x
|
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended
MARCH 31, 2017
or
|
o
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ______ to ______.
|
RHODE ISLAND
|
|
05-0404671
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
23 BROAD STREET
|
|
|
WESTERLY, RHODE ISLAND
|
|
02891
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(Address of principal executive offices)
|
|
(Zip Code)
|
(401) 348-1200
|
(Registrant’s telephone number, including area code)
|
Large accelerated filer
o
|
|
Accelerated filer
x
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
(Do not check if a smaller reporting company)
|
|
Emerging growth company
o
|
FORM 10-Q
|
|
WASHINGTON TRUST BANCORP, INC. AND SUBSIDIARIES
|
|
For the Quarter Ended March 31, 2017
|
|
|
|
TABLE OF CONTENTS
|
|
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Page Number
|
|
|
|
|
|
|
|
|
Consolidated Balance Sheets
(unaudited)
|
(Dollars in thousands, except par value)
|
|
March 31,
2017 |
|
December 31,
2016 |
||||
Assets:
|
|
|
|
||||
Cash and due from banks
|
|
$111,941
|
|
|
|
$106,185
|
|
Short-term investments
|
2,039
|
|
|
1,612
|
|
||
Mortgage loans held for sale, at fair value
|
25,414
|
|
|
29,434
|
|
||
Securities:
|
|
|
|
||||
Available for sale, at fair value
|
754,720
|
|
|
739,912
|
|
||
Held to maturity, at amortized cost (fair value $14,965 at March 31, 2017 and $15,920 at December 31, 2016)
|
14,721
|
|
|
15,633
|
|
||
Total securities
|
769,441
|
|
|
755,545
|
|
||
Federal Home Loan Bank stock, at cost
|
43,714
|
|
|
43,129
|
|
||
Loans:
|
|
|
|
||||
Commercial
|
1,762,499
|
|
|
1,771,666
|
|
||
Residential real estate
|
1,131,210
|
|
|
1,122,748
|
|
||
Consumer
|
331,151
|
|
|
339,957
|
|
||
Total loans
|
3,224,860
|
|
|
3,234,371
|
|
||
Less allowance for loan losses
|
26,446
|
|
|
26,004
|
|
||
Net loans
|
3,198,414
|
|
|
3,208,367
|
|
||
Premises and equipment, net
|
28,853
|
|
|
29,020
|
|
||
Investment in bank-owned life insurance
|
71,642
|
|
|
71,105
|
|
||
Goodwill
|
64,059
|
|
|
64,059
|
|
||
Identifiable intangible assets, net
|
9,898
|
|
|
10,175
|
|
||
Other assets
|
63,348
|
|
|
62,484
|
|
||
Total assets
|
|
$4,388,763
|
|
|
|
$4,381,115
|
|
Liabilities:
|
|
|
|
||||
Deposits:
|
|
|
|
||||
Demand deposits
|
|
$596,974
|
|
|
|
$585,960
|
|
NOW accounts
|
454,344
|
|
|
427,707
|
|
||
Money market accounts
|
762,233
|
|
|
730,075
|
|
||
Savings accounts
|
362,281
|
|
|
358,397
|
|
||
Time deposits
|
939,739
|
|
|
961,613
|
|
||
Total deposits
|
3,115,571
|
|
|
3,063,752
|
|
||
Federal Home Loan Bank advances
|
798,741
|
|
|
848,930
|
|
||
Junior subordinated debentures
|
22,681
|
|
|
22,681
|
|
||
Other liabilities
|
53,985
|
|
|
54,948
|
|
||
Total liabilities
|
3,990,978
|
|
|
3,990,311
|
|
||
Commitments and contingencies
|
|
|
|
|
|
||
Shareholders’ Equity:
|
|
|
|
||||
Common stock of $.0625 par value; authorized 60,000,000 shares; issued and outstanding 17,193,025 shares at March 31, 2017 and 17,170,820 shares at December 31, 2016
|
1,075
|
|
|
1,073
|
|
||
Paid-in capital
|
116,200
|
|
|
115,123
|
|
||
Retained earnings
|
299,555
|
|
|
294,365
|
|
||
Accumulated other comprehensive loss
|
(19,045
|
)
|
|
(19,757
|
)
|
||
Total shareholders’ equity
|
397,785
|
|
|
390,804
|
|
||
Total liabilities and shareholders’ equity
|
|
$4,388,763
|
|
|
|
$4,381,115
|
|
Consolidated Statements of Income
(unaudited)
|
(Dollars and shares in thousands, except per share amounts)
|
Three months ended March 31,
|
2017
|
|
|
2016
|
|
|||
Interest income:
|
|
|
|
|||||
Interest and fees on loans
|
|
$30,352
|
|
|
|
$29,998
|
|
|
Interest on securities:
|
Taxable
|
4,709
|
|
|
2,370
|
|
||
|
Nontaxable
|
112
|
|
|
327
|
|
||
Dividends on Federal Home Loan Bank stock
|
387
|
|
|
210
|
|
|||
Other interest income
|
104
|
|
|
64
|
|
|||
Total interest and dividend income
|
35,664
|
|
|
32,969
|
|
|||
Interest expense:
|
|
|
|
|||||
Deposits
|
3,502
|
|
|
2,968
|
|
|||
Federal Home Loan Bank advances
|
3,344
|
|
|
2,152
|
|
|||
Junior subordinated debentures
|
138
|
|
|
112
|
|
|||
Other interest expense
|
1
|
|
|
2
|
|
|||
Total interest expense
|
6,985
|
|
|
5,234
|
|
|||
Net interest income
|
28,679
|
|
|
27,735
|
|
|||
Provision for loan losses
|
400
|
|
|
500
|
|
|||
Net interest income after provision for loan losses
|
28,279
|
|
|
27,235
|
|
|||
Noninterest income:
|
|
|
|
|||||
Wealth management revenues
|
9,477
|
|
|
9,174
|
|
|||
Mortgage banking revenues
|
2,340
|
|
|
2,198
|
|
|||
Service charges on deposit accounts
|
883
|
|
|
907
|
|
|||
Card interchange fees
|
802
|
|
|
797
|
|
|||
Income from bank-owned life insurance
|
536
|
|
|
499
|
|
|||
Loan related derivative income
|
148
|
|
|
645
|
|
|||
Equity in earnings (losses) of unconsolidated subsidiaries
|
(88
|
)
|
|
(88
|
)
|
|||
Other income
|
412
|
|
|
502
|
|
|||
Total noninterest income
|
14,510
|
|
|
14,634
|
|
|||
Noninterest expense:
|
|
|
|
|||||
Salaries and employee benefits
|
16,795
|
|
|
16,380
|
|
|||
Net occupancy
|
1,967
|
|
|
1,807
|
|
|||
Equipment
|
1,467
|
|
|
1,501
|
|
|||
Outsourced services
|
1,457
|
|
|
1,363
|
|
|||
Legal, audit and professional fees
|
616
|
|
|
629
|
|
|||
FDIC deposit insurance costs
|
481
|
|
|
493
|
|
|||
Advertising and promotion
|
237
|
|
|
265
|
|
|||
Amortization of intangibles
|
277
|
|
|
323
|
|
|||
Debt prepayment penalties
|
—
|
|
|
431
|
|
