gross loans |
|
|
% | ||||||||
There were no loan modifications made to borrowers experiencing financial difficulty during the three months ended March 31, 2025, that subsequently defaulted.
The following table presents the aging analysis of loan modifications made to borrowers experiencing financial difficulty during the twelve months ended March 31, 2025 (in thousands):
18
| Current | 30-59 Days Past Due | 60-89 Days Past Due | 90 days or more Past Due | Non- Accrual | Total | ||||||||||||||||||||||||||||||
| Mortgage loans: | |||||||||||||||||||||||||||||||||||
| Commercial | $ |
|
|
|
|
|
|
||||||||||||||||||||||||||||
| Multi-family |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total mortgage loans |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Commercial loans |
|
|
|
|
|
|
|||||||||||||||||||||||||||||
| Total gross loans | $ |
|
|
|
|
|
|
||||||||||||||||||||||||||||
Loans acquired by the Company that experienced more-than-insignificant deterioration in credit quality after origination, are classified as PCD loans. As of March 31, 2025, the balance of PCD loans totaled $
585.8
million with a related allowance for credit losses of $
15.0
million. The balance of PCD loans as of December 31, 2024 was $
620.4
million with a related allowance for credit losses of $
15.2
million.
In connection with the Lakeland merger, the Company evaluated acquired loans for deterioration in credit quality based on any of, but not limited to, the following: (1) non-accrual status; (2) modifications for borrowers experiencing financial difficulty; (3) risk ratings of watch, special mention, substandard or doubtful; and (4) loans greater than 59 days past due. At the acquisition date, an estimate of expected credit losses is made for groups of PCD loans with similar risk characteristics and individual PCD loans without similar risk characteristics.
Additionally for PCD loans, an allowance for credit losses was calculated using management's best estimate of projected losses over the remaining life of the loans. This represents the portion of the loan balances that has been deemed uncollectible based on the Company’s expectations of future cash flows for each respective PCD loan pool, given the outlook and forecasts inclusive of related fiscal and regulatory interventions. The expected lifetime losses were calculated using historical losses observed at the Bank, Lakeland and peer banks. A $
17.2
million allowance for credit losses was recorded on PCD loans acquired from Lakeland. The interest rate fair value adjustment related to PCD loans will be substantially recognized as interest income on a level yield or straight line method over the expected life of the loans.
The table below is a summary of the PCD loans that were acquired from Lakeland as of the closing date (in thousands):
| Gross amortized cost basis as of May 16, 2024 | $ |
|
||||||
| Charge-offs on PCD Loans at acquisition |
(
|
|||||||
| Interest component of expected cash flows (accretable difference) |
(
|
|||||||
| Allowance for credit losses on PCD loans |
(
|
|||||||
| Net PCD loans | $ |
|
||||||
Management utilizes an internal nine-point risk rating system to summarize its loan portfolio into categories with similar risk characteristics. Loans deemed to be “acceptable quality” are rated 1 through 4, with a rating of 1 established for loans with minimal risk. Loans that are deemed to be of “questionable quality” are rated 5 (watch) or 6 (special mention). Loans with adverse classifications (substandard, doubtful or loss) are rated 7, 8 or 9, respectively. Commercial mortgage, commercial, multi-family and construction loans are rated individually, and each lending officer is responsible for risk rating loans in their portfolio. These risk ratings are then reviewed by the department manager and/or the Chief Lending Officer and by the Credit Department. The risk ratings are also reviewed periodically through loan review examinations which are currently performed by independent third-parties. Reports by the independent third-parties are presented to the Audit Committee of the Board of Directors.
19
The following table summarizes the Company's gross loans held for investment by year of origination and internally assigned credit grades as of March 31, 2025 and December 31, 2024 (in thousands):
|
Gross Loans Held for Investment by Year of Origination
as of March 31, 2025
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | 2022 | 2021 | Prior to 2021 | Revolving Loans | Revolving loans to term loans | Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||
| Commercial Mortgage | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Commercial Mortgage | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Multi-family | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Multi-Family | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Construction | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Construction | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
|
Residential
(1)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Residential | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Total Mortgage | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
20
|
Gross Loans Held for Investment by Year of Origination
as of March 31, 2025
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | 2022 | 2021 | Prior to 2021 | Revolving Loans | Revolving loans to term loans | Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Mortgage | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Commercial | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
|
Consumer
(1)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Consumer | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Gross Loans | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
(1)
For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.
|
Gross Loans Held for Investment by Year of Origination
as of December 31, 2024
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2021 | 2020 | Prior to 2020 | Revolving Loans | Revolving loans to term loans | Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||
| Commercial Mortgage | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
21
|
Gross Loans Held for Investment by Year of Origination
as of December 31, 2024
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2021 | 2020 | Prior to 2020 | Revolving Loans | Revolving loans to term loans | Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Commercial Mortgage | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Multi-family | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Multi-Family | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Construction | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Construction | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
|
Residential
(1)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Residential | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Total Mortgage | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Mortgage | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
22
|
Gross Loans Held for Investment by Year of Origination
as of December 31, 2024
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | 2023 | 2022 | 2021 | 2020 | Prior to 2020 | Revolving Loans | Revolving loans to term loans | Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
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| Substandard |
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| Doubtful |
|
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| Loss |
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| Total criticized and classified |
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| Pass/Watch |
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| Total Commercial | $ |
|
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|
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|
|
||||||||||||||||||||||||||||||||||||||||||||||
|
Consumer
(1)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
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|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
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|
|
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|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
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|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
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|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
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|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
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|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Consumer | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Total Loans | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Special mention | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
| Substandard |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Doubtful |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Loss |
|
|
|
|
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|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total criticized and classified |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Pass/Watch |
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||||||||||||||
| Total Gross Loans | $ |
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||
(1)
For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.
23
Note 5.
Deposits
Deposits as of March 31, 2025 and December 31, 2024 are summarized as follows (in thousands):
| March 31, 2025 | December 31, 2024 | |||||||||||||
| Savings | $ |
|
|
|||||||||||
| Money market |
|
|
||||||||||||
|
NOW
(1)
|
|
|
||||||||||||
| Non-interest bearing |
|
|
||||||||||||
|
Certificates of deposit
(2)
|
|
|
||||||||||||
| Total deposits | $ |
|
|
|||||||||||
(1)
Our insured cash sweep product totaled $
1.14
billion and $
1.16
billion as of March 31, 2025 and December 31, 2024, respectively, and are located within NOW accounts.
(2)
Time deposits equal to or in excess of $250,000, were $
767.6
million and $
789.0
million as of March 31, 2025 and December 31, 2024, respectively. Additionally, our reciprocal Certificate of Deposit Account Registry Service product as of March 31, 2025 and December 31, 2024 totaled $
3.5
million.
Note 6.
Borrowed Funds
Borrowed funds as of March 31, 2025 and December 31, 2024 are summarized as follows (in thousands):
| March 31, 2025 | December 31, 2024 | ||||||||||
| Securities sold under repurchase agreements | $ |
|
|
||||||||
| FHLBNY line of credit |
|
|
|||||||||
| FHLBNY advances |
|
|
|||||||||
| Purchase accounting adjustment ("PAA") on borrowed funds |
|
|
|||||||||
| Total Borrowed Funds | $ |
|
|
||||||||
Total long-term borrowings totaled $
510.6
million and $
513.9
million as of March 31, 2025 and December 31, 2024, respectively, while total short-term borrowings totaled $
1.83
billion and $
1.51
billion for the same periods.
As of March 31, 2025, FHLBNY advances were at fixed rates and mature between April 2025 and September 2027, and as of December 31, 2024, FHLBNY advances were at fixed rates with maturities between January 2025 and September 2027. These advances are secured by loans receivable under a blanket collateral agreement.
Scheduled maturities of FHLBNY advances and lines of credit, including purchase accounting adjustments resulting from the Lakeland merger as of March 31, 2025 are as follows (in thousands):
| 2025 | |||||
| Due in one year or less | $ |
|
|||
| Due after one year through two years |
|
||||
| Due after two years through three years |
|
||||
| Due after three years through four years |
|
||||
| Thereafter |
|
||||
| Purchase accounting adjustment on borrowed funds |
|
||||
| Total FHLBNY advances and overnight borrowings | $ |
|
|||
Scheduled maturities of securities sold under repurchase agreements as of March 31, 2025 are as follows (in thousands):
24
| 2025 | |||||
| Due in one year or less | $ |
|
|||
| Thereafter |
|
||||
| Total securities sold under repurchase agreements | $ |
|
|||
The following tables set forth certain information as to borrowed funds for the periods ended March 31, 2025 and December 31, 2024 (in thousands):
|
Maximum
balance
|
Average
balance
|
Weighted average
interest rate
|
|||||||||||||||
| March 31, 2025 | |||||||||||||||||
| Securities sold under repurchase agreements | $ |
|
|
|
% | ||||||||||||
| FHLBNY overnight borrowings |
|
|
|
||||||||||||||
| FHLBNY advances |
|
|
|
||||||||||||||
| December 31, 2024 | |||||||||||||||||
| Securities sold under repurchase agreements | $ |
|
|
|
% | ||||||||||||
| FHLBNY overnight borrowings |
|
|
|
||||||||||||||
| FHLBNY advances |
|
|
|
||||||||||||||
| FRBNY BTFP Borrowing |
|
|
|
||||||||||||||
Securities sold under repurchase agreements include arrangements with deposit customers of the Bank to sweep funds into short-term borrowings. The Bank uses available for sale debt securities to pledge as collateral for the repurchase agreements. As of March 31, 2025 and December 31, 2024, the fair value of securities pledged to secure public deposits, repurchase agreements, lines of credit and FHLB advances, totaled $
1.19
billion and $
1.12
billion, respectively.
Interest expense on borrowings for the three months ended March 31, 2025 and 2024, was $
18.3
million and $
17.4
million, respectively, while amortization expense related to purchase accounting adjustments for the three months ended March 31, 2025 and 2024 amounted to a benefit of $
552,000
and $
15,000
, respectively.
Note 7.
Components of Net Periodic Benefit Cost
The Bank has a noncontributory defined benefit pension plan covering its full-time employees who had attained age
21
with at least
one year
of service as of April 1, 2003. The pension plan was frozen on April 1, 2003. All participants in the Plan are
100
% vested. The pension plan’s assets are invested in investment funds and group annuity contracts currently managed by the Principal Financial Group and Allmerica Financial.
In addition to pension benefits, certain health care and life insurance benefits are currently made available to certain of the Bank’s retired employees. The costs of such benefits are accrued based on actuarial assumptions from the date of hire to the date the employee is fully eligible to receive the benefits. Effective January 1, 2003, eligibility for retiree health care benefits was frozen as to new entrants, and benefits were eliminated for employees with less than
ten years
of service as of December 31, 2002. Effective January 1, 2007, eligibility for retiree life insurance benefits was frozen as to new entrants and retiree life insurance benefits were eliminated for employees with less than
ten years
of service as of December 31, 2006.
Net periodic (benefit) increase cost for pension benefits and other post-retirement benefits for the three months ended March 31, 2025 and 2024, includes the following components (in thousands):
25
| Three months ended March 31, | |||||||||||||||||||||||||||||
| Pension benefits | Other post-retirement benefits | ||||||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||||||
| Service cost | $ |
|
|
|
|
||||||||||||||||||||||||
| Interest cost |
|
|
|
|
|||||||||||||||||||||||||
| Expected return on plan assets |
(
|
(
|
|
|
|||||||||||||||||||||||||
| Amortization of prior service cost |
|
|
|
|
|||||||||||||||||||||||||
| Amortization of the net loss (gain) |
|
|
(
|
(
|
|||||||||||||||||||||||||
| Net periodic (decrease) increase in benefit cost | $ |
(
|
(
|
(
|
(
|
||||||||||||||||||||||||
In its consolidated financial statements for the year ended December 31, 2024, the Company previously disclosed that it does not expect to contribute to the pension plan in 2025. As of March 31, 2025,
no
contributions have been made to the pension plan.
The changes in net periodic benefit cost for pension benefits and other post-retirement benefits for the three months ended March 31, 2025 were calculated using the January 1, 2025 pension and other post-retirement benefits actuarial valuations.
Note 8.
Impact of Recent Accounting Pronouncements
Accounting Pronouncements Adopted in 2025
In December 2023, FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The amendments in this ASU require improved annual income tax disclosures surrounding rate reconciliation, income taxes paid, and other disclosures. This update will be effective for financial statements issued for fiscal years beginning after December 15, 2024, with early adoption in the interim period permitted. The adoption of ASU No. 2023-09 did not have a significant impact on the Company's consolidated financial statements, other than enhanced annual disclosures.
Accounting Pronouncements Not Yet Adopted
In November 2024, FASB issued ASU 2024-03, "Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures". This ASU requires disaggregated information about certain income statement line items in a tabular format in the notes to the financial statements. This update will be effective for financial statements issued for fiscal years beginning after December 15, 2026, with early adoption in the interim period permitted. The Company is currently evaluating the impact and does not expect the adoption of this guidance to have a significant impact on the Company’s consolidated financial statements.