|||
Change in fair value of contingent consideration
|
(310
|
)
|
|
25
|
|
|||
Other expenses
|
2,299
|
|
|
2,233
|
|
|||
Total noninterest expense
|
25,286
|
|
|
25,450
|
|
|||
Income before income taxes
|
17,503
|
|
|
16,419
|
|
|||
Income tax expense
|
5,721
|
|
|
5,484
|
|
|||
Net income
|
|
$11,782
|
|
|
|
$10,935
|
|
|
|
|
|
|
|||||
Weighted average common shares outstanding - basic
|
17,186
|
|
|
17,023
|
|
|||
Weighted average common shares outstanding - diluted
|
17,293
|
|
|
17,157
|
|
|||
Per share information:
|
Basic earnings per common share
|
|
$0.68
|
|
|
|
$0.64
|
|
|
Diluted earnings per common share
|
|
$0.68
|
|
|
|
$0.64
|
|
|
Cash dividends declared per share
|
|
$0.38
|
|
|
|
$0.36
|
|
Consolidated Statements of Comprehensive Income
(unaudited)
|
(Dollars in thousands)
|
Three months ended March 31,
|
2017
|
|
|
2016
|
|
||
Net income
|
|
$11,782
|
|
|
|
$10,935
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
Net change in fair value of securities available for sale
|
401
|
|
|
364
|
|
||
Net change in fair value of cash flow hedges
|
98
|
|
|
(66
|
)
|
||
Net change in defined benefit plan obligations
|
213
|
|
|
166
|
|
||
Total other comprehensive income, net of tax
|
712
|
|
|
464
|
|
||
Total comprehensive income
|
|
$12,494
|
|
|
|
$11,399
|
|
Consolidated Statements of Changes in Shareholders' Equity
(unaudited)
|
(Dollars and shares in thousands)
|
|
Common
Shares Outstanding |
|
Common
Stock
|
|
Paid-in
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other Comprehensive
(Loss) Income
|
|
Total
|
|||||||||||
Balance at January 1, 2017
|
17,171
|
|
|
|
$1,073
|
|
|
|
$115,123
|
|
|
|
$294,365
|
|
|
|
($19,757
|
)
|
|
|
$390,804
|
|
Net income
|
|
|
|
|
|
|
11,782
|
|
|
|
|
11,782
|
|
|||||||||
Total other comprehensive income, net of tax
|
|
|
|
|
|
|
|
|
712
|
|
|
712
|
|
|||||||||
Cash dividends declared
|
|
|
|
|
|
|
(6,592
|
)
|
|
|
|
(6,592
|
)
|
|||||||||
Share-based compensation
|
|
|
|
|
607
|
|
|
|
|
|
|
607
|
|
|||||||||
Exercise of stock options, issuance of other compensation-related equity awards
|
22
|
|
|
2
|
|
|
470
|
|
|
|
|
|
|
472
|
|
|||||||
Balance at March 31, 2017
|
17,193
|
|
|
|
$1,075
|
|
|
|
$116,200
|
|
|
|
$299,555
|
|
|
|
($19,045
|
)
|
|
|
$397,785
|
|
|
Common
Shares Outstanding |
|
Common
Stock |
|
Paid-in
Capital |
|
Retained
Earnings |
|
Accumulated
Other Comprehensive (Loss) Income |
|
Total
|
|||||||||||
Balance at January 1, 2016
|
17,020
|
|
|
|
$1,064
|
|
|
|
$110,949
|
|
|
|
$273,074
|
|
|
|
($9,699
|
)
|
|
|
$375,388
|
|
Net income
|
|
|
|
|
|
|
10,935
|
|
|
|
|
10,935
|
|
|||||||||
Total other comprehensive income, net of tax
|
|
|
|
|
|
|
|
|
464
|
|
|
464
|
|
|||||||||
Cash dividends declared
|
|
|
|
|
|
|
(6,199
|
)
|
|
|
|
(6,199
|
)
|
|||||||||
Share-based compensation
|
|
|
|
|
592
|
|
|
|
|
|
|
592
|
|
|||||||||
Exercise of stock options, issuance of other compensation-related equity awards and related tax benefit
|
4
|
|
|
—
|
|
|
100
|
|
|
|
|
|
|
100
|
|
|||||||
Balance at March 31, 2016
|
17,024
|
|
|
|
$1,064
|
|
|
|
$111,641
|
|
|
|
$277,810
|
|
|
|
($9,235
|
)
|
|
|
$381,280
|
|
Consolidated Statement of Cash Flows
(unaudited)
|
(Dollars in thousands)
|
Three months ended March 31,
|
2017
|
|
|
2016
|
|
|||
Cash flows from operating activities:
|
|
|
|
|||||
Net income
|
|
$11,782
|
|
|
|
$10,935
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|||||
Provision for loan losses
|
400
|
|
|
500
|
|
|||
Depreciation of premises and equipment
|
901
|
|
|
888
|
|
|||
Net amortization of premium and discount
|
893
|
|
|
390
|
|
|||
Amortization of intangibles
|
277
|
|
|
323
|
|
|||
Share-based compensation
|
607
|
|
|
592
|
|
|||
Tax benefit from stock option exercises and other equity awards
|
195
|
|
|
25
|
|
|||
Income from bank-owned life insurance
|
(536
|
)
|
|
(499
|
)
|
|||
Net gains on loan sales and commissions on loans originated for others
|
(2,269
|
)
|
|
(2,134
|
)
|
|||
Net gain on sale of portfolio loans
|
—
|
|
|
(135
|
)
|
|||
Equity in (earnings) losses of unconsolidated subsidiaries
|
88
|
|
|
88
|
|
|||
Proceeds from sales of loans
|
92,325
|
|
|
96,741
|
|
|||
Loans originated for sale
|
(86,133
|
)
|
|
(79,498
|
)
|
|||
Change in fair value of contingent consideration liability
|
(310
|
)
|
|
25
|
|
|||
Increase in other assets
|
(812
|
)
|
|
(11,971
|
)
|
|||
(Decrease) increase in other liabilities
|
(530
|
)
|
|
6,847
|
|
|||
Net cash provided by operating activities
|
16,878
|
|
|
23,117
|
|
|||
Cash flows from investing activities:
|
|
|
|
|||||
Purchases of:
|
Mortgage-backed securities available for sale
|
(20,248
|
)
|
|
(31,055
|
)
|
||
|
Other investment securities available for sale
|
(19,963
|
)
|
|
(19,995
|
)
|
||
Maturities and principal payments of:
|
Mortgage-backed securities available for sale
|
19,483
|
|
|
10,548
|
|
||
|
Other investment securities available for sale
|
5,875
|
|
|
4,501
|
|
||
|
Mortgage-backed securities held to maturity
|
871
|
|
|
935
|
|
||
Purchases of Federal Home Loan Bank stock
|
(585
|
)
|
|
(2,199
|
)
|
|||
Net decrease (increase) in loans
|
9,070
|
|
|
(35,705
|
)
|
|||
Net proceeds from sale of portfolio loans
|
—
|
|
|
510
|
|
|||
Purchases of loans
|
—
|
|
|
(98
|
)
|
|||
Purchases of premises and equipment
|
(733
|
)
|
|
(1,177
|
)
|
|||
Net cash used in investing activities
|