Note 9.
Contingencies
The Company is involved in various legal actions and claims arising in the normal course of its business. Liabilities for loss contingencies arising from such litigation and claims are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated.
As of March 31, 2025, $
2.1
million was recorded in total contingent litigation reserves.
Note 10.
Allowance for Credit Losses on Off-Balance Sheet Credit Exposures
Management analyzes the Company's exposure to credit losses for both on-balance sheet and off-balance sheet activity using a consistent methodology for the quantitative framework as well as the qualitative framework. For purposes of estimating the allowance for credit losses for off-balance sheet credit exposures, the exposure at default includes an estimated drawdown of unused credit based on historical credit utilization factors and current loss factors, resulting in a proportionate amount of expected credit losses.
For the three months ended March 31, 2025, the Company recorded a $
310,000
provision for credit losses on off-balance sheet credit exposures. For the three months ended March 31, 2024, the Company recorded a $
506,000
benefit to the provision for credit losses for off-balance sheet credit exposures.
26
The allowance for credit losses for off-balance sheet credit exposures was $
7.7
million as of March 31, 2025 and $
7.4
million as of December 31, 2024, and is included in other liabilities on the Consolidated Statements of Financial Condition.
Note 11.
Fair Value Measurements
The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The determination of fair values of financial instruments often requires the use of estimates. Where quoted market values in an active market are not readily available, management utilizes various valuation techniques to estimate fair value.
Fair value is an estimate of the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. However, in many instances fair value estimates may not be substantiated by comparison to independent markets and may not be realized in an immediate sale of the financial instrument.
GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:
|
Level 1:
|
Unadjusted quoted market prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
|
|||||||
|
Level 2:
|
Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability; and
|
|||||||
|
Level 3:
|
Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).
|
|||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
The valuation techniques are based upon the unpaid principal balance only, and exclude any accrued interest or dividends at the measurement date. Interest income and expense and dividend income are recorded within the Consolidated Statements of Income depending on the nature of the instrument using the effective interest method based on acquired discount or premium.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The valuation techniques described below were used to measure fair value of financial instruments in the table below on a recurring basis as of March 31, 2025 and December 31, 2024.
Available for Sale Debt Securities, at Fair Value
For available for sale debt securities, fair value was estimated using a market approach. The majority of the Company’s securities are fixed income instruments that are not quoted on an exchange, but are traded in active markets. Prices for these instruments are obtained through third-party data service providers or dealer market participants with whom the Company has historically transacted both purchases and sales of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing, a Level 2 input, is a mathematical technique used principally to value certain securities to benchmark to comparable securities. The Company evaluates the quality of Level 2 matrix pricing through comparison to similar assets with greater liquidity and evaluation of projected cash flows. As management is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, management compares the prices received from the pricing service to a secondary pricing source. Additionally, management compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and review of fair value methodology documentation provided by independent pricing services has generally not resulted in an adjustment in the prices obtained from the pricing service. The Company also holds debt instruments issued by the U.S. government that are traded in active markets with readily accessible quoted market prices that are considered Level 1 within the fair value hierarchy.
27
Equity Securities at Fair Value
The Company holds equity securities that are traded in active markets with readily accessible quoted market prices that are considered Level 1 inputs.
Derivatives
The Company records all derivatives on the statements of financial condition at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. The Company has interest rate derivatives resulting from a service provided to certain qualified borrowers in loan-related transactions which, therefore, are not used to manage interest rate risk in the Company’s assets or liabilities. As such, all changes in fair value of these derivatives are recognized directly in earnings.
The Company also uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges, and which satisfy hedge accounting requirements, involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. These derivatives were used to hedge the variable cash outflows associated with FHLBNY borrowings and brokered demand deposits. The change in the fair value of these derivatives is recorded in accumulated other comprehensive income (loss), and is subsequently reclassified into earnings in the period that the forecasted transactions affect earnings.
The fair value of the Company's derivatives is determined using discounted cash flow analysis using observable market-based inputs, which are considered Level 2 inputs.
Assets Measured at Fair Value on a Non-Recurring Basis
The valuation techniques described below were used to estimate fair value of financial instruments measured on a non-recurring basis as of March 31, 2025 and December 31, 2024.
Collateral-Dependent Impaired Loans
For loans measured for impairment based on the fair value of the underlying collateral, fair value was estimated using a market approach. The Company measures the fair value of collateral underlying impaired loans primarily through obtaining independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case-by-case basis, to comparable assets based on the appraisers’ market knowledge and experience, as well as adjustments for estimated costs to sell between
5
% and
10
%. Management classifies these loans as Level 3 within the fair value hierarchy.
Foreclosed Assets
Assets acquired through foreclosure or deed in lieu of foreclosure are carried at fair value, less estimated selling costs, which range between
5
% and
10
%. Fair value is generally based on independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case basis, to comparable assets based on the appraisers’ market knowledge and experience, and are classified as Level 3. When an asset is acquired, the excess of the loan balance over fair value less estimated selling costs is charged to the allowance for credit losses. A reserve for foreclosed assets may be established to provide for possible write-downs and selling costs that occur subsequent to foreclosure. Foreclosed assets are carried net of the related reserve. Operating results from real estate owned, including rental income, operating expenses, and gains and losses realized from the sales of real estate owned, are recorded as incurred.
There were no changes to the valuation techniques for fair value measurements as of March 31, 2025 or December 31, 2024.
28
The following tables present the assets and liabilities reported on the Consolidated Statements of Financial Condition at their fair values as of March 31, 2025 and December 31, 2024, by level within the fair value hierarchy (in thousands):
| Fair Value Measurements at Reporting Date Using: | ||||||||||||||||||||||||||
| March 31, 2025 | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
| Measured on a recurring basis: | ||||||||||||||||||||||||||
| Available for sale debt securities: | ||||||||||||||||||||||||||
| U.S. Treasury obligations | $ |
|
|
|
|
|||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
||||||||||||||||||||||
| Mortgage-backed securities |
|
|
|
|
||||||||||||||||||||||
| Asset-backed securities |
|
|
|
|
||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
||||||||||||||||||||||
| Total available for sale debt securities |
|
|
|
|
||||||||||||||||||||||
| Equity securities |
|
|
|
|
||||||||||||||||||||||
| Derivative assets |
|
|
|
|
||||||||||||||||||||||
| $ |
|
|
|
|
||||||||||||||||||||||
| Derivative liabilities | $ |
|
|
|
|
|||||||||||||||||||||
| Measured on a non-recurring basis: | ||||||||||||||||||||||||||
| Loans measured for impairment based on the fair value of the underlying collateral | $ |
|
|
|
|
|||||||||||||||||||||
| Foreclosed assets |
|
|
|
|
||||||||||||||||||||||
| $ |
|
|
|
|
||||||||||||||||||||||
| Fair Value Measurements at Reporting Date Using: | ||||||||||||||||||||||||||
| December 31, 2024 | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||
| Measured on a recurring basis: | ||||||||||||||||||||||||||
| Available for sale debt securities: | ||||||||||||||||||||||||||
| U.S. Treasury obligations | $ |
|
|
|
|
|||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
||||||||||||||||||||||
| Mortgage-backed securities |
|
|
|
|
||||||||||||||||||||||
| Asset-backed securities |
|
|
|
|
||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
||||||||||||||||||||||
| Total available for sale debt securities |
|
|
|
|
||||||||||||||||||||||
| Equity Securities |
|
|
|
|
||||||||||||||||||||||
| Derivative assets |
|
|
|
|
||||||||||||||||||||||
| $ |
|
|
|
|
||||||||||||||||||||||
| Derivative liabilities | $ |
|
|
|
|
|||||||||||||||||||||
| Measured on a non-recurring basis: | ||||||||||||||||||||||||||
| Loans measured for impairment based on the fair value of the underlying collateral | $ |
|
|
|
|
|||||||||||||||||||||
| Foreclosed assets |
|
|
|
|
||||||||||||||||||||||
| $ |
|
|
|
|
||||||||||||||||||||||
29
There were no transfers into or out of Level 3 during the three months ended March 31, 2025.
Other Fair Value Disclosures
The Company is required to disclose the estimated fair value of financial instruments, both assets and liabilities on- and off- the balance sheet, for which it is practicable to estimate fair value. The following is a description of valuation methodologies used for those assets and liabilities.
Cash and Cash Equivalents
For cash and due from banks, federal funds sold and short-term investments, the carrying amount approximates fair value. As of December 31, 2024 $
70,000
was included in cash and cash equivalents, representing cash collateral pledged to secure loan level swaps and risk participation agreements.
Held to Maturity Debt Securities
For held to maturity debt securities, fair value was estimated using a market approach. The majority of the Company’s securities are fixed income instruments that are not quoted on an exchange, but are traded in active markets. Prices for these instruments are obtained through third party data service providers or dealer market participants with whom the Company has historically transacted both purchases and sales of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing, a Level 2 input, is a mathematical technique used principally to value certain securities to benchmark to comparable securities. Management evaluates the quality of Level 2 matrix pricing through comparison to similar assets with greater liquidity and evaluation of projected cash flows. As management is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, management compares the prices received from the pricing service to a secondary pricing source. Additionally, management compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and review of fair value methodology documentation provided by independent pricing services has generally not resulted in adjustment in the prices obtained from the pricing service. The Company also holds debt instruments issued by the U.S. government and U.S. government-sponsored agencies that are traded in active markets with readily accessible quoted market prices that are considered Level 1 within the fair value hierarchy.
FHLBNY Stock
The carrying value of FHLBNY stock is its cost. The fair value of FHLBNY stock is based on redemption at par value. The Company classifies the estimated fair value as Level 1 within the fair value hierarchy.
Loans
Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type such as commercial mortgage, residential mortgage, commercial, construction and consumer. Each loan category is further segmented into fixed and adjustable-rate interest terms and into performing and non-performing categories. The fair value of performing loans was estimated using a combination of techniques, including a discounted cash flow model that utilizes a discount rate that reflects the Company’s current pricing for loans with similar characteristics and remaining maturity, adjusted by an amount for estimated credit losses inherent in the portfolio at the balance sheet date (i.e. exit pricing). The rates take into account the expected yield curve, as well as an adjustment for prepayment risk, when applicable. The Company classifies the estimated fair value of its loan portfolio as Level 3.
The fair value for significant non-performing loans was based on recent external appraisals of collateral securing such loans, adjusted for the timing of anticipated cash flows. The Company classifies the estimated fair value of its non-performing loan portfolio as Level 3.
Deposits
The fair value of deposits with no stated maturity, such as non-interest bearing demand deposits and savings deposits, was equal to the amount payable on demand and classified as Level 1. The estimated fair value of certificates of deposit was based on the discounted value of contractual cash flows. The discount rate was estimated using the Company’s current rates offered for deposits with similar remaining maturities. The Company classifies the estimated fair value of its certificates of deposit portfolio as Level 2.
30
Borrowed Funds
The fair value of borrowed funds was estimated by discounting future cash flows using rates available for debt with similar terms and maturities and is classified by the Company as Level 2 within the fair value hierarchy.
Limitations
Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.
Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments.
Significant assets and liabilities that are not considered financial assets or liabilities include goodwill and other intangibles, deferred tax assets and premises and equipment. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.
The following tables present the Company’s financial instruments at their carrying and fair values as of March 31, 2025 and December 31, 2024. Fair values are presented by level within the fair value hierarchy.