(6,230
|
)
|
|
(73,735
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|||||
Net increase (decrease) in deposits
|
51,819
|
|
|
(54,604
|
)
|
|||
Proceeds from Federal Home Loan Bank advances
|
175,000
|
|
|
272,500
|
|
|||
Repayment of Federal Home Loan Bank advances
|
(225,189
|
)
|
|
(164,284
|
)
|
|||
Net proceeds from stock option exercises and issuance of other equity awards
|
277
|
|
|
75
|
|
|||
Cash dividends paid
|
(6,372
|
)
|
|
(5,803
|
)
|
|||
Net cash (used in) provided by financing activities
|
(4,465
|
)
|
|
47,884
|
|
|||
Net increase (decrease) in cash and cash equivalents
|
6,183
|
|
|
(2,734
|
)
|
|||
Cash and cash equivalents at beginning of period
|
107,797
|
|
|
97,631
|
|
|||
Cash and cash equivalents at end of period
|
|
$113,980
|
|
|
|
$94,897
|
|
Noncash Investing and Financing Activities:
|
|
|
|
||||
Loans charged off
|
|
$79
|
|
|
|
$1,475
|
|
Loans transferred to property acquired through foreclosure or repossession
|
410
|
|
|
610
|
|
||
Supplemental Disclosures:
|
|
|
|
||||
Interest payments
|
|
$6,985
|
|
|
|
$4,986
|
|
Income tax payments
|
566
|
|
|
706
|
|
(Dollars in thousands)
|
|
||||||||||||||
March 31, 2017
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
||||||||
Securities Available for Sale:
|
|
|
|
|
|
|
|
||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
|
$131,456
|
|
|
|
$28
|
|
|
|
($3,240
|
)
|
|
|
$128,244
|
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
592,902
|
|
|
4,837
|
|
|
(8,946
|
)
|
|
588,793
|
|
||||
Obligations of states and political subdivisions
|
8,548
|
|
|
36
|
|
|
—
|
|
|
8,584
|
|
||||
Individual name issuer trust preferred debt securities
|
27,880
|
|
|
—
|
|
|
(2,743
|
)
|
|
25,137
|
|
||||
Corporate bonds
|
4,131
|
|
|
14
|
|
|
(183
|
)
|
|
3,962
|
|
||||
Total securities available for sale
|
|
$764,917
|
|
|
|
$4,915
|
|
|
|
($15,112
|
)
|
|
|
$754,720
|
|
Held to Maturity:
|
|
|
|
|
|
|
|
||||||||
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
|
$14,721
|
|
|
|
$244
|
|
|
|
$—
|
|
|
|
$14,965
|
|
Total securities held to maturity
|
|
$14,721
|
|
|
|
$244
|
|
|
|
$—
|
|
|
|
$14,965
|
|
Total securities
|
|
$779,638
|
|
|
|
$5,159
|
|
|
|
($15,112
|
)
|
|
|
$769,685
|
|
(Dollars in thousands)
|
|
||||||||||||||
December 31, 2016
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
||||||||
Securities Available for Sale:
|
|
|
|
|
|
|
|
||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
|
$111,483
|
|
|
|
$7
|
|
|
|
($3,050
|
)
|
|
|
$108,440
|
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
592,833
|
|
|
4,923
|
|
|
(9,671
|
)
|
|
588,085
|
|
||||
Obligations of states and political subdivisions
|
14,423
|
|
|
62
|
|
|
—
|
|
|
14,485
|
|
||||
Individual name issuer trust preferred debt securities
|
29,851
|
|
|
—
|
|
|
(3,115
|
)
|
|
26,736
|
|
||||
Corporate bonds
|
2,155
|
|
|
16
|
|
|
(5
|
)
|
|
2,166
|
|
||||
Total securities available for sale
|
|
$750,745
|
|
|
|
$5,008
|
|
|
|
($15,841
|
)
|
|
|
$739,912
|
|
Held to Maturity:
|
|
|
|
|
|
|
|
||||||||
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
|
$15,633
|
|
|
|
$287
|
|
|
|
$—
|
|
|
|
$15,920
|
|
Total securities held to maturity
|
|
$15,633
|
|
|
|
$287
|
|
|
|
$—
|
|
|
|
$15,920
|
|
Total securities
|
|
$766,378
|
|
|
|
$5,295
|
|
|
|
($15,841
|
)
|
|
|
$755,832
|
|
(Dollars in thousands)
|
Available for Sale
|
|
Held to Maturity
|
||||||||||||
March 31, 2017
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Due in one year or less
|
|
$61,790
|
|
|
|
$61,370
|
|
|
|
$1,851
|
|
|
|
$1,881
|
|
Due after one year to five years
|
249,476
|
|
|
246,868
|
|
|
5,926
|
|
|
6,024
|
|
||||
Due after five years to ten years
|
249,319
|
|
|
245,182
|
|
|
4,802
|
|
|
4,882
|
|
||||
Due after ten years
|
204,332
|
|
|
201,300
|
|
|
2,142
|
|
|
2,178
|
|
||||
Total securities
|
|
$764,917
|
|
|
|
$754,720
|
|
|
|
$14,721
|
|
|
|
$14,965
|
|
(Dollars in thousands)
|
Less than 12 Months
|
|
12 Months or Longer
|
|
Total
|
||||||||||||||||||||||||
March 31, 2017
|
#
|
|
Fair
Value |
Unrealized
Losses |
|
#
|
|
|
Fair
Value
|
Unrealized
Losses
|
|
#
|
|
|
Fair
Value
|
Unrealized
Losses
|
|||||||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
10
|
|
|
|
$98,249
|
|
|
($3,240
|
)
|
|
—
|
|
|
|
$—
|
|
|
$—
|
|
|
10
|
|
|
|
$98,249
|
|
|
($3,240
|
)
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
35
|
|
|
390,070
|
|
(8,946
|
)
|
|
—
|
|
|
—
|
|
—
|
|
|
35
|
|
|
390,070
|
|
(8,946
|
)
|
||||||
Individual name issuer trust preferred debt securities
|
—
|
|
|
—
|
|
—
|
|
|
9
|
|
|
25,137
|
|
(2,743
|
)
|
|
9
|
|
|
25,137
|
|
(2,743
|
)
|
||||||
Corporate bonds
|
2
|
|
|
401
|
|
(3
|
)
|
|
1
|
|
|
1,800
|
|
(180
|
)
|
|
3
|
|
|
2,201
|
|
(183
|
)
|
||||||
Total temporarily impaired securities
|
47
|
|
|
|
$488,720
|
|
|
($12,189
|
)
|
|
10
|
|
|
|
$26,937
|
|
|
($2,923
|
)
|
|
57
|
|
|
|
$515,657
|
|
|
($15,112
|
)
|
(Dollars in thousands)
|
Less than 12 Months
|
|
12 Months or Longer
|
|
Total
|
||||||||||||||||||||||||
December 31, 2016
|
#
|
|
|
Fair
Value
|
Unrealized
Losses
|
|
#
|
|
|
Fair
Value
|
Unrealized
Losses
|
|
#
|
|
|
Fair
Value
|
Unrealized
Losses
|
||||||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
10
|
|
|
|
$98,433
|
|
|
($3,050
|
)
|
|
—
|
|
|
|
$—
|
|
|
$—
|
|
|
10
|
|
|
|
$98,433
|
|
|
($3,050
|
)
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
35
|
|
|
407,073
|
|
(9,671
|
)
|
|
—
|
|
|
—
|
|
—
|
|
|
35
|
|
|
407,073
|
|
(9,671
|
)
|
||||||
Individual name issuer trust preferred debt securities
|
—
|
|
|
—
|
|
—
|
|
|
10
|
|
|
26,736
|
|
(3,115
|
)
|
|
10
|
|
|
26,736
|
|
(3,115
|
)
|
||||||
Corporate bonds
|
2
|
|
|
400
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
—
|
|
|
2
|
|
|
400
|
|
(5
|
)
|
||||||
Total temporarily impaired securities
|
47
|
|
|
|
$505,906
|
|
|
($12,726
|
)
|
|
10
|
|
|
|
$26,736
|
|
|
($3,115
|
)
|
|
57
|
|
|
|
$532,642
|
|
|
($15,841
|
)
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
|
%
|
|
|
Amount
|
|
|
%
|
|
||
Commercial:
|
|
|
|
|
|
|
|
||||||
Mortgages
(1)
|
|
$1,076,648
|
|
|
33
|
%
|
|
|
$1,074,186
|
|
|
33
|
%
|
Construction & development
(2)
|
123,841
|
|
|
4
|
|
|
121,371
|
|
|
4
|
|
||
Commercial & industrial
(3)
|
562,010
|
|
|
18
|
|
|
576,109
|
|
|
18
|
|
||
Total commercial
|
1,762,499
|
|
|
55
|
|
|
1,771,666
|
|
|
55
|
|
||
Residential real estate:
|
|
|
|
|
|
|
|
||||||
Mortgages
|
1,100,435
|
|
|
34
|
|
|
1,094,824
|
|
|
34
|
|
||
Homeowner construction
|
30,775
|
|
|
1
|
|
|
27,924
|
|
|
1
|
|
||
Total residential real estate
|
1,131,210
|
|
|
35
|
|
|
1,122,748
|
|
|
35
|
|
||
Consumer:
|
|
|
|
|
|
|
|
||||||
Home equity lines
|
258,695
|
|
|
8
|
|
|
264,200
|
|
|
8
|
|
||
Home equity loans
|
36,050
|
|
|
1
|
|
|
37,272
|
|
|
1
|
|
||
Other
(4)
|
36,406
|
|
|
1
|
|
|
38,485
|
|
|
1
|
|
||
Total consumer
|
331,151
|
|
|
10
|
|
|
339,957
|
|
|
10
|
|
||
Total loans
(5)
|
|
$3,224,860
|
|
|
100
|
%
|
|
|
$3,234,371
|
|
|
100
|
%
|
(1)
|
Loans primarily secured by income producing property.
|
(2)
|
Loans for construction of commercial properties, loans to developers for construction of residential properties and loans for land development.
|
(3)
|
Loans to businesses and individuals, a substantial portion of which are fully or partially collateralized by real estate.
|
(4)
|
Loans to individuals secured by general aviation aircraft and other personal installment loans.
|
(5)
|
Includes net unamortized loan origination costs of
$3.2 million
and
$3.0 million
, respectively, at
March 31, 2017
and
December 31, 2016
and net unamortized premiums on purchased loans of
$907 thousand
and
$783 thousand
, respectively, at
March 31, 2017
and
December 31,
2016
.
|
(Dollars in thousands)
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||
Commercial:
|
|
|
|
||||
Mortgages
|
|
$7,809
|
|
|
|
$7,811
|
|
Construction & development
|
—
|
|
|
—
|
|
||
Commercial & industrial
|
1,129
|
|
|
1,337
|
|
||
Residential real estate:
|
|
|
|
||||
Mortgages
|
12,253
|
|
|
11,736
|
|
||
Homeowner construction
|
—
|
|
|
—
|
|
||
Consumer:
|
|
|
|
||||
Home equity lines
|
91
|
|
|
—
|
|
||
Home equity loans
|
730
|
|
|
1,058
|
|
||
Other
|
115
|
|
|
116
|
|
||
Total nonaccrual loans
|
|
$22,127
|
|
|
|
$22,058
|
|
Accruing loans 90 days or more past due
|
|
$—
|
|
|
|
$—
|
|
(Dollars in thousands)
|
Days Past Due
|
|
|
|
|
|
|
||||||||||||||||
March 31, 2017
|
30-59
|
|
60-89
|
|
Over 90
|
|
Total Past Due
|
|
Current
|
|
Total Loans
|
||||||||||||
Commercial:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
|
$—
|
|
|
|
$—
|
|
|
|
$7,806
|
|
|
|
$7,806
|
|
|
|
$1,068,842
|
|
|
|
$1,076,648
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
123,841
|
|
|
123,841
|
|
||||||
Commercial & industrial
|
7
|
|
|
—
|
|
|
1,039
|
|
|
1,046
|
|
|
560,964
|
|
|
562,010
|
|
||||||
Residential real estate:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
1,826
|
|
|
1,515
|
|
|
7,192
|
|
|
10,533
|
|
|
1,089,902
|
|
|
1,100,435
|
|
||||||
Homeowner construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,775
|
|
|
30,775
|
|
||||||
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Home equity lines
|
517
|
|
|
—
|
|
|
—
|
|
|
517
|
|
|
258,178
|
|
|
258,695
|
|
||||||
Home equity loans
|
423
|
|
|
102
|
|
|
380
|
|
|
905
|
|
|
35,145
|
|
|
36,050
|
|
||||||
Other
|
14
|
|
|
—
|
|
|
111
|
|
|
125
|
|
|
36,281
|
|
|
36,406
|
|
||||||
Total loans
|
|
$2,787
|
|
|
|
$1,617
|
|
|
|
$16,528
|
|
|
|
$20,932
|
|
|
|
$3,203,928
|
|
|
|
$3,224,860
|
|
(Dollars in thousands)
|
Days Past Due
|
|
|
|
|
|
|
||||||||||||||||
December 31, 2016
|
30-59
|
|
60-89
|
|
Over 90
|
|
Total Past Due
|
|
Current
|
|
Total Loans
|
||||||||||||
Commercial:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
|
$901
|
|
|
|
$—
|
|
|
|
$7,807
|
|
|
|
$8,708
|
|
|
|
$1,065,478
|
|
|
|
$1,074,186
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
121,371
|
|
|
121,371
|
|
||||||
Commercial & industrial
|
409
|
|
|
—
|
|
|
745
|
|
|
1,154
|
|
|
574,955
|
|
|
576,109
|
|
||||||
Residential real estate:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
5,381
|
|
|
652
|
|
|
6,193
|
|
|
12,226
|
|
|
1,082,598
|
|
|
1,094,824
|
|
||||||
Homeowner construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,924
|
|
|
27,924
|
|
||||||
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Home equity lines
|
655
|
|
|
26
|
|
|
—
|
|
|
681
|
|
|
263,519
|
|
|
264,200
|
|
||||||
Home equity loans
|
776
|
|
|
76
|
|
|
658
|
|
|
1,510
|
|
|
35,762
|
|
|
37,272
|
|
||||||
Other
|
32
|
|
|
1
|
|
|
110
|
|
|
143
|
|
|
38,342
|
|
|
38,485
|
|
||||||
Total loans
|
|
$8,154
|
|
|
|
$755
|
|
|
|
$15,513
|
|
|
|
$24,422
|
|
|
|
$3,209,949
|
|
|
|
$3,234,371
|
|
(Dollars in thousands)