31
|
Fair Value Measurements as of March 31, 2025 Using:
|
||||||||||||||||||||||||||||||||
| (Dollars in thousands) | Carrying value | Fair value | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||||||
| Financial assets: | ||||||||||||||||||||||||||||||||
| Cash and cash equivalents | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Available for sale debt securities: | ||||||||||||||||||||||||||||||||
| U.S. Treasury obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Mortgage-backed securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| Asset-backed securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total available for sale debt securities | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Held to maturity debt securities, net of allowance for credit losses: | ||||||||||||||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total held to maturity debt securities, net of allowance for credit losses | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| FHLBNY and other stock |
|
|
|
|
|
|||||||||||||||||||||||||||
| Equity Securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| Loans, net of allowance for credit losses |
|
|
|
|
|
|||||||||||||||||||||||||||
| Derivative assets |
|
|
|
|
|
|||||||||||||||||||||||||||
| Financial liabilities: | ||||||||||||||||||||||||||||||||
| Deposits other than certificates of deposits | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Certificates of deposit |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total deposits | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Borrowings |
|
|
|
|
|
|||||||||||||||||||||||||||
| Subordinated debentures |
|
|
|
|
|
|||||||||||||||||||||||||||
| Derivative liabilities |
|
|
|
|
|
|||||||||||||||||||||||||||
32
|
Fair Value Measurements as of December 31, 2024 Using:
|
||||||||||||||||||||||||||||||||
| (Dollars in thousands) | Carrying value | Fair value | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||||||||||||||||
| Financial assets: | ||||||||||||||||||||||||||||||||
| Cash and cash equivalents | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Available for sale debt securities: | ||||||||||||||||||||||||||||||||
| U.S. Treasury obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Government-agency obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Mortgage-backed securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| Asset-backed securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total available for sale debt securities | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Held to maturity debt securities: | ||||||||||||||||||||||||||||||||
| Government-agency obligations | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| State and municipal obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Corporate obligations |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total held to maturity debt securities | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| FHLBNY stock |
|
|
|
|
|
|||||||||||||||||||||||||||
| Equity Securities |
|
|
|
|
|
|||||||||||||||||||||||||||
| Loans, net of allowance for credit losses |
|
|
|
|
|
|||||||||||||||||||||||||||
| Derivative assets |
|
|
|
|
|
|||||||||||||||||||||||||||
| Financial liabilities: | ||||||||||||||||||||||||||||||||
| Deposits other than certificates of deposits | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Certificates of deposit |
|
|
|
|
|
|||||||||||||||||||||||||||
| Total deposits | $ |
|
|
|
|
|
||||||||||||||||||||||||||
| Borrowings |
|
|
|
|
|
|||||||||||||||||||||||||||
| Subordinated debentures |
|
|
|
|
|
|||||||||||||||||||||||||||
| Derivative liabilities |
|
|
|
|
|
|||||||||||||||||||||||||||
33
Note 12.
Other Comprehensive (Loss) Income
The following table presents the components of other comprehensive (loss), both gross and net of tax, for the three months ended March 31, 2025 and 2024 (in thousands):
| Three months ended March 31, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||||||||||||||
|
Before
Tax |
Tax
Effect |
After
Tax |
Before
Tax |
Tax
Effect |
After
Tax |
|||||||||||||||||||||||||||||||||
| Components of Other Comprehensive Income: | ||||||||||||||||||||||||||||||||||||||
| Unrealized gains and losses on available for sale debt securities: | ||||||||||||||||||||||||||||||||||||||
| Net unrealized gains (losses) arising during the period | $ |
|
(
|
|
(
|
|
(
|
|||||||||||||||||||||||||||||||
| Reclassification adjustment for gains included in net income |
(
|
|
(
|
|
|
|
||||||||||||||||||||||||||||||||
| Total |
|
(
|
|
(
|
|
(
|
||||||||||||||||||||||||||||||||
| Unrealized gains and losses on derivatives (cash flow hedges): | ||||||||||||||||||||||||||||||||||||||
| Net unrealized gains arising during the period |
|
(
|
|
|
(
|
|
||||||||||||||||||||||||||||||||
| Reclassification adjustment for (gains) included in net income |
(
|
|
(
|
(
|
|
(
|
||||||||||||||||||||||||||||||||
| Total |
(
|
|
(
|
|
(
|
|
||||||||||||||||||||||||||||||||
| Amortization related to post-retirement obligations |
(
|
|
(
|
(
|
|
(
|
||||||||||||||||||||||||||||||||
| Total other comprehensive gain (loss) | $ |
|
(
|
|
(
|
|
(
|
|||||||||||||||||||||||||||||||
The following tables present the changes in the components of accumulated other comprehensive (loss), net of tax, for the three months ended March 31, 2025 and 2024 (in thousands):
|
Changes in Accumulated Other Comprehensive (Loss) by Component, net of tax
for the three months ended March 31,
|
||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||
|
Unrealized
Losses on Available for Sale Debt Securities |
Post- Retirement
Obligations |
Unrealized Gains on Derivatives (cash flow hedges) |
Accumulated
Other Comprehensive (Loss) |
Unrealized Losses on
Available for Sale Debt Securities |
Post- Retirement
Obligations |
Unrealized Gains on Derivatives (cash flow hedges) |
Accumulated
Other Comprehensive (Loss) |
|||||||||||||||||||||||||||||||||||||||||||
|
Balance as of
December 31, |
$ |
(
|
|
|
(
|
(
|
|
|
(
|
|||||||||||||||||||||||||||||||||||||||||
| Current - period other comprehensive income (loss) |
|
(
|
(
|
|
(
|
(
|
|
(
|
||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, | $ |
(
|
|
|
(
|
(
|
|
|
(
|
|||||||||||||||||||||||||||||||||||||||||
34
The following tables summarize the reclassifications from accumulated other comprehensive (loss) to the Consolidated Statements of Income for the three months ended March 31, 2025 and 2024 (in thousands):
|
Reclassifications From Accumulated Other Comprehensive
Income ("AOCI") |
||||||||||||||||||||||||||
| Amount reclassified from AOCI for the three months ended March 31, |
Affected line item in the Consolidated
Statement of Income |
|||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| Details of AOCI: | ||||||||||||||||||||||||||
| Available for sale debt securities: | ||||||||||||||||||||||||||
| Realized net gains on the sale of securities available for sale | $ |
|
|
Net gain on securities transactions | ||||||||||||||||||||||
|
(
|
|
Income tax expense | ||||||||||||||||||||||||
| $ |
|
|
Net of tax | |||||||||||||||||||||||
| Cash flow hedges: | ||||||||||||||||||||||||||
| Realized net gains (losses) on derivatives | $ |
|
(
|
Interest expense | ||||||||||||||||||||||
|
(
|
|
Income tax expense | ||||||||||||||||||||||||
| $ |
|
(
|
||||||||||||||||||||||||
| Post-retirement obligations: | ||||||||||||||||||||||||||
| Amortization of actuarial gains | $ |
(
|
(
|
Compensation and employee benefits
(1)
|
||||||||||||||||||||||
|
|
|
Income tax expense | ||||||||||||||||||||||||
| Total reclassification | $ |
(
|
(
|
Net of tax | ||||||||||||||||||||||
| Total reclassifications | $ |
|
(
|
Net of tax | ||||||||||||||||||||||
(1)
This item is included in the computation of net periodic benefit cost. See Note 7. Components of Net Periodic Benefit Cost.
35
Note 13.
Derivative and Hedging Activities
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through the management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its assets and liabilities.
Non-designated Hedges.
Derivatives not designated in qualifying hedging relationships are not speculative and result from a service the Company provides to certain qualified commercial borrowers in loan-related transactions which, therefore, are not used to manage interest rate risk in the Company’s assets or liabilities. The Company may execute interest rate swaps with qualified commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting interest rate swaps that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. The interest rate swap agreement which the Company executes with the commercial borrower is collateralized by the borrower's commercial real estate financed by the Company. As the Company has not elected to apply hedge accounting and these interest rate swaps do not meet the hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. As of March 31, 2025 and December 31, 2024, the Company had
478
and
482
loan-related interest rate swaps with aggregate notional amounts of $
4.58
billion and $
4.54
billion, respectively.
The Company periodically enters into risk participation agreements ("RPAs"), with the Company functioning as either the lead institution, or as a participant when another company is the lead institution on a commercial loan. These RPAs are entered into to manage the credit exposure on interest rate contracts associated with these loan participation agreements. Under the RPAs, the Company will either receive or make a payment in the event the borrower defaults on the related interest rate contract. The Company has minimum collateral posting thresholds with certain of its risk participation counterparties but as of March 31, 2025, it was
not
required to post collateral against the potential risk of default by the borrower under these agreements. For March 31, 2025 and December 31, 2024, the Company had
9
credit derivatives with aggregate notional amounts of $
78.6
million and $
79.2
million, respectively, from participations in interest rate swaps as part of these loan participation arrangements. As of March 31, 2025 and December 31, 2024, the asset and liability positions of these fair value credit derivatives were insignificant, respectively.
Cash Flow Hedges of Interest Rate Risk.
The Company’s objective in using interest rate derivatives is to add stability to interest expense and to manage exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable payment amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.
Changes in the fair value of derivatives designated and that qualify as cash flow hedges of interest rate risk are recorded in accumulated other comprehensive (loss) income and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three months ended March 31, 2025 and 2024, such derivatives were used to hedge the variable cash outflows associated with FHLBNY borrowings.
Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s borrowings or demand deposits. During the next twelve months, the Company estimates that $
2.6
million will be reclassified as a reduction to interest expense. As of March 31, 2025 and December 31, 2024, the Company had
6
outstanding interest rate derivatives with an aggregate notional amount of $
300.0
million that were each designated as a cash flow hedge of interest rate risk.
Assets and liabilities relating to certain financial instruments, including derivatives, may be eligible for offset in the Consolidated Statements of Financial Condition and/or subject to enforceable master netting arrangements or similar agreements. The Company does not offset asset and liabilities under such arrangements in the Consolidated Statements of Financial Condition.
The tables below present a gross presentation, the effects of offsetting, and a net presentation of the Company’s financial instruments that are eligible for offset in the Consolidated Statements of Condition as of March 31, 2025 and December 31, 2024 (in thousands).
36
|
Fair Values of Derivative Instruments as of March 31, 2025
|
||||||||||||||||||||||||||||||||||||||
| Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||||||||||||||
| Notional Amount | Consolidated Statements of Financial Condition |
Fair
value
(1)
|
Notional Amount | Consolidated Statements of Financial Condition |
Fair
value
(1)
|
|||||||||||||||||||||||||||||||||
| Derivatives not designated as a hedging instrument: | ||||||||||||||||||||||||||||||||||||||
| Interest rate products | $ |
|
Other assets | $ |
|
|
Other liabilities |
|
||||||||||||||||||||||||||||||
| Credit contracts |
|
Other assets |
|
|
Other liabilities |
|
||||||||||||||||||||||||||||||||
| Total derivatives not designated as a hedging instrument |
|
|
||||||||||||||||||||||||||||||||||||
| Derivatives designated as a hedging instrument: | ||||||||||||||||||||||||||||||||||||||
| Interest rate products |
|
Other assets |
|
|
Other liabilities |
|
||||||||||||||||||||||||||||||||
| Total gross derivative amounts recognized on the balance sheet |
|
|
||||||||||||||||||||||||||||||||||||
| Gross amounts offset on the balance sheet |
|
|
||||||||||||||||||||||||||||||||||||
| Net derivative amounts presented on the balance sheet | $ |
|
|
|||||||||||||||||||||||||||||||||||
| Gross amounts not offset on the balance sheet: | ||||||||||||||||||||||||||||||||||||||
| Financial instruments - institutional counterparties | $ |
|
|
|||||||||||||||||||||||||||||||||||
| Cash collateral - institutional counterparties |
|
|
||||||||||||||||||||||||||||||||||||
| Net derivatives not offset | $ |
|
|
|||||||||||||||||||||||||||||||||||
37
|
Fair Values of Derivative Instruments as of December 31, 2024
|
||||||||||||||||||||||||||||||||||||||
| Asset Derivatives | Liability Derivatives | |||||||||||||||||||||||||||||||||||||
| Notional Amount | Consolidated Statements of Financial Condition |
Fair
value
(1)
|
Notional Amount | Consolidated Statements of Financial Condition |
Fair
value
(1)
|
|||||||||||||||||||||||||||||||||
| Derivatives not designated as a hedging instrument: | ||||||||||||||||||||||||||||||||||||||
| Interest rate products | $ |
|
Other assets | $ |
|
$ |
|
Other liabilities |
|
|||||||||||||||||||||||||||||
| Credit contracts |
|
Other assets |
|
|
Other liabilities |
|
||||||||||||||||||||||||||||||||
| Total derivatives not designated as a hedging instrument |
|
|
||||||||||||||||||||||||||||||||||||
| Derivatives designated as a hedging instrument: | ||||||||||||||||||||||||||||||||||||||
| Interest rate products |
|
Other assets |
|
|
Other liabilities |
|
||||||||||||||||||||||||||||||||
| Total gross derivative amounts recognized on the balance sheet |
|
|
||||||||||||||||||||||||||||||||||||
| Gross amounts offset on the balance sheet |
|
|
||||||||||||||||||||||||||||||||||||
| Net derivative amounts presented on the balance sheet | $ |
|
|
|||||||||||||||||||||||||||||||||||
| Gross amounts not offset on the balance sheet: | ||||||||||||||||||||||||||||||||||||||
| Financial instruments - institutional counterparties | $ |
|
|
|||||||||||||||||||||||||||||||||||
| Cash collateral - institutional counterparties |
|
|
||||||||||||||||||||||||||||||||||||
| Net derivatives not offset | $ |
|
|
|||||||||||||||||||||||||||||||||||
(1) The fair values related to interest rate products in the above net derivative tables show the total value of assets and liabilities, which include accrued interest receivable and accrued interest payable for the periods ended March 31, 2025 and December 31, 2024.