|
Recorded Investment
(1)
|
|
Unpaid Principal
|
|
Related Allowance
|
||||||||||||||||||
|
Mar 31,
2017 |
|
Dec 31,
2016 |
|
Mar 31,
2017 |
|
Dec 31,
2016 |
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||||||||||
No Related Allowance Recorded:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
|
$4,673
|
|
|
|
$4,676
|
|
|
|
$9,014
|
|
|
|
$9,019
|
|
|
|
$—
|
|
|
|
$—
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Commercial & industrial
|
5,618
|
|
|
6,458
|
|
|
5,758
|
|
|
6,550
|
|
|
—
|
|
|
—
|
|
||||||
Residential real estate:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
14,953
|
|
|
14,385
|
|
|
15,092
|
|
|
14,569
|
|
|
—
|
|
|
—
|
|
||||||
Homeowner construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Home equity lines
|
91
|
|
|
—
|
|
|
91
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Home equity loans
|
730
|
|
|
1,137
|
|
|
752
|
|
|
1,177
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
—
|
|
|
116
|
|
|
—
|
|
|
116
|
|
|
—
|
|
|
—
|
|
||||||
Subtotal
|
26,065
|
|
|
26,772
|
|
|
30,707
|
|
|
31,431
|
|
|
—
|
|
|
—
|
|
||||||
With Related Allowance Recorded:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Commercial:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
|
$5,106
|
|
|
|
$5,104
|
|
|
|
$6,089
|
|
|
|
$6,087
|
|
|
|
$461
|
|
|
|
$448
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Commercial & industrial
|
1,266
|
|
|
662
|
|
|
1,325
|
|
|
699
|
|
|
201
|
|
|
3
|
|
||||||
Residential real estate:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
1,232
|
|
|
1,285
|
|
|
1,258
|
|
|
1,310
|
|
|
183
|
|
|
151
|
|
||||||
Homeowner construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Home equity lines
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Home equity loans
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
143
|
|
|
28
|
|
|
143
|
|
|
29
|
|
|
16
|
|
|
4
|
|
||||||
Subtotal
|
7,747
|
|
|
7,079
|
|
|
8,815
|
|
|
8,125
|
|
|
861
|
|
|
606
|
|
||||||
Total impaired loans
|
|
$33,812
|
|
|
|
$33,851
|
|
|
|
$39,522
|
|
|
|
$39,556
|
|
|
|
$861
|
|
|
|
$606
|
|
Total:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial
|
|
$16,663
|
|
|
|
$16,900
|
|
|
|
$22,186
|
|
|
|
$22,355
|
|
|
|
$662
|
|
|
|
$451
|
|
Residential real estate
|
16,185
|
|
|
15,670
|
|
|
16,350
|
|
|
15,879
|
|
|
183
|
|
|
151
|
|
||||||
Consumer
|
964
|
|
|
1,281
|
|
|
986
|
|
|
1,322
|
|
|
16
|
|
|
4
|
|
||||||
Total impaired loans
|
|
$33,812
|
|
|
|
$33,851
|
|
|
|
$39,522
|
|
|
|
$39,556
|
|
|
|
$861
|
|
|
|
$606
|
|
(1)
|
The recorded investment in impaired loans consists of unpaid principal balance, net of charge-offs, interest payments received applied to principal and unamortized deferred loan origination fees and costs. For impaired accruing loans (troubled debt restructurings for which management has concluded that the collectibility of the loan is not in doubt), the recorded investment also includes accrued interest.
|
|
|
|
|
|
|
|
|
||||||||
(Dollars in thousands)
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Commercial:
|
|
|
|
|
|
|
|
||||||||
Mortgages
|
|
$9,780
|
|
|
|
$14,740
|
|
|
|
$26
|
|
|
|
$93
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Commercial & industrial
|
6,965
|
|
|
3,800
|
|
|
76
|
|
|
11
|
|
||||
Residential real estate:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Mortgages
|
16,240
|
|
|
11,069
|
|
|
122
|
|
|
69
|
|
||||
Homeowner construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Consumer:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Home equity lines
|
76
|
|
|
671
|
|
|
2
|
|
|
2
|
|
||||
Home equity loans
|
893
|
|
|
1,175
|
|
|
8
|
|
|
13
|
|
||||
Other
|
143
|
|
|
145
|
|
|
4
|
|
|
2
|
|
||||
Totals
|
|
$34,097
|
|
|
|
$31,600
|
|
|
|
$238
|
|
|
|
$190
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
Pass
|
|
Special Mention
|
|
Classified
|
||||||||||||||||||
|
Mar 31,
2017 |
|
Dec 31,
2016 |
|
Mar 31,
2017 |
|
Dec 31,
2016 |
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||||||||||
Commercial:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mortgages
|
|
$1,067,829
|
|
|
|
$1,065,358
|
|
|
|
$776
|
|
|
|
$776
|
|
|
|
$8,043
|
|
|
|
$8,052
|
|
Construction & development
|
123,841
|
|
|
121,371
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Commercial & industrial
|
545,494
|
|
|
559,416
|
|
|
9,230
|
|
|
8,938
|
|
|
7,286
|
|
|
7,755
|
|
||||||
Total commercial loans
|
|
$1,737,164
|
|
|
|
$1,746,145
|
|
|
|
$10,006
|
|
|
|
$9,714
|
|
|
|
$15,329
|
|
|
|
$15,807
|
|
(Dollars in thousands)
|
Current and Under 90 Days Past Due
|
|
Over 90 Days
Past Due
|
||||||||||||
|
Mar 31,
2017 |
|
Dec 31,
2016 |
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||||||
Residential real estate:
|
|
|
|
|
|
|
|
||||||||
Accruing mortgages
|
|
$1,088,182
|
|
|
|
$1,083,088
|
|
|
|
$—
|
|
|
|
$—
|
|
Nonaccrual mortgages
|
5,061
|
|
|
5,543
|
|
|
7,192
|
|
|
6,193
|
|
||||
Homeowner construction
|
30,775
|
|
|
27,924
|
|
|
—
|
|
|
—
|
|
||||
Total residential loans
|
|
$1,124,018
|
|
|
|
$1,116,555
|
|
|
|
$7,192
|
|
|
|
$6,193
|
|
Consumer:
|
|
|
|
|
|
|
|
||||||||
Home equity lines
|
|
$258,695
|
|
|
|
$264,200
|
|
|
|
$—
|
|
|
|
$—
|
|
Home equity loans
|
35,670
|
|
|
36,614
|
|
|
380
|
|
|
658
|
|
||||
Other
|
36,295
|
|
|
38,375
|
|
|
111
|
|
|
110
|
|
||||
Total consumer loans
|
|