The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Income during the three months ended March 31, 2025 and 2024 (in thousands).
| Gain (loss) recognized in income on derivatives for the three months ended | ||||||||||||||||||||
| Consolidated Statements of Income | March 31, 2025 | March 31, 2024 | ||||||||||||||||||
| Derivatives not designated as a hedging instrument: | ||||||||||||||||||||
| Interest rate products | $ |
(
|
|
|||||||||||||||||
| Credit contracts | Other income |
(
|
(
|
|||||||||||||||||
| Total | $ |
(
|
|
|||||||||||||||||
| Derivatives designated as a hedging instrument: | ||||||||||||||||||||
| Interest rate products | Interest (benefit) expense | $ |
(
|
(
|
||||||||||||||||
| Total | $ |
(
|
(
|
|||||||||||||||||
38
The Company has agreements with certain of its dealer counterparties which contain a provision that if the Company defaults on any of its indebtedness, including a default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be deemed in default on its derivative obligations. In addition, the Company has agreements with certain of its dealer counterparties which contain a provision that if the Company fails to maintain its status as a well or adequately capitalized institution, then the counterparty could terminate the derivative positions and the Company would be required to settle its obligations under the agreements.
Note 14.
Revenue Recognition
The Company generates revenue from several business channels. The guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606) does not apply to revenue associated with financial instruments, including interest income on loans and investments, which comprise the majority of the Company's revenue. For the three months ended March 31, 2025, the out-of-scope revenue related to financial instruments was
91.9
% of the Company's total revenue, compared to
88.7
% for the three months ended March 31, 2024, respectively. Revenue-generating activities that are within the scope of Topic 606, are components of non-interest income. These revenue streams are generally classified into
three
categories: wealth management revenue, insurance agency income and banking service charges and other fees.
The following table presents non-interest income, segregated by revenue streams in-scope and out-of-scope of Topic 606, for the three months ended March 31, 2025 and 2024 (in thousands):
| Three months ended March 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Non-interest income | ||||||||||||||
| In-scope of Topic 606: | ||||||||||||||
| Wealth management fees | $ |
|
|
|||||||||||
| Insurance agency income |
|
|
||||||||||||
| Banking service charges and other fees: | ||||||||||||||
| Service charges on deposit accounts |
|
|
||||||||||||
| Debit card and ATM fees |
|
|
||||||||||||
| Total banking service charges and other fees |
|
|
||||||||||||
| Total in-scope non-interest income |
|
|
||||||||||||
| Total out-of-scope non-interest income |
|
|
||||||||||||
| Total non-interest income | $ |
|
|
|||||||||||
Wealth management fee income represents fees earned from customers as consideration for asset management, investment advisory and trust services. The Company’s performance obligation is generally satisfied monthly and the resulting fees are recognized monthly. The fee is generally based upon the average market value of the assets under management for the month and the applicable fee rate. The monthly accrual of wealth management fees is recorded in other assets on the Company's Consolidated Statements of Financial Condition. Fees are received from the customer on a monthly basis. The Company does not earn performance-based incentives. To a lesser extent, optional services such as tax return preparation and estate settlement are also available to existing customers. The Company’s performance obligation for these transaction-based services is generally satisfied, and related revenue recognized, at either a point in time when the service is completed, or in the case of estate settlement, over a relatively short period of time, as each service component is completed.
Insurance agency income, consisting of commissions and fees, is generally recognized as of the effective date of the insurance policy. Commission revenues related to installment billings are recognized on the invoice date. Subsequent commission adjustments are recognized upon the receipt of notification from insurance companies concerning matters necessitating such adjustments. Profit-sharing contingent commissions are recognized when determinable, which is generally when such commissions are received from insurance companies, or when the Company receives formal notification of the amount of such payments.
Service charges on deposit accounts include account analysis fees and other deposit-related fees. These fees are generally transaction-based, or time-based services. The Company's performance obligation for these services is generally satisfied, and revenue recognized, at the time the transaction is completed, or the service rendered. Fees for these services are generally received from the customer either at the time of transaction, or monthly. Debit card and ATM fees are generally transaction-
39
based. Debit card revenue is primarily comprised of interchange fees earned when a customer's Company card is processed through a card payment network. ATM fees are largely generated when a Company cardholder uses a non-Company ATM, or a non-Company cardholder uses a Company ATM. The Company's performance obligation for these services is satisfied when the service is rendered. Payment is generally received at the time of transaction or monthly.
Out-of-scope non-interest income primarily consists of Bank-owned life insurance and net fees on loan level interest rate swaps, along with gains and losses on the sale of loans and foreclosed real estate, loan prepayment fees and loan servicing fees. None of these revenue streams are subject to the requirements of Topic 606.
40
Note 15.
Leases
The following table represents the Consolidated Statements of Financial Condition classification of the Company’s right-of use-assets and lease liabilities as of March 31, 2025 and December 31, 2024 (in thousands):
| Classification | March 31, 2025 | December 31, 2024 | ||||||||||||||||||
| Lease Right-of-Use Assets: | ||||||||||||||||||||
| Operating lease right-of-use assets | $ |
|
|
|||||||||||||||||
| Lease Liabilities: | ||||||||||||||||||||
| Operating lease liabilities | $ |
|
|
|||||||||||||||||
The calculated amount of the right-of-use assets and lease liabilities in the table above are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. The Company’s lease agreements often include one or more options to renew at the Company’s discretion. If at lease inception the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the right-of-use asset and lease liability. Regarding the discount rate, Topic 842 requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes its incremental borrowing rate at lease inception based upon the term of the lease. For operating leases existing prior to January 1, 2019, the rate for the remaining lease term as of January 1, 2019 was applied.
All of the leases in which the Company is the lessee are classified as operating leases and are primarily comprised of real estate properties for branches and administrative offices with terms extending through 2046.
As of March 31, 2025, the weighted-average remaining lease term and the weighted-average discount rate for the Company's operating leases were
7.2
years and
3.23
%, respectively.
The following tables represent lease costs and other lease information for the Company's operating leases. The variable lease cost primarily represents variable payments such as common area maintenance and utilities (in thousands):
| Three months ended March 31, 2025 | Three months ended March 31, 2024 | |||||||||||||
| Lease Costs | ||||||||||||||
| Operating lease cost | $ |
|
|
|||||||||||
| Variable lease cost |
|
|
||||||||||||
| Total lease cost | $ |
|
|
|||||||||||
| Cash paid for amounts included in the measurement of lease liabilities: | Three months ended March 31, 2025 | Three months ended March 31, 2024 | ||||||||||||
| Operating cash flows from operating leases | $ |
|
|
|||||||||||
41
Future minimum payments for operating leases with initial or remaining terms of one year or more as of March 31, 2025, were as follows (in thousands):
| Operating leases | ||||||||
| Twelve months ended: | ||||||||
| Remainder of 2025 | $ |
|
||||||
| 2026 |
|
|||||||
| 2027 |
|
|||||||
| 2028 |
|
|||||||
| 2029 |
|
|||||||
| Thereafter |
|
|||||||
| Total future minimum lease payments |
|
|||||||
| Amounts representing interest |
|
|||||||
| Present value of net future minimum lease payments | $ |
|
||||||
Note 16.
Segment Reporting
We conduct our operations through a single business segment. Substantially all of our interest and fees on loans and long-lived assets relate to our operations. Pursuant to FASB ASC 280, Segment Reporting, operating segments represent components of an enterprise for which separate financial information is available that is regularly evaluated by the chief operating decision maker in determining how to allocate resources and in assessing performance. The chief operating decision maker uses a variety of measures to assess the performance of the business as a whole, depending on the nature of the activity. The Company generates revenue from several business channels. Those streams are organized by the types of partners we work with to reach our customers, with success principally measured based on interest and fees on loans, loan receivables, active accounts and other sales metrics. Detailed profitability information of the nature that could be used to allocate resources and assess the performance and operations for each sales platform individually, however, is not used by our chief operating decision maker. Expense activities, including funding costs, credit losses and operating expenses, are not measured for each platform but instead are managed for the Company as a whole.
The following table represents segment information for the three months ended March 31, 2025 and 2024 (in thousands):
| Three months ended March 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Interest income on loans | $ |
|
|
||||||||
| Interest income on cash and debt securities |
|
|
|||||||||
| Total interest income |
|
|
|||||||||
| Total interest expense |
|
|
|||||||||
| Net interest income |
|
|
|||||||||
| Provision for credit losses |
|
(
|
|||||||||
| Net interest income after provision |
|
|
|||||||||
| Non-interest income: | |||||||||||
| Wealth management income |
|
|
|||||||||
| Insurance Agency Income |
|
|
|||||||||
|
Other non-interest income
(1)
|
|
|
|||||||||
| Total non-interest income |
|
|
|||||||||
| Non-interest expense: | |||||||||||
| Compensation and employee benefits |
|
|
|||||||||
| Net occupancy expense |
|
|
|||||||||
| Data processing expense |
|
|
|||||||||
|
Other non-interest expense
(2)
|
|
|
|||||||||
| Total non-interest expense |
|
|
|||||||||
| Income tax expense |
|
|
|||||||||
| Net income | $ |
|
$ |
|
|||||||
42
(1)
Other non-interest income items include fees and commissions, BOLI and other miscellaneous income.
(2)
Other non-interest expense items include merger-related expenses in the prior year, amortization of intangibles and other miscellaneous expenses.
Our segment assets represent our total assets as presented on the Consolidated Statements of Financial Position.
Note 17.
Subsequent Events
The Company has evaluated subsequent events from the date of the Consolidated Financial Statements, and accompanying Notes thereto, through the date of issuance, and determined that there were no other significant events identified requiring recognition or disclosure.
|
Item 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|
||||
Forward-Looking Statements
Certain statements contained herein are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” "project," "intend," “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, those set forth in Item 1A of the Company's Annual Report on Form 10-K, as supplemented by its Quarterly Reports on Form 10-Q, and those related to the economic environment, particularly in the market areas in which the Company operates, inflation, recessionary indicators and unemployment, competitive products and pricing, real estate values, fiscal and monetary policies of the U.S. Government (including tariff and trade policies), changes in accounting policies and practices that may be adopted by the regulatory agencies and the accounting standards setters, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, potential goodwill impairment, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets, the availability of and costs associated with sources of liquidity, and the impact of a potential shutdown of the federal government.
The Company cautions readers not to place undue reliance on any such forward-looking statements which speak only as of the date they are made. The Company advises readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not assume any duty, and does not undertake, to update any forward-looking statements to reflect events or circumstances after the date of this statement.
Lakeland Bancorp, Inc. Merger Agreement
On May 16, 2024, the Company completed its merger with Lakeland, which added $10.59 billion to total assets, $7.91 billion to total loans, $8.62 billion to total deposits and 68 full-service banking offices in New Jersey and New York. The Company closed 13 of the acquired Lakeland banking offices and nine legacy Bank branches in the third quarter of 2024 due to geographic overlap.
Under the merger agreement, each share of Lakeland common stock was converted into the right to receive 0.8319 shares of the Company's common stock, a total of 54,356,954 shares converted, plus cash in lieu of fractional shares. The total consideration paid for the acquisition of Lakeland was $876.8 million. In connection with the acquisition, Lakeland Bank, a wholly owned subsidiary of Lakeland, was merged with and into the Bank.
The acquisition was accounted for under the acquisition method of accounting. Under this method of accounting, the purchase price has been allocated to the respective assets acquired and liabilities assumed based upon their estimated fair values, net of tax. The excess of consideration paid over the estimated fair value of the net assets acquired initially totaled $190.9 million and was recorded as goodwill. ASC 805 provides for a period of time during which the acquirer may adjust provisional amounts recognized at the acquisition date to their subsequently determined acquisition-date fair values, referred to as the "measurement period." Adjustments during the measurement period are not limited to just those relating to assets acquired and liabilities assumed but apply to all aspects of business combination accounting (e.g., the consideration transferred). Measurement-period adjustments are calculated as if they were known at the acquisition date, but are recognized in the reporting period in which they are determined. Prior period information is not revised, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. In accordance with ASC 805, the Company recorded a measurement period adjustment and decreased goodwill by $10.5 million to $180.4 million, related to finalizing the valuation.
43
While there were no merger-related expenses with Lakeland for the 2025 period, these costs totaled $2.2 million for the three months ended March 31, 2024. Merger-related expense is a separate line in non-interest expense on the Consolidated Statements of Income.
Critical Accounting Policies
The Company considers certain accounting policies to be critically important to the fair presentation of its financial condition and results of operations. These policies require management to make complex judgments on matters which by their nature have elements of uncertainty. The sensitivity of the Company’s consolidated financial statements to these critical accounting policies, and the assumptions and estimates applied, could have a significant impact on its financial condition and results of operations. These assumptions, estimates and judgments made by management can be influenced by a number of factors, including the general economic environment. The Company has identified the allowance for credit losses on loans and the acquisition method of accounting as critical accounting policies.
The allowance for credit losses is a valuation account that reflects management’s evaluation of the current expected credit losses in the loan portfolio. The Company maintains the allowance for credit losses through provisions for credit losses that are charged to income. Charge-offs against the allowance for credit losses are taken on loans where management determines that the collection of loan principal and interest is unlikely. Recoveries made on loans that have been charged-off are credited to the allowance for credit losses.
The calculation of the allowance for credit losses is a critical accounting policy of the Company. Management estimates the allowance balance using relevant available information, from internal and external sources, related to past events, current conditions, and a reasonable and supportable forecast. Historical credit loss experience for both the Company and peers provides the basis for the estimation of expected credit losses, where observed credit losses are converted to probability of default rate (“PDR”) curves through the use of segment-specific loss given default (“LGD”) risk factors that convert default rates to loss severity based on industry-level, observed relationships between the two variables for each segment, primarily due to the nature of the underlying collateral. These risk factors were assessed for reasonableness against the Company’s own loss experience and adjusted in certain cases when the relationship between the Company’s historical default and loss severity deviates from that of the wider industry. The historical PDR curves, together with corresponding economic conditions, establish a quantitative relationship between economic conditions and loan performance through an economic cycle.
Using the historical relationship between economic conditions and loan performance, management’s expectation of future loan performance is incorporated using an externally developed economic forecast. This forecast is applied over a period that management has determined to be reasonable and supportable. Beyond the period over which management can develop or source a reasonable and supportable forecast, the model will revert to long-term average economic conditions using a straight-line, time-based methodology. The Company's current forecast period is six quarters, with a four-quarter reversion period to historical average macroeconomic factors. The Company's economic forecast is approved by the Company's ACL Committee.
The allowance for credit losses is measured on a collective (pool) basis, with both a quantitative and qualitative analysis that is applied on a quarterly basis, when similar risk characteristics exist. The respective quantitative allowance for each loan segment is measured using an econometric, discounted PDR/LGD modeling methodology in which distinct, segment-specific multi-variate regression models are applied to an external economic forecast. Under the discounted cash flows methodology, expected credit losses are estimated over the effective life of the loans by measuring the difference between the net present value of modeled cash flows and amortized cost basis. Contractual cash flows over the contractual life of the loans are the basis for modeled cash flows, adjusted for modeled defaults and expected prepayments and discounted at the loan-level effective interest rate. The contractual term excludes expected extensions, renewals and modifications unless either of the following applies at the reporting date: management has a reasonable expectation that a modification will be executed with an individual borrower; or when an extension or renewal option is included in the original contract and is not unconditionally cancellable by the Company. Management will assess the likelihood of the option being exercised by the borrower and appropriately extend the maturity for modeling purposes.
The Company considers qualitative adjustments to credit loss estimates for information not already captured in the quantitative component of the loss estimation process. Qualitative factors are based on portfolio concentration levels, model imprecision, changes in industry conditions, changes in the Company’s loan review process, changes in the Company’s loan policies and procedures, and economic forecast uncertainty.
One of the most significant judgments involved in estimating the Company’s allowance for credit losses relates to the macroeconomic forecasts used to estimate expected credit losses over the forecast period. As of March 31, 2025, the model incorporated Moody’s baseline economic forecast, as adjusted for qualitative factors, as well as an extensive review of classified loans and loans that were classified as impaired with a specific reserve assigned to those loans. The allowance estimation process resulted in a total provision on loans of $325,000 for the three months ended March 31, 2025, and an overall
44
coverage ratio of 102 basis points. Management believes the allowance for credit losses accurately represents the estimated inherent losses, factoring in the qualitative adjustment and other assumptions, including the selection of the baseline forecast within the model. If the Company used a more severe outlook, the provision on loans would have risen by approximately $20.5 million, leading to an overall coverage ratio of approximately 113 basis points.
Portfolio segment is defined as the level at which an entity develops and documents a systematic methodology to determine its allowance for credit losses. Management developed segments for estimating loss based on type of borrower and collateral which is generally based upon federal call report segmentation. The segments have been combined or sub-segmented as needed to ensure loans of similar risk profiles are appropriately pooled. As of March 31, 2025, the portfolio and class segments for the Company’s loan portfolio were:
•
Mortgage Loans – Residential, Commercial Real Estate, Multi-Family and Construction
•
Commercial Loans – Commercial Owner-Occupied and Commercial Non-Owner Occupied
•
Consumer Loans – First Lien Home Equity and Other Consumer
The allowance for credit losses on loans individually evaluated for impairment is based upon loans that have been identified through the Company’s normal loan monitoring process. This process includes the review of delinquent and problem loans at the Company’s Credit, Credit Risk Management and Allowance Committees; or which may be identified through the Company’s loan review process. Generally, the Company only evaluates loans individually for impairment if the loan is non-accrual, non-homogeneous and the balance is greater than $1.0 million.
For all classes of loans deemed collateral-dependent, the Company estimates expected credit losses based on the fair value of the collateral less any selling costs. If the loan is not collateral dependent, the allowance for credit losses related to individually assessed loans is based on discounted expected cash flows using the loan’s initial effective interest rate.
Loans acquired that have experienced more-than-insignificant deterioration in credit quality since their origination are considered PCD loans. The Company evaluates acquired loans for deterioration in credit quality based on any of, but not limited to, the following: (1) non-accrual status; (2) modification designation; (3) risk ratings of special mention, substandard or doubtful; (4) watchlist credits; and (5) delinquency status, including loans that are current on acquisition date, but had been previously delinquent. At the acquisition date, an estimate of expected credit losses is made for groups of PCD loans with similar risk characteristics and individual PCD loans without similar risk characteristics. Subsequent to the acquisition date, the initial allowance for credit losses on PCD loans will increase or decrease based on future evaluations, with changes recognized in the provision for credit losses on loans.
Management believes the primary risks inherent in the portfolio are a general decline in the economy, a decline in real estate market values, rising unemployment or a protracted period of elevated unemployment, increasing vacancy rates in commercial investment properties and possible increases in interest rates in the absence of economic improvement. Any one or a combination of these events may adversely affect borrowers’ ability to repay the loans, resulting in increased delinquencies, credit losses and higher levels of provisions. Management considers it important to maintain the ratio of the allowance for credit losses to total loans at an acceptable level given current and forecasted economic conditions, interest rates and the composition of the portfolio.
The CECL approach to calculate the allowance for credit losses on loans is significantly influenced by the composition, characteristics and quality of the Company’s loan portfolio, as well as the prevailing economic conditions and forecast utilized. Although management believes that the Company has established and maintained the allowance for credit losses at appropriate levels, additions may be necessary if future economic and other conditions differ substantially from the current operating environment and economic forecast. Management evaluates its estimates and assumptions on an ongoing basis giving consideration to forecasted economic factors, historical loss experience and other factors. The model includes both quantitative and qualitative components. Such estimates and assumptions are adjusted when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods, and to the extent actual losses are higher than management estimates, additional provision for credit losses on loans could be required and could adversely affect our earnings or financial position in future periods. In addition, various regulatory agencies periodically review the adequacy of the Company’s allowance for credit losses as an integral part of their examination process. Such agencies may require the Company to recognize additions to the allowance or additional write-downs based on their judgments about information available to them at the time of their examination. Although management uses the best information available, the level of the allowance for credit losses remains an estimate that is subject to significant judgment and short-term volatility.
45
Material changes to these and other relevant factors create greater volatility to the allowance for credit losses, and therefore, greater volatility to the Company’s reported earnings.
COMPARISON OF FINANCIAL CONDITION AS OF MARCH 31, 2025 AND DECEMBER 31, 2024
Total assets as of March 31, 2025 were $24.22 billion, a $172.9 million increase from December 31, 2024. The increase in total assets was primarily due to a $132.0 million increase in total loans and a $110.5 million increase in total investments, partially offset by a decrease in intangible and other assets.
The Company’s loan held for investment portfolio increased $132.0 million to $18.79 billion as of March 31, 2025, from $18.66 billion as of December 31, 2024. The loan portfolio consists of the following (in thousands):
| March 31, 2025 | December 31, 2024 | |||||||||||||
| Mortgage loans: | ||||||||||||||
| Commercial | $ | 7,295,651 | 7,228,078 | |||||||||||
| Multi-family | 3,458,190 | 3,382,933 | ||||||||||||
| Construction | 756,356 | 823,503 | ||||||||||||
| Residential | 1,994,404 | 2,010,637 | ||||||||||||
| Total mortgage loans | 13,504,601 | 13,445,151 | ||||||||||||
|
Commercial loans
(1)
|
4,682,902 | 4,608,600 | ||||||||||||
| Consumer loans | 613,453 | 613,819 | ||||||||||||
| Total gross loans | 18,800,956 | 18,667,570 | ||||||||||||
| Premiums on purchased loans | 1,337 | 1,338 | ||||||||||||
| Net deferred fees | (10,922) | (9,538) | ||||||||||||
| Total loans | $ | 18,791,371 | 18,659,370 | |||||||||||
(1)
Commercial loans consist of owner-occupied real estate and commercial & industrial loans.
During the three months ended March 31, 2025, the loans held for investment portfolio had net increases of $75.3 million of multi-family loans, $74.3 million of commercial loans and $67.6 million of commercial mortgage loans, partially offset by net decreases of $67.1 million of construction loans and $16.2 million of residential mortgage loans. Total commercial loans, consisting of commercial real estate, multi-family, commercial and construction loans, represented 86.1% of the loan portfolio as of March 31, 2025, compared to 85.9% as of December 31, 2024.
The Bank’s lending activities, though concentrated in the communities surrounding its offices, extend predominantly throughout New Jersey, eastern Pennsylvania and Nassau and Orange County, New York. This geographic concentration subjects the Company’s loan portfolio to the general economic conditions within these states. The risks created by this concentration have been considered by management in the determination of the appropriateness of the allowance for credit losses.
We consider our commercial real estate loans to be higher risk categories in our loan portfolio. These loans are particularly sensitive to economic conditions. As of March 31, 2025, our portfolio of commercial real estate loans, including multi-family and construction loans, totaled $11.51 billion, or 61.22% of total loans.
The Company believes the CRE loans it originates are appropriately collateralized under its credit standards. Collateral properties include multi-family apartment buildings, warehouse/distribution buildings, shopping centers, office buildings, mixed-use buildings, hotels/motels, senior living, residential and commercial tract developments, and raw land or lots to be developed into single-family homes. The primary source of repayment on the permanent loan portion of these loans is generally expected to come from the cash flow stream of the underlying leases which are dependent on the successful operations of the respective tenants. The primary source of the repayment on the construction portfolio is dependent on the successful completion of the project and the related sale, permanent financing or lease of the real property collateral. As a result, the performance of these loans is generally impacted by fluctuations in collateral values, the ability of the borrower to obtain permanent financing, and, in the case of loans to residential builders/developers, volatility in consumer demand.
The table below summarizes the concentrations of CRE loans on a gross basis, not including any purchase accounting adjustments ("PAA"), based on the collateral securing the loans, as of March 31, 2025 (in thousands):
46
| Amount | Percentage of Total | ||||||||||
| Multi-family | $ | 3,938,808 | 33.8 | % | |||||||
| Retail | 2,569,769 | 22.0 | % | ||||||||
| Industrial | 2,196,076 | 18.8 | % | ||||||||
| Mixed | 888,998 | 7.6 | % | ||||||||
| Office | 868,836 | 7.4 | % | ||||||||
| Special use property | 639,733 | 5.5 | % | ||||||||
| Hotel | 127,150 | 1.1 | % | ||||||||
| Residential | 375,082 | 3.2 | % | ||||||||
| Land | 61,342 | 0.5 | % | ||||||||
| Total CRE, multi-family and construction loans | $ | 11,665,794 | 100.0 | % | |||||||
The determination of collateral value is critically important when financing real estate. As a result, obtaining current and objectively prepared appraisals is an important part of the underwriting process. The Company engages a variety of professional firms to supply appraisals, market studies and feasibility reports, environmental assessments and project site inspections to complement its internal resources to underwrite and monitor these credit exposures.
However, in periods of economic uncertainty where real estate market conditions may change rapidly, more current appraisals are obtained when warranted by conditions such as a borrower’s deteriorating financial condition, their possible inability to perform on the loan or other indicators of increasing risk of reliance on collateral value as the sole source of repayment of the loan. Annual appraisals are generally obtained for loans graded substandard or worse where real estate is a material portion of the collateral value and/or the income from the real estate or sale of the real estate is the primary source of debt service.
Appraisals are, in substantially all cases, reviewed by a third-party to determine the reasonableness of the appraised value. The third-party reviewer will challenge whether or not the data used is appropriate and relevant, form an opinion as to the appropriateness of the appraisal methods and techniques used, and determine if overall the analysis and conclusions of the appraiser can be relied upon. Additionally, the third-party reviewer provides a detailed report of that analysis. Further review may be conducted by credit or lending teams, including the Bank’s commercial workout team as conditions warrant. These additional steps of review are undertaken to confirm that the underlying appraisal and the third-party analysis can be relied upon. If differences arise, management addresses those with the reviewer and determines an appropriate resolution in accordance with its lending policy. Both the appraisal process and the appraisal review process can be less reliable in establishing accurate collateral values during and following periods of economic weakness due to the lack of comparable sales and the limited availability of financing to support an active market of potential purchasers.