$330,660
|
|
|
|
$339,189
|
|
|
|
$491
|
|
|
|
$768
|
|
(Dollars in thousands)
|
Commercial
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Mortgages
|
|
Construction
|
|
C&I (1)
|
|
Total Commercial
|
|
Residential
|
|
Consumer
|
|
Total
|
||||||||||||||
Beginning Balance
|
|
$9,971
|
|
|
|
$1,195
|
|
|
|
$6,992
|
|
|
|
$18,158
|
|
|
|
$5,252
|
|
|
|
$2,594
|
|
|
|
$26,004
|
|
Charge-offs
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|
—
|
|
|
(77
|
)
|
|
(79
|
)
|
|||||||
Recoveries
|
—
|
|
|
—
|
|
|
107
|
|
|
107
|
|
|
4
|
|
|
10
|
|
|
121
|
|
|||||||
Provision
|
890
|
|
|
310
|
|
|
(800
|
)
|
|
400
|
|
|
103
|
|
|
(103
|
)
|
|
400
|
|
|||||||
Ending Balance
|
|
$10,861
|
|
|
|
$1,505
|
|
|
|
$6,297
|
|
|
|
$18,663
|
|
|
|
$5,359
|
|
|
|
$2,424
|
|
|
|
$26,446
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
Commercial
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Mortgages
|
|
Construction
|
|
C&I (1)
|
|
Total Commercial
|
|
Residential
|
|
Consumer
|
|
Total
|
||||||||||||||
Beginning Balance
|
|
$9,140
|
|
|
|
$1,758
|
|
|
|
$8,202
|
|
|
|
$19,100
|
|
|
|
$5,460
|
|
|
|
$2,509
|
|
|
|
$27,069
|
|
Charge-offs
|
(1,253
|
)
|
|
—
|
|
|
(8
|
)
|
|
(1,261
|
)
|
|
(136
|
)
|
|
(78
|
)
|
|
(1,475
|
)
|
|||||||
Recoveries
|
4
|
|
|
—
|
|
|
26
|
|
|
30
|
|
|
2
|
|
|
11
|
|
|
43
|
|
|||||||
Provision
|
695
|
|
|
(115
|
)
|
|
41
|
|
|
621
|
|
|
37
|
|
|
(158
|
)
|
|
500
|
|
|||||||
Ending Balance
|
|
$8,586
|
|
|
|
$1,643
|
|
|
|
$8,261
|
|
|
|
$18,490
|
|
|
|
$5,363
|
|
|
|
$2,284
|
|
|
|
$26,137
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||
|
Loans
|
|
Related Allowance
|
|
Loans
|
|
Related Allowance
|
||||||||
Loans Individually Evaluated for Impairment:
|
|
|
|
|
|
|
|
||||||||
Commercial:
|
|
|
|
|
|
|
|
||||||||
Mortgages
|
|
$9,773
|
|
|
|
$461
|
|
|
|
$9,776
|
|
|
|
$448
|
|
Construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Commercial & industrial
|
6,863
|
|
|
201
|
|
|
7,098
|
|
|
3
|
|
||||
Residential real estate
|
16,176
|
|
|
183
|
|
|
15,661
|
|
|
151
|
|
||||
Consumer
|
964
|
|
|
16
|
|
|
1,280
|
|
|
4
|
|
||||
Subtotal
|
33,776
|
|
|
861
|
|
|
33,815
|
|
|
606
|
|
||||
Loans Collectively Evaluated for Impairment:
|
|
|
|
|
|
|
|
||||||||
Commercial:
|
|
|
|
|
|
|
|
||||||||
Mortgages
|
|
$1,066,875
|
|
|
|
$10,400
|
|
|
|
$1,064,410
|
|
|
|
$9,523
|
|
Construction & development
|
123,841
|
|
|
1,505
|
|
|
121,371
|
|
|
1,195
|
|
||||
Commercial & industrial
|
555,147
|
|
|
6,096
|
|
|
569,011
|
|
|
6,989
|
|
||||
Residential real estate
|
1,115,034
|
|
|
5,176
|
|
|
1,107,087
|
|
|
5,101
|
|
||||
Consumer
|
330,187
|
|
|
2,408
|
|
|
338,677
|
|
|
2,590
|
|
||||
Subtotal
|
3,191,084
|
|
|
25,585
|
|
|
3,200,556
|
|
|
25,398
|
|
||||
Total
|
|
$3,224,860
|
|
|
|
$26,446
|
|
|
|
$3,234,371
|
|
|
|
$26,004
|
|
(Dollars in thousands)
|
Total Outstanding
|
|
Weighted
Average Rate
|
|||
April 1, 2017 to December 31, 2017
|
|
$369,886
|
|
|
1.02
|
%
|
2018
|
98,134
|
|
|
1.28
|
|
|
2019
|
137,258
|
|
|
1.62
|
|
|
2020
|
72,033
|
|
|
1.90
|
|
|
2021
|
51,222
|
|
|
2.43
|
|
|
2022 and thereafter
|
70,208
|
|
|
3.34
|
|
|
Balance at March 31, 2017
|
|
$798,741
|
|
|
1.60
|
%
|
(Dollars in thousands)
|
Actual
|
|
For Capital Adequacy Purposes
|
|
To Be “Well Capitalized” Under Prompt Corrective Action Provisions
|
|||||||||||||||
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
|
$396,468
|
|
|
12.38
|
%
|
|
|
$256,285
|
|
|
8.00
|
%
|
|
N/A
|
|
|
N/A
|
|
|
Bank
|
395,157
|
|
|
12.34
|
|
|
256,233
|
|
|
8.00
|
|
|
|
$320,291
|
|
|
10.00
|
%
|
||
Tier 1 Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
369,781
|
|
|
11.54
|
|
|
192,214
|
|
|
6.00
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
368,470
|
|
|
11.50
|
|
|
192,175
|
|
|
6.00
|
|
|
256,233
|
|
|
8.00
|
|
|||
Common Equity Tier 1 Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
347,782
|
|
|
10.86
|
|
|
144,160
|
|
|
4.50
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
368,470
|
|
|
11.50
|
|
|
144,131
|
|
|
4.50
|
|
|
208,189
|
|
|
6.50
|
|
|||
Tier 1 Capital (to Average Assets): (1)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
369,781
|
|
|
8.58
|
|
|
172,300
|
|
|
4.00
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
368,470
|
|
|
8.56
|
|
|
172,224
|
|
|
4.00
|
|
|
215,280
|
|
|
5.00
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
390,867
|
|
|
12.26
|
|
|
255,093
|
|
|
8.00
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
389,840
|
|
|
12.23
|
|
|
255,050
|
|
|
8.00
|
|
|
318,813
|
|
|
10.00
|
|
|||
Tier 1 Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
364,655
|
|
|
11.44
|
|
|
191,320
|
|
|
6.00
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
363,628
|
|
|
11.41
|
|
|
191,288
|
|
|
6.00
|
|
|
255,050
|
|
|
8.00
|
|
|||
Common Equity Tier 1 Capital (to Risk-Weighted Assets):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
342,656
|
|
|
10.75
|
|
|
143,490
|
|
|
4.50
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
363,628
|
|
|
11.41
|
|
|
143,466
|
|
|
4.50
|
|
|
207,228
|
|
|
6.50
|
|
|||
Tier 1 Capital (to Average Assets): (1)
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Corporation
|
364,655
|
|
|
8.67
|
|
|
168,271
|
|
|
4.00
|
|
|
N/A
|
|
|
N/A
|
|
|||
Bank
|
363,628
|
|
|
8.65
|
|
|
168,207
|
|
|
4.00
|
|
|
210,259
|
|
|
5.00
|
|
(1)
|
Leverage ratio.