The table below summarizes the Company’s commercial real estate portfolio, including multi-family and construction loans as of March 31, 2025, as segregated by the geographic region in which the property is located (dollars in thousands):
| Amount | Percentage of Total | ||||||||||
| New Jersey | $ | 7,124,329 | 61.1 | % | |||||||
| New York | 1,866,090 | 16.0 | % | ||||||||
| Pennsylvania | 1,564,177 | 13.4 | % | ||||||||
| Other states | 1,111,197 | 9.5 | % | ||||||||
| Total commercial real estate loans | $ | 11,665,794 | 100.0 | % | |||||||
The Company participates in loans originated by other banks, including participations designated as Shared National Credits (“SNCs”). The Company’s gross commitments and outstanding balances as a participant in SNCs were $159.2 million and $57.0 million, respectively, as of March 31, 2025, compared to $168.4 million and $86.8 million, respectively, as of December 31, 2024.
47
The following table sets forth information regarding the Company’s non-performing assets as of March 31, 2025 and December 31, 2024 (in thousands):
| March 31, 2025 | December 31, 2024 | |||||||||||||
| Mortgage loans: | ||||||||||||||
| Commercial | $ | 42,931 | 20,883 | |||||||||||
| Multi-family | 7,294 | 7,498 | ||||||||||||
| Construction | 18,929 | 13,246 | ||||||||||||
| Residential | 5,246 | 4,535 | ||||||||||||
| Total mortgage loans | 74,400 | 46,162 | ||||||||||||
| Commercial loans | 23,580 | 24,243 | ||||||||||||
| Consumer loans | 1,352 | 1,656 | ||||||||||||
| Total non-performing loans | 99,332 | 72,061 | ||||||||||||
| Foreclosed assets | 6,755 | 9,473 | ||||||||||||
| Total non-performing assets | $ | 106,087 | 81,534 | |||||||||||
As of March 31, 2025 and December 31, 2024, total non-accrual loans held for sale, which are not in the table above, totaled $3.9 million and $2.4 million, respectively.
The following table sets forth information regarding the Company’s 60-89 day delinquent loans as of March 31, 2025 and December 31, 2024 (in thousands):
| March 31, 2025 | December 31, 2024 | |||||||||||||
| Mortgage loans: | ||||||||||||||
| Commercial | $ | 196 | 3,954 | |||||||||||
| Multi-family | — | — | ||||||||||||
| Residential | 5,009 | 5,049 | ||||||||||||
| Total mortgage loans | 5,205 | 9,003 | ||||||||||||
| Commercial loans | 2,849 | 2,377 | ||||||||||||
| Consumer loans | 854 | 856 | ||||||||||||
| Total 60-89 day delinquent loans | $ | 8,908 | 12,236 | |||||||||||
As of March 31, 2025, the Company’s allowance for credit losses related to the loan portfolio was 1.02% of total loans, compared to 1.04%
as of December 31, 2024 and 0.98% as of March 31, 2024, respectively. The Company recorded a provision for credit losses on loans of $325,000 for the three months ended March 31, 2025, compared with a provision on loans of $200,000 for the three months ended March 31, 2024, respectively. For the three months ended March 31, 2025, the Company had net charge-offs of $2.0 million compared to net charge-offs of $971,000 for the same period in 2024. The allowance for credit losses decreased $1.7 million to $191.8 million as of March 31, 2025 from $193.4 million as of December 31, 2024.
Total non-performing loans were $103.2 million, or 0.54% of total loans as of March 31, 2025, compared to $72.1 million, or 0.39% of total loans as of December 31, 2024. The $31.2 million increase in non-performing loans as of March 31, 2025, compared to the trailing quarter, was primarily attributable to two loans: a $20.3 million commercial real estate loan secured by a mixed use property with a current loan-to-value of 53% and an $11.5 million construction loan secured by a nearly complete warehouse facility with a current loan-to-value of 62%. These loans have no prior charge-off history and carry no specific reserve allocations.
As of March 31, 2025 and December 31, 2024, the Company held foreclosed assets of $6.8 million and $9.5 million, respectively. Foreclosed assets as of March 31, 2025 were comprised of commercial real estate. Total non-performing assets as of March 31, 2025 increased $28.4 million to $110.0 million, or 0.45% of total assets, from $81.5 million, or 0.34% of total assets as of December 31, 2024. During the three months ended March 31, 2025, there was a write-down of a foreclosed commercial property of $2.7 million based on a contracted sales price. The sale of this property closed on April 25, 2025 and will reduce foreclosed assets by $5.8 million.
48
Total investment securities were $3.34 billion as of March 31, 2025, a $110.5 million increase from December 31, 2024. This increase was primarily due to purchases of mortgage-backed and municipal securities and a decrease in unrealized losses on available for sale debt securities.
Total deposits decreased $175.0 million during the three months ended March 31, 2025, to $18.45 billion. Total savings and demand deposit accounts decreased $172.5 million to $15.28 billion as of March 31, 2025, while total time deposits decreased $2.4 million to $3.17 billion as of March 31, 2025. The decrease in savings and demand deposits consisted of a $142.8 million decrease in interest bearing demand deposits, a $22.0 million decrease in money market deposits and a $8.7 million decrease in savings deposits, partially offset by a $1.1 million increase in non-interest-bearing demand deposits. Within total savings and demand deposits, total municipal deposits decreased $130.8 million to $3.38 billion as of March 31, 2025. Additionally, within total deposits, brokered deposits totaled $327.7 million as of March 31, 2025, compared to $251.5 million as of December 31, 2024. The decrease in time deposits consisted of a $78.6 million decrease in retail time deposits, partially offset by a $76.2 million increase in brokered time deposits.
Borrowed funds increased $315.8 million during the three months ended March 31, 2025, to $2.34 billion. The increase in borrowings was largely due to asset funding requirements. Borrowed funds represented 9.6% of total assets as of March 31, 2025, an increase from 8.4% as of December 31, 2024.
Stockholders’ equity increased $57.6 million during the three months ended March 31, 2025, to $2.66 billion, primarily due to net income earned for the period and a decrease in unrealized losses on available for sale debt securities, partially offset by cash dividends paid to stockholders. For the three months ended March 31, 2025, common stock repurchases totaled 99,541 shares at an average cost of $18.19 per share, all of which were made in connection with withholding to cover income taxes on the vesting of stock-based compensation. As of March 31, 2025, approximately 873,000 shares remained eligible for repurchase under the current authorization.
Liquidity and Capital Resources.
Liquidity refers to the Company’s ability to generate adequate amounts of cash to meet financial obligations to its depositors, to fund loans and securities purchases and operating expenses. Sources of funds include scheduled amortization of loans, loan prepayments, scheduled maturities of unpledged investments, cash flows from mortgage-backed securities and the ability to borrow funds from the FHLBNY, FRBNY and approved broker-dealers.
Cash flows from loan payments and maturing investment securities are fairly predictable sources of funds. Changes in interest rates, local economic conditions and the competitive marketplace can influence loan prepayments, prepayments on mortgage-backed securities and deposit flows. For the three months ended March 31, 2025 and 2024, loan repayments totaled $1.72 billion and $648.8 million, respectively.
The Company has continued to monitor and focus on depositor behavior and borrowing capacity with the FHLBNY and FRBNY, with current borrowing capacity of $2.40 billion and $3.65 billion, respectively as of March 31, 2025. Our estimated uninsured and uncollateralized deposits as of March 31, 2025 totaled $4.47 billion, or 24.2% of deposits. Our total estimated uninsured deposits, including collateralized deposits as of March 31, 2025, was $9.81 billion. Within time deposits, approximately $352.8 million, or 11.1% was uninsured as of March 31, 2025.
Commercial real estate loans, multi-family loans, commercial loans, one- to four-family residential loans and consumer loans are the primary investments of the Company. Purchasing securities for the investment portfolio is a secondary use of funds and the investment portfolio is structured to complement and facilitate the Company’s lending activities and ensure adequate liquidity. Loan originations and purchases totaled $1.93 billion for the three months ended March 31, 2025, compared to $622.7 million for the same period in 2024. Purchases for the investment portfolio totaled $227.0 million for the three months ended March 31, 2025, compared to $422.4 million for the year ended December 31, 2024. As of March 31, 2025, the Bank had outstanding loan commitments to borrowers of $2.88 billion, including undisbursed home equity lines and personal credit lines of $404.1 million.
Total deposits decreased $175.0 million for the three months ended March 31, 2025. Deposit activity is affected by changes in interest rates, competitive pricing and product offerings in the marketplace, local economic conditions, customer confidence and other factors such as stock market volatility. Certificate of deposit accounts that are scheduled to mature within one year totaled $3.05 billion as of March 31, 2025. Based on its current pricing strategy and customer retention experience, the Bank expects to retain a significant share of these accounts. The Bank manages liquidity on a daily basis and expects to have sufficient cash to meet all of its funding requirements.
The Federal Deposit Insurance Corporation ("FDIC") and the other federal bank regulatory agencies issued a final rule that revised the leverage and risk-based capital requirements and the method for calculating risk-weighted assets to make them consistent with agreements that were reached by the Basel Committee on Banking Supervision and certain provisions of the Dodd-Frank Act, that were effective January 1, 2015. Among other things, the rule established a new common equity Tier 1 minimum capital requirement (4.5% of risk-weighted assets), adopted a uniform minimum leverage capital ratio at 4%,
49
increased the minimum Tier 1 capital to risk-based assets requirement (from 4% to 6% of risk-weighted assets) and assigned a higher risk weight (150%) to exposures that are more than 90 days past due or are on non-accrual status and to certain commercial real estate facilities that finance the acquisition, development or construction of real property. The rule also required unrealized gains and losses on certain “available-for-sale” securities holdings to be included for purposes of calculating regulatory capital unless a one-time opt-out was exercised. The Company exercised the option to exclude unrealized gains and losses from the calculation of regulatory capital. Additional constraints were also imposed on the inclusion in regulatory capital of mortgage-servicing assets, deferred tax assets and minority interests. The rule limits a banking organization’s capital distributions and certain discretionary bonus payments if the banking organization does not hold a “capital conservation buffer,” of 2.5% in addition to the amount necessary to meet its minimum risk-based capital requirements.
As of March 31, 2025, the Bank and the Company exceeded all current minimum regulatory capital requirements as follows:
| March 31, 2025 | ||||||||||||||||||||||||||||||||||||||
| Required | Required with Capital Conservation Buffer | Actual | ||||||||||||||||||||||||||||||||||||
| Amount | Ratio | Amount | Ratio | Amount | Ratio | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||
|
Bank:
(1) (2)
|
||||||||||||||||||||||||||||||||||||||
| Tier 1 leverage capital | $ | 937,688 | 4.00 | % | 937,688 | 4.00 | % | 2,340,251 | 9.98 | % | ||||||||||||||||||||||||||||
| Common equity Tier 1 risk-based capital | 899,422 | 4.50 | 1,399,101 | 7.00 | 2,340,251 | 11.71 | ||||||||||||||||||||||||||||||||
| Tier 1 risk-based capital | 1,199,229 | 6.00 | 1,698,908 | 8.50 | 2,340,251 | 11.71 | ||||||||||||||||||||||||||||||||
| Total risk-based capital | 1,598,972 | 8.00 | 2,098,651 | 10.50 | 2,539,742 | 12.71 | ||||||||||||||||||||||||||||||||
| Company: | ||||||||||||||||||||||||||||||||||||||
| Tier 1 leverage capital | $ | 938,333 | 4.00 | % | 938,333 | 4.00 | % | 2,015,937 | 8.59 | % | ||||||||||||||||||||||||||||
| Common equity Tier 1 risk-based capital | 898,009 | 4.50 | 1,396,903 | 7.00 | 2,015,937 | 10.10 | ||||||||||||||||||||||||||||||||
| Tier 1 risk-based capital | 1,197,345 | 6.00 | 1,696,239 | 8.50 | 2,015,937 | 10.10 | ||||||||||||||||||||||||||||||||
| Total risk-based capital | 1,596,460 | 8.00 | 2,095,354 | 10.50 | 2,653,109 | 13.29 | ||||||||||||||||||||||||||||||||
(1) Under the FDIC's prompt corrective action provisions, the Bank is considered well capitalized if it has: a leverage (Tier 1) capital ratio of at least 5.00%; a common equity Tier 1 risk-based capital ratio of 6.50%; a Tier 1 risk-based capital ratio of at least 8.00%; and a total risk-based capital ratio of at least 10.00%.
(2) For a period of three years following completion of the merger, the Bank will be required to maintain a Tier 1 capital to total assets leverage ratio of at least 8.5% and a total capital to risk-based assets ratio of at least 11.25%.
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024
General.
The Company reported net income of $64.0 million, or $0.49 per basic and diluted share for the three months ended March 31, 2025, compared to net income of $32.1 million, or $0.43 per basic and diluted share, for the three months ended March 31, 2024.
Net income for the three months ended March 31, 2025 was negatively impacted by a $2.7 million write-down on a foreclosed property, partially offset by a $624,000 profit on fixed asset sales related to the consolidation of three branches. While there were no transaction costs with Lakeland for the 2025 period, these costs totaled $2.2 million for the three months ended March 31, 2024.
The following tables sets forth certain information for the three months ended March 31, 2025 and 2024. For the periods indicated, the total dollar amount of interest income from average interest-earning assets and the resultant yields, as well as the interest expense on average interest-bearing liabilities is expressed both in dollars and rates. No tax equivalent adjustments were made. Average balances are daily averages.
50
| For the three months ended | |||||||||||||||||||||||||||||||||||
| March 31, 2025 | March 31, 2024 | ||||||||||||||||||||||||||||||||||
| Average Balance | Interest |
Average
Yield/Cost |
Average Balance | Interest |
Average
Yield/Cost |
||||||||||||||||||||||||||||||
| (Dollars in Thousands) (Unaudited) | |||||||||||||||||||||||||||||||||||
| Interest Earning Assets: | |||||||||||||||||||||||||||||||||||
| Deposits | $ | 80,074 | $ | 675 | 4.21 | % | 87,869 | 1,182 | 5.41 | % | |||||||||||||||||||||||||
| Available for sale debt securities | 2,827,699 | 27,621 | 3.89 | 1,673,950 | 10,022 | 2.39 | |||||||||||||||||||||||||||||
|
Held to maturity debt securities, net
(1)
|
320,036 | 1,996.00 | 2.50 | 357,246 | 2,268 | 2.54 | |||||||||||||||||||||||||||||
| Equity securities, at fair value | 19,840 | — | — | 1,099 | — | — | |||||||||||||||||||||||||||||
| Federal Home Loan Bank stock | 107,527 | 2,023.00 | 7.53 | 73,754 | 2,308 | 12.52 | |||||||||||||||||||||||||||||
|
Net loans:
(2)
|
|||||||||||||||||||||||||||||||||||
| Total mortgage loans | 13,297,168 | 187,054.00 | 5.70 | 7,990,218 | 107,456 | 5.33 | |||||||||||||||||||||||||||||
| Total commercial loans | 4,684,572 | 75,819.00 | 6.56 | 2,381,965 | 36,100 | 6.03 | |||||||||||||||||||||||||||||
| Total consumer loans | 609,137 | 10,158.00 | 6.76 | 296,809 | 4,523 | 6.13 | |||||||||||||||||||||||||||||
| Total net loans | 18,590,877 | 273,031.00 | 5.95 | 10,668,992 | 148,079 | 5.51 | |||||||||||||||||||||||||||||
| Total interest earning assets | $ | 21,946,053 | 305,346 | 5.63 | 12,862,910 | 163,859 | 5.06 | ||||||||||||||||||||||||||||
| Non-Interest Earning Assets: | |||||||||||||||||||||||||||||||||||
| Cash and due from banks | 134,205 | 116,563 | |||||||||||||||||||||||||||||||||
| Other assets | 1,969,060 | 1,114,294 | |||||||||||||||||||||||||||||||||
| Total assets | $ | 24,049,318 | 14,093,767 | ||||||||||||||||||||||||||||||||
| Interest Bearing Liabilities: | |||||||||||||||||||||||||||||||||||
| Demand deposits | $ | 10,095,570 | $ | 65,433 | 2.63 | % | 5,894,062 | 41,566 | 2.84 | % | |||||||||||||||||||||||||
| Savings deposits | 1,682,596 | 924.00 | 0.22 | 1,163,181 | 637 | 0.22 | |||||||||||||||||||||||||||||
| Time deposits | 3,199,620 | 31,063.00 | 3.94 | 1,065,170 | 10,331 | 3.90 | |||||||||||||||||||||||||||||
| Total deposits | 14,977,786 | 97,420.00 | 2.64 | 8,122,413 | 52,534 | 2.60 | |||||||||||||||||||||||||||||
| Borrowed funds | 1,918,069 | 17,778.00 | 3.76 | 1,940,981 | 17,383 | 3.60 | |||||||||||||||||||||||||||||
| Subordinated debentures | 402,037 | 8,420.00 | 8.49 | 10,712 | 272 | 10.23 | |||||||||||||||||||||||||||||
| Total interest bearing liabilities | $ | 17,297,892 | 123,618.00 | 2.90 | 10,074,106 | 70,189 | 2.80 | ||||||||||||||||||||||||||||
| Non-Interest Bearing Liabilities: | |||||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | $ | 3,719,177 | 2,072,001 | ||||||||||||||||||||||||||||||||
| Other non-interest bearing liabilities | 393,888 | 249,490 | |||||||||||||||||||||||||||||||||
| Total non-interest bearing liabilities | 4,113,065 | 2,321,491 | |||||||||||||||||||||||||||||||||
| Total liabilities | 21,410,957 | 12,395,597 | |||||||||||||||||||||||||||||||||
| Stockholders' equity | 2,638,361 | 1,698,170 | |||||||||||||||||||||||||||||||||
| Total liabilities and stockholders' equity | $ | 24,049,318 | 14,093,767 | ||||||||||||||||||||||||||||||||
| Net interest income | $ | 181,728 | 93,670 | ||||||||||||||||||||||||||||||||
| Net interest rate spread | 2.73 | % | 2.26 | % | |||||||||||||||||||||||||||||||
| Net interest-earning assets | $ | 4,648,161 | 2,788,804 | ||||||||||||||||||||||||||||||||
|
Net interest margin
(3)
|
3.34 | % | 2.87 | % | |||||||||||||||||||||||||||||||
| Ratio of interest-earning assets to total interest-bearing liabilities | 1.27x | 1.28x | |||||||||||||||||||||||||||||||||
| (1) | Average outstanding balance amounts shown are amortized cost, net of allowance for credit losses. | ||||
| (2) | Average outstanding balances are net of the allowance for loan losses, deferred loan fees and expenses, loan premiums and discounts and include loans held for sale and non-accrual loans. | ||||
| (3) | Annualized net interest income divided by average interest-earning assets. | ||||
Net Interest Income
.
Net interest income increased $88.1 million to $181.7 million for the three months ended March 31, 2025, from $93.7 million for same period in 2024.
Net interest income for the three months ended March 31, 2025 was favorably impacted by net assets acquired from Lakeland and accretion of purchase accounting adjustments, combined with the
51
favorable repricing of adjustable rate loans and the originations of higher-yielding loans, partially offset by the unfavorable repricing of both deposits and borrowings.
The net interest margin increased 47 basis points to 3.34% for the quarter ended March 31, 2025, compared to 2.87% for the quarter ended March 31, 2024. The weighted average yield on interest-earning assets increased 57 basis points to 5.63% for the quarter ended March 31, 2025, compared to 5.06% for the quarter ended March 31, 2024, while the weighted average cost of interest-bearing liabilities increased 10 basis points for the quarter ended March 31, 2025, to 2.90%, compared to 2.80% for the quarter ended March 31, 2024. The average cost of interest-bearing deposits for the quarter ended March 31, 2025, was 2.64%, compared to 2.60% for the same period last year. Average non-interest-bearing demand deposits totaled $3.72 billion for the quarter ended March 31, 2025, compared to $2.07 billion for the quarter ended March 31, 2024. The average cost of total deposits, including non-interest-bearing deposits, was 2.11% for the quarter ended March 31, 2025, compared with 2.04% for the quarter ended March 31, 2024. The average cost of borrowed funds for the quarter ended March 31, 2025, was 3.76%, compared to 3.60% for the same period last year.
Interest income on loans secured by real estate increased $79.6 million to $187.1 million for the three months ended March 31, 2025, from $107.5 million for the three months ended March 31, 2024. Commercial loan interest income increased $39.7 million to $75.8 million for the three months ended March 31, 2025, from $36.1 million for the three months ended March 31, 2024. Consumer loan interest income increased $5.6 million to $10.2 million for the three months ended March 31, 2025, from $4.5 million for the three months ended March 31, 2024. For the three months ended March 31, 2025, the average balance of total loans increased $7.92 billion to $18.59 billion, compared to the same period in 2024. The average yield on total loans for the three months ended March 31, 2025, increased 44 basis points to 5.95%, from 5.51% for the same period in 2024.
Interest income on held to maturity debt securities decreased $272,000 to $2.0 million for the three months ended March 31, 2025, compared to the same period last year. Average held to maturity debt securities decreased $37.2 million to $320.0 million for the three months ended March 31, 2025, from $357.2 million for the same period in 2024.
Interest income on available for sale debt securities decreased $17,599,000 to $27.6 million for the three months ended March 31, 2025, from $10.0 million for the three months ended March 31, 2024. The average balance of available for sale debt securities increased $1.15 billion to $2.83 billion for the three months ended March 31, 2025, compared to the same period in 2024.
Dividend income on FHLBNY stock decreased $285,000 to $2.0 million for the three months ended March 31, 2025, from $2.3 million for the three months ended March 31, 2024. The average balance of FHLBNY stock increased $33.8 million to $107.5 million for the three months ended March 31, 2025, compared to the same period in 2024.
The average yield on total securities increased to 3.86% for the three months ended March 31, 2025, compared with 2.87% for the same period in 2024.
Interest expense on deposit accounts increased $44.9 million to $97.4 million for the three months ended March 31, 2025, compared with $52.5 million for the three months ended March 31, 2024. The average cost of interest-bearing deposits increased to 2.64% for the three months ended March 31, 2025, from 2.60% for the three months ended March 31, 2024. The average balance of interest-bearing core deposits, which consist of total savings and demand deposits, for the three months ended March 31, 2025, increased $4.72 billion to $11.78 billion. Average time deposit account balances increased $2.13 billion to $3.20 billion for the three months ended March 31, 2025, from $1.07 billion for the three months ended March 31, 2024.
Interest expense on borrowed funds increased $395,000 to $17.8 million for the three months ended March 31, 2025, from $17.4 million for the three months ended March 31, 2024. The average cost of borrowings increased to 3.76% for the three months ended March 31, 2025, from 3.60% for the three months ended March 31, 2024. Average borrowings decreased $22.9 million to $1.92 billion for the three months ended March 31, 2025, from $1.94 billion for the three months ended March 31, 2024.
Provision for Credit Losses.
Provisions for credit losses are charged to operations in order to maintain the allowance for credit losses at a level management considers necessary to absorb projected credit losses that may arise over the expected term of each loan in the portfolio. In determining the level of the allowance for credit losses, management estimates the allowance balance using relevant available information from internal and external sources relating to past events, current conditions and reasonable and supportable economic forecasts. The amount of the allowance is based on estimates, and the ultimate losses may vary from such estimates as more information becomes available or later events change. Management assesses the adequacy of the allowance for credit losses on a quarterly basis and makes provisions for credit losses, if necessary, in order to maintain the valuation of the allowance.
52
The Company recorded a $325,000 provision for credit losses on loans, compared with a $200,000 provision for credit losses on loans for the quarter ended March 31, 2024.
Non-Interest Income.
Non-interest income totaled $27.0 million for the quarter ended March 31, 2025, an increase of $6.2 million, compared to the same period in 2024. Fee income increased $3.7 million to $9.7 million for the three months ended March 31, 2025, compared to the prior year quarter, primarily due to increases in deposit fee income, debit card-related fee income and commercial loan prepayment fees, resulting from the Lakeland merger. Other income increased $1.4 million to $2.2 million for the three months ended March 31, 2025, compared to the quarter ended March 31, 2024, primarily due to an increase in profit on fixed asset sales, combined with an increase in net fees on loan-level interest rate swap transactions and an increase in gains on sales of mortgage loans. Insurance agency income increased $858,000 to $5.7 million for the three months ended March 31, 2025, compared to the quarter ended March 31, 2024, largely due to an increase in contingency income and business activity, while BOLI income increased $275,000 to $2.1 million for the three months ended March 31, 2025, compared to the prior year quarter, related to the addition of Lakeland's BOLI, partially offset by a decrease in equity valuations.
Non-Interest Expense
. For the three months ended March 31, 2025, non-interest expense
t
otaled $116.3 million, an increase of $44.4 million, compared to the three months ended March 31, 2024. Compensation and benefits expense increased $22.3 million to $62.4 million for three months ended March 31, 2025, compared to $40.0 million for the same period in 2024. The increase was primarily due to the addition of Lakeland, combined with an increase in salary expense associated with Company-wide annual merit increases. Amortization of intangibles increased $8.8 million to $9.5 million for the three months ended March 31, 2024, compared to $705,000 for 2024, largely due to core deposit intangible amortization related to the addition of Lakeland. Other operating expense increased $6.1 million to $16.4 million for the three months ended March 31, 2025, compared to $10.3 million for the three months ended March 31, 2024, largely due to the addition of Lakeland and a $2.7 million write-down on a foreclosed property in the current quarter. Net occupancy expense increased $5.4 million to $13.9 million for the three months ended March 31, 2024, compared to the same period in 2024, primarily due to increased depreciation and maintenance expenses because of the addition of Lakeland. Data processing expense increased $2.8 million to $9.6 million for three months ended March 31, 2025, compared to $6.8 million for the same period in 2024. The increase in data processing expense was primarily due to increases in software service, telecommunication and core service expenses, due to the addition of Lakeland. Additionally, FDIC insurance expense increased $1.1 million to $3.4 million for the three months ended March 31, 2025, compared to the same period in 2024, primarily due to increases in the assessment rate and average assets, as a result of the addition of Lakeland. Partially offsetting these increases in non-interest expense, merger-related expenses, which completed at the end of 2024, decreased $2.2 million for the three months ended March 31, 2025, compared to the same period in 2024.