|
(Dollars in thousands)
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||||
|
|
Fair Value
|
|
|
Fair Value
|
||||||||||||
|
Balance Sheet Location
|
Mar 31, 2017
|
|
Dec 31, 2016
|
|
Balance Sheet Location
|
Mar 31, 2017
|
|
Dec 31, 2016
|
||||||||
Derivatives Designated as Cash Flow Hedging Instruments:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swap contracts
|
Other assets
|
|
$—
|
|
|
|
$—
|
|
|
Other liabilities
|
|
$174
|
|
|
|
$378
|
|
Interest rate caps
|
Other assets
|
|
$81
|
|
|
|
$134
|
|
|
Other liabilities
|
|
$—
|
|
|
|
$—
|
|
Derivatives not Designated as Hedging Instruments:
|
|
|
|
|
|
|
|
|
|
||||||||
Forward loan commitments:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate lock commitments
|
Other assets
|
1,664
|
|
|
1,133
|
|
|
Other liabilities
|
2
|
|
|
88
|
|
||||
Commitments to sell mortgage loans
|
Other assets
|
39
|
|
|
279
|
|
|
Other liabilities
|
2,138
|
|
|
1,349
|
|
||||
Loan related derivative contracts:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swaps with customers
|
Other assets
|
495
|
|
|
2,036
|
|
|
Other liabilities
|
—
|
|
|
—
|
|
||||
Mirror swaps with counterparties
|
Other assets
|
—
|
|
|
—
|
|
|
Other liabilities
|
671
|
|
|
2,228
|
|
||||
Risk participation agreements
|
Other assets
|
—
|
|
|
—
|
|
|
Other liabilities
|
—
|
|
|
—
|
|
||||
Total
|
|
|
$2,279
|
|
|
|
$3,582
|
|
|
|
|
$2,985
|
|
|
|
$4,043
|
|
(Dollars in thousands)
|
Gain (Loss) Recognized in Other Comprehensive Income
(Effective Portion)
|
|
Location of Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
Gain (Loss) Recognized in Income (Ineffective Portion)
|
||||||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
|||||||||
Derivatives Designated as Cash Flow Hedging Instruments:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swap contracts
|
|
$131
|
|
|
|
$—
|
|
|
Interest Expense
|
|
|
$—
|
|
|
|
$—
|
|
Interest rate caps
|
(33
|
)
|
|
(66
|
)
|
|
Interest Expense
|
|
—
|
|
|
—
|
|
||||
Total
|
|
$98
|
|
|
|
($66
|
)
|
|
|
|
|
$—
|
|
|
|
$—
|
|
(Dollars in thousands)
|
|
Amount of Gain (Loss) Recognized in Income on Derivatives
|
||||||
Three months ended March 31,
|
Statement of Income Location
|
2017
|
|
2016
|
||||
Derivatives not Designated as Hedging Instruments:
|
|
|
|
|
||||
Forward loan commitments:
|
|
|
|
|
||||
Interest rate lock commitments
|
Mortgage banking revenues
|
|
$617
|
|
|
|
$1,245
|
|
Commitments to sell mortgage loans
|
Mortgage banking revenues
|
(1,029
|
)
|
|
(1,007
|
)
|
||
Customer related derivative contracts:
|
|
|
|
|
||||
Interest rate swaps with customers
|
Loan related derivative income
|
(255
|
)
|
|
9,901
|
|
||
Mirror swaps with counterparties
|
Loan related derivative income
|
478
|
|
|
(9,251
|
)
|
||
Risk participation agreements
|
Loan related derivative income
|
(75
|
)
|
|
(5
|
)
|
||
Total
|
|
|
($264
|
)
|
|
|
$883
|
|
(Dollars in thousands)
|
Gross Derivative Positions
|
|
Offsetting Derivative Positions
|
|
Net Amounts Presented in Balance Sheet
|
|
Cash Collateral Pledged
|
|
Net Amount
|
||||||||||
March 31, 2017
|
|
|
|
|
|||||||||||||||
Derivative Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate caps
|
|
$81
|
|
|
|
$—
|
|
|
|
$81
|
|
|
|
$—
|
|
|
|
$81
|
|
Loan-related derivative contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps with customers
|
3,952
|
|
|
3,457
|
|
|
495
|
|
|
—
|
|
|
495
|
|
|||||
Mirror swaps with counterparties
|
3,336
|
|
|
3,336
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$7,369
|
|
|
|
$6,793
|
|
|
|
$576
|
|
|
|
$—
|
|
|
|
$576
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps
|
|
$174
|
|
|
|
$—
|
|
|
|
$174
|
|
|
|
$212
|
|
|
|
($38
|
)
|
Loan-related derivative contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps with customers
|
3,457
|
|
|
3,457
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Mirror swaps with counterparties
|
4,007
|
|
|
3,336
|
|
|
671
|
|
|
1,604
|
|
|
(933
|
)
|
|||||
Total
|
|
$7,638
|
|
|
|
$6,793
|
|
|
|
$845
|
|
|
|
$1,816
|
|
|
|
($971
|
)
|
(Dollars in thousands)
|
Gross Derivative Positions
|
|
Offsetting Derivative Positions
|
|
Net Amounts Presented in Balance Sheet
|
|
Cash Collateral Pledged
|
|
Net Amount
|
||||||||||
December 31, 2016
|
|
|
|
|
|||||||||||||||
Derivative Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate caps
|
|
$134
|
|
|
|
$—
|
|
|
|
$134
|
|
|
|
$—
|
|
|
|
$134
|
|
Loan-related derivative contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps with customers
|
4,920
|
|
|
2,884
|
|
|
2,036
|
|
|
—
|
|
|
2,036
|
|
|||||
Mirror swaps with counterparties
|
2,758
|
|
|
2,758
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$7,812
|
|
|
|
$5,642
|
|
|
|
$2,170
|
|
|
|
$—
|
|
|
|
$2,170
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate risk management contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps
|
|
$378
|
|
|
|
$—
|
|
|
|
$378
|
|
|
|
$133
|
|
|
|
$245
|
|
Loan-related derivative contracts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest rate swaps with customers
|
2,884
|
|
|
2,884
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Mirror swaps with counterparties
|
4,986
|
|
|
2,758
|
|
|
2,228
|
|
|
1,295
|
|
|
933
|
|
|||||
Total
|
|
$8,248
|
|
|
|
$5,642
|
|
|
|
$2,606
|
|
|
|
$1,428
|
|
|
|
$1,178
|
|
•
|
Level 1 – Quoted prices for
identical
assets or liabilities in active markets.
|
•
|
Level 2 – Quoted prices for
similar
assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.
|
•
|
Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are
unobservable
in the markets and which reflect the Corporation’s market assumptions.