Income Tax Expense.
For the three months ended March 31, 2025, the Company's income tax expense was $27.8 million with an effective tax rate of 30.3%, compared with $10.9 million with an effective tax rate of 25.3% for the three months ended March 31, 2024. The increase in tax expense for the three months ended March 31, 2025, compared with the same period last year, was largely the result of an increase in taxable income and an increase in state tax rates as a result of the May 2024 Lakeland merger, as well as a discrete item related to stock-based compensation. The increase in state tax rates is a result of the Company no longer receiving benefit of a reduced New Jersey state rate available for the Company's REIT and New Jersey investment company subsidiaries. The state of New Jersey allows certain bank subsidiaries with assets under $15 billion to benefit from the lower rate, however due to the Lakeland merger in May of 2024, the $15 billion asset threshold was crossed and the increased New Jersey rate was applicable.
|
Item 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
||||
Qualitative Analysis.
Interest rate risk is the exposure of a bank’s current and future earnings and capital arising from adverse movements in interest rates. The guidelines of the Company’s interest rate risk policy seek to limit the exposure to changes in interest rates that affect the underlying economic value of assets and liabilities, earnings and capital. To minimize interest rate risk, the Company generally sells all 20- and 30-year fixed-rate residential mortgage loans at origination. The Company retains residential fixed rate mortgages with terms of 15 years or less and biweekly payment residential mortgages with a term of 30 years or less. Commercial real estate loans generally have interest rates that reset in five years, and other commercial loans such as construction loans and commercial lines of credit reset with changes in the Prime Rate, the Federal Funds Rate or SOFR. Investment securities purchases generally have maturities of five years or less, and mortgage-backed securities have weighted average lives between three and five years.
The Asset/Liability Committee meets at least monthly, or as needed, to review the impact of interest rate changes on net interest income, net interest margin, net income and the economic value of equity. The Asset/Liability Committee reviews a variety of
53
strategies that project changes in asset or liability mix and the impact of those changes on projected net interest income and net income.
The Company’s strategy for liabilities has been to maintain a stable core-funding base by focusing on core deposit account acquisition and increasing products and services per household. The Company’s ability to retain maturing time deposit accounts is the result of its strategy to remain competitively priced within its marketplace. The Company’s pricing strategy may vary depending upon current funding needs and the ability of the Company to fund operations through alternative sources, primarily by accessing short-term lines of credit with the FHLBNY during periods of pricing dislocation.
Quantitative Analysis.
Current and future sensitivity to changes in interest rates are measured through the use of balance sheet and income simulation models. The analysis captures changes in net interest income using flat rates as a base, a most likely rate forecast and rising and declining interest rate forecasts. Changes in net interest income and net income for the forecast period, generally twelve to twenty-four months, are measured and compared to policy limits for acceptable change. The Company periodically reviews historical deposit re-pricing activity and makes modifications to certain assumptions used in its income simulation model regarding the interest rate sensitivity of deposits without maturity dates. These modifications are made to more closely reflect the most likely results under the various interest rate change scenarios. Since it is inherently difficult to predict the sensitivity of interest-bearing deposits to changes in interest rates, the changes in net interest income due to changes in interest rates cannot be precisely predicted. There are a variety of reasons that may cause actual results to vary considerably from the predictions presented below which include, but are not limited to, the timing, magnitude, and frequency of changes in interest rates, interest rate spreads, prepayments, and actions taken in response to such changes.
Specific assumptions used in the simulation model include:
•
Parallel yield curve shifts for market rates;
•
Current asset and liability spreads to market interest rates are fixed;
•
Traditional savings and interest-bearing demand accounts move at 10% of the rate ramp in either direction;
•
Retail Money Market and Business Money Market accounts move at 25% and 75% of the rate ramp in either direction respectively, subject to certain interest rate floors; and
•
Higher-balance demand deposit tiers and promotional demand accounts move at 50% to 75% of the rate ramp in either direction, subject to certain interest rate floors.
The following table sets forth the results of a twelve-month net interest income projection model as of March 31, 2025 (dollars in thousands):
| Change in interest rates (basis points) - Rate Ramp | Net Interest Income | |||||||||||||||||||
| Dollar Amount | Dollar Change | Percent Change | ||||||||||||||||||
| -200 | $ | 773,769 | $ | (1,014) | (0.1) | % | ||||||||||||||
| -100 | 774,162 | (621) | (0.1) | |||||||||||||||||
| Static | 774,783 | — | — | |||||||||||||||||
| +100 | 771,151 | (3,632) | (0.5) | |||||||||||||||||
| +200 | 766,938 | (7,845) | (1.0) | |||||||||||||||||
The interest rate risk position of the Company is slightly liability-sensitive. As a result, the preceding table indicates that, as of March 31, 2025, in the event of a 200 basis point increase in interest rates, whereby rates ramp up evenly over a twelve-month period, net interest income would decrease 1.0%, or $7.8 million. In the event of a 200 basis point decrease in interest rates, whereby rates ramp downward evenly over a twelve-month period, net interest income would decrease 0.1%, or $1.0 million over the same period. In this downward rate scenario, rates on deposits have a repricing floor of zero.
Another measure of interest rate sensitivity is to model changes in economic value of equity through the use of immediate and sustained interest rate shocks. The following table illustrates the result of the economic value of equity model as of March 31,
54
2025 (dollars in thousands):
| Present Value of Equity | Present Value of Equity as Percent of Present Value of Assets | |||||||||||||||||||||||||||||||
| Change in interest rates (basis points) | Dollar Amount | Dollar Change |
Percent
Change |
Present Value
Ratio |
Percent
Change |
|||||||||||||||||||||||||||
| -200 | $ | 3,090,161 | $ | (240,002) | (7.2) | % | 12.1% | (9.7) | % | |||||||||||||||||||||||
| -100 | 3,229,222 | (100,941) | (3.0) | 12.8 | (4.4) | |||||||||||||||||||||||||||
| Flat | 3,330,163 | — | — | 13.4 | — | |||||||||||||||||||||||||||
| +100 | 3,367,674 | 37,511 | 1.1 | 13.8 | 2.9 | |||||||||||||||||||||||||||
| +200 | 3,392,091 | 61,928 | 1.9 | 14.1 | 5.4 | |||||||||||||||||||||||||||
The preceding table indicates that as of March 31, 2025, in the event of an immediate and sustained 200 basis point increase in interest rates, the present value of equity is projected to increase 1.9%, or $61.9 million. If rates were to decrease 200 basis points, the present value of equity would decrease 7.2%, or $240.0 million.
Certain shortcomings are inherent in the methodologies used in the above interest rate risk measurements. Modeling changes in net interest income requires the use of certain assumptions regarding prepayment and deposit decay rates, which may or may not reflect future loan prepayment and deposit withdrawal activity. While management believes such assumptions are reasonable, there can be no assurance that assumed prepayment rates and decay rates will approximate actual future loan prepayment and deposit withdrawal activity. Moreover, the net interest income table presented assumes that the composition of interest sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and also assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. Accordingly, although the net interest income table provides an indication of the Company’s interest rate risk exposure at a particular point in time, such measurement is not intended to and does not provide a precise forecast of the effect of changes in market interest rates on the Company’s net interest income and will differ from actual results.
|
Item 4.
|
CONTROLS AND PROCEDURES.
|
||||
Under the supervision and with the participation of management, including the Principal Executive Officer and the Principal Financial Officer, the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934) were evaluated at the end of the period covered by this report. Based upon that evaluation, the Principal Executive Officer and the Principal Financial Officer concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures are effective.
PART II—OTHER INFORMATION
|
Item 1.
|
Legal Proceedings
|
||||
Information regarding legal proceedings is incorporated by reference from “Contingencies” in Note 9 to our Consolidated Financial Statements (unaudited) set forth in Part I of this report.
|
Item 1A.
|
Risk Factors | ||||
There were no changes to the risk factors previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
55
|
Item 2.
|
Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities. | ||||
ISSUER PURCHASES OF EQUITY SECURITIES
| Period |
(a) Total Number of Shares
Purchased |
(b) Average
Price Paid per Share |
(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(1) (2)
|
(d) Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs
(1) (2)
|
||||||||||||||||||||||
| January 1, 2025 through January 31, 2025 | — | $ | — | — | 972,539 | |||||||||||||||||||||
| February 1, 2025 through February 28, 2025 | — | — | — | 972,539 | ||||||||||||||||||||||
| March 1, 2025 through March 31, 2025 | 99,541 | 18.19 | 99,541 | 872,998 | ||||||||||||||||||||||
| Total | 99,541 | 18.19 | 99,541 | |||||||||||||||||||||||
(1)
On December 28, 2020, the Company’s Board of Directors approved the purchase of up to 3,900,000 shares of its common stock under a ninth general repurchase program to commence upon completion of the eighth repurchase program. The repurchase program has no expiration date.
|
Item 3.
|
Defaults Upon Senior Securities.
|
||||
Not Applicable
|
Item 4.
|
Mine Safety Disclosures
|
||||
Not Applicable
|
Item 5.
|
Other Information.
|
||||
(a) During the three months ended March 31, 2025, none of the Company’s directors or executive officers
adopted
or
terminated
any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement," as that term is used in SEC regulations.
56
|
Item 6.
|
Exhibits.
|
||||
| 2.1 | |||||
| 2.2 | |||||
| 2.3 | |||||
| 3.1 | |||||
| 3.2 | |||||
| 4.1 | |||||
| 31.1 | |||||
| 31.2 | |||||
| 32 | |||||
| 101 |
The following financial statements from the Company’s Quarterly Report to Stockholders on Form 10-Q for the quarter ended March 31, 2025, formatted in iXBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholder’s Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements.
|
||||
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | |||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |||||||
| 101.LAB | XBRL Taxonomy Extension Labels Linkbase Document | |||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | |||||||
| 104 |
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, has been formatted in iXBRL.
|
|||||||
57
SIGNATURES
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.
| PROVIDENT FINANCIAL SERVICES, INC. | ||||||||||||||||||||
| Date: | May 8, 2025 | By: | /s/ Anthony J. Labozzetta | |||||||||||||||||
| Anthony J. Labozzetta | ||||||||||||||||||||
| President and Chief Executive Officer (Principal Executive Officer) | ||||||||||||||||||||
| Date: | May 8, 2025 | By: | /s/ Thomas M. Lyons | |||||||||||||||||
| Thomas M. Lyons | ||||||||||||||||||||
| Senior Executive Vice President and Chief Financial Officer (Principal Financial Officer) | ||||||||||||||||||||
| Date: | May 8, 2025 | By: | /s/ Adriano M. Duarte | |||||||||||||||||
| Adriano M. Duarte | ||||||||||||||||||||
| Executive Vice President and Chief Accounting Officer | ||||||||||||||||||||
58
TABLE OF CONTENTS
Part I Financial InformationprintItem 1. Financial StatementsprintNote 1. Summary Of Significant Accounting PoliciesprintNote 2. Business CombinationsprintNote 3. Investment SecuritiesprintNote 4. Loans Receivable and Allowance For Credit LossesprintNote 5. DepositsprintNote 6. Borrowed FundsprintNote 7. Components Of Net Periodic Benefit CostprintNote 8. Impact Of Recent Accounting PronouncementsprintNote 9. ContingenciesprintNote 10. Allowance For Credit Losses on Off-balance Sheet Credit ExposuresprintNote 11. Fair Value MeasurementsprintNote 12. Other Comprehensive (loss) IncomeprintNote 13. Derivative and Hedging ActivitiesprintNote 14. Revenue RecognitionprintNote 15. LeasesprintNote 16. Segment ReportingprintNote 17. Subsequent EventsprintItem 2. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 3. Quantitative and Qualitative Disclosures About Market RiskprintItem 4. Controls and ProceduresprintPart II Other InformationprintItem 1. Legal ProceedingsprintItem 1A. Risk FactorsprintItem 2. Unregistered Sales Of Equity Securities, Use Of Proceeds, and Issuer Purchases Of Equity SecuritiesprintItem 3. Defaults Upon Senior SecuritiesprintItem 4. Mine Safety DisclosuresprintItem 5. Other InformationprintItem 6. Exhibitsprint