|
(Dollars in thousands)
|
Total
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
|
Significant Other Observable Inputs
(Level 2)
|
|
Significant Unobservable Inputs
(Level 3)
|
||||||||
March 31, 2017
|
|
|
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Securities available for sale:
|
|
|
|
|
|
|
|
||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
|
$128,244
|
|
|
|
$—
|
|
|
|
$128,244
|
|
|
|
$—
|
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
588,793
|
|
|
—
|
|
|
588,793
|
|
|
—
|
|
||||
Obligations of states and political subdivisions
|
8,584
|
|
|
—
|
|
|
8,584
|
|
|
—
|
|
||||
Individual name issuer trust preferred debt securities
|
25,137
|
|
|
—
|
|
|
25,137
|
|
|
—
|
|
||||
Corporate bonds
|
3,962
|
|
|
—
|
|
|
3,962
|
|
|
—
|
|
||||
Mortgage loans held for sale
|
25,414
|
|
|
—
|
|
|
25,414
|
|
|
—
|
|
||||
Derivative assets
|
2,279
|
|
|
—
|
|
|
2,279
|
|
|
—
|
|
||||
Total assets at fair value on a recurring basis
|
|
$782,413
|
|
|
|
$—
|
|
|
|
$782,413
|
|
|
|
$—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities
|
|
$2,985
|
|
|
|
$—
|
|
|
|
$2,985
|
|
|
|
$—
|
|
Contingent consideration liability (1)
|
1,737
|
|
|
—
|
|
|
—
|
|
|
1,737
|
|
||||
Total liabilities at fair value on a recurring basis
|
|
$4,722
|
|
|
|
$—
|
|
|
|
$2,985
|
|
|
|
$1,737
|
|
(1)
|
The contingent consideration liability is included in other liabilities in the Consolidated Balance Sheets.
|
(Dollars in thousands)
|
Total
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
December 31, 2016
|
|
|
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Securities available for sale:
|
|
|
|
|
|
|
|
||||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
|
$108,440
|
|
|
|
$—
|
|
|
|
$108,440
|
|
|
|
$—
|
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
588,085
|
|
|
—
|
|
|
588,085
|
|
|
—
|
|
||||
Obligations of states and political subdivisions
|
14,485
|
|
|
—
|
|
|
14,485
|
|
|
—
|
|
||||
Individual name issuer trust preferred debt securities
|
26,736
|
|
|
—
|
|
|
26,736
|
|
|
—
|
|
||||
Corporate bonds
|
2,166
|
|
|
—
|
|
|
2,166
|
|
|
—
|
|
||||
Mortgage loans held for sale
|
29,434
|
|
|
—
|
|
|
29,434
|
|
|
—
|
|
||||
Derivative assets
|
3,582
|
|
|
—
|
|
|
3,582
|
|
|
—
|
|
||||
Total assets at fair value on a recurring basis
|
|
$772,928
|
|
|
|
$—
|
|
|
|
$772,928
|
|
|
|
$—
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities
|
|
$4,043
|
|
|
|
$—
|
|
|
|
$4,043
|
|
|
|
$—
|
|
Contingent Consideration Liability
(1)
|
2,047
|
|
|
—
|
|
|
—
|
|
|
2,047
|
|
||||
Total liabilities at fair value on a recurring basis
|
|
$6,090
|
|
|
|
$—
|
|
|
|
$4,043
|
|
|
|
$2,047
|
|
(1)
|
The contingent consideration liability is included in other liabilities in the Consolidated Balance Sheets.
|
(Dollars in thousands)
|
Total
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
|
|
|
|||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Collateral dependent impaired loans
|
|
$4,725
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$4,725
|
|
Property acquired through foreclosure or repossession
|
1,081
|
|
|
—
|
|
|
—
|
|
|
1,081
|
|
||||
Total assets at fair value on a nonrecurring basis
|
|
$5,806
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$5,806
|
|
(Dollars in thousands)
|
Total
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
|
|
|
|||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Collateral dependent impaired loans
|
|
$3,828
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$3,828
|
|
Property acquired through foreclosure or repossession
|
605
|
|
|
—
|
|
|
—
|
|
|
605
|
|
||||
Total assets at fair value on a nonrecurring basis
|
|
$4,433
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$4,433
|
|
(Dollars in thousands)
|
Fair Value
|
Valuation Technique
|
Unobservable Input
|
Range of Inputs Utilized
(Weighted Average)
|
||
March 31, 2017
|
||||||
Collateral dependent impaired loans
|
|
$4,725
|
|
Appraisals of collateral
|
Discount for costs to sell
|
0% - 25% (13%)
|
|
|
|
Appraisal adjustments (1)
|
0% - 15% (8%)
|
||
|
|
|
|
|
||
Property acquired through foreclosure or repossession
|
|
$1,081
|
|
Appraisals of collateral
|
Discount for costs to sell
|
10% - 29% (12%)
|
|
|
|
Appraisal adjustments (1)
|
0% - 32% (16%)
|
(1)
|
Management may adjust appraisal values to reflect market value declines or other discounts resulting from its knowledge of the property.
|
(Dollars in thousands)
|
Fair Value
|
Valuation Technique
|
Unobservable Input
|
Range of Inputs Utilized
(Weighted Average)
|
||
December 31, 2016
|
||||||
Collateral dependent impaired loans
|
|
$3,828
|
|
Appraisals of collateral
|
Discount for costs to sell
|
10% - 20% (15%)
|
|
|
|
Appraisal adjustments (1)
|
0% - 10% (9%)
|
||
|
|
|
|
|
||
Property acquired through foreclosure or repossession
|
|
$605
|
|
Appraisals of collateral
|
Discount for costs to sell
|
10% - 12% (11%)
|
|
|
|
Appraisal adjustments (1)
|
6% - 50% (24%)
|
(1)
|
Management may adjust appraisal values to reflect market value declines or other discounts resulting from its knowledge of the property.
|
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2016
|
Carrying Amount
|
|
Total
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:
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities held to maturity
|
|
$15,633
|
|
|
|
$15,920
|
|
|
|
$—
|
|
|
|
$15,920
|
|
|
|
$—
|
|
Loans, net of allowance for loan losses
|
3,208,367
|
|
|
3,218,651
|
|
|
—
|
|
|
—
|
|
|
3,218,651
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Time deposits
|
|
$961,613
|
|
|
|
$962,374
|
|
|
|
$—
|
|
|
|
$962,374
|
|
|
|
$—
|
|
FHLBB advances
|
848,930
|
|
|
852,888
|
|
|
—
|
|
|
852,888
|
|
|
—
|
|
|||||
Junior subordinated debentures
|
22,681
|
|
|
16,970
|
|
|
—
|
|
|
16,970
|
|
|
—
|
|
(Dollars in thousands)
|
Qualified Pension Plan
|
|
Non-Qualified Retirement Plans
|
||||||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net Periodic Benefit Cost:
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$537
|
|
|
|
$537
|
|
|
|
$32
|
|
|
|
$30
|
|
Interest cost
|
669
|
|
|
644
|
|
|
107
|
|
|
108
|
|
||||
Expected return on plan assets
|
(1,236
|
)
|
|
(1,158
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of prior service (credit) cost
|
(6
|
)
|
|
(6
|
)
|
|
—
|
|
|
—
|
|
||||
Recognized net actuarial loss
|
279
|
|
|
207
|
|
|
65
|
|
|
62
|
|
||||
Net periodic benefit cost
|
|
$243
|
|
|
|
$224
|
|
|
|
$204
|
|
|
|
$200
|
|
|
Qualified Pension Plan
|
|
Non-Qualified Retirement Plans
|
||||
Three months ended March 31,
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Measurement date
|
Dec 31, 2016
|
|
Dec 31, 2015
|
|
Dec 31, 2016
|
|
Dec 31, 2015
|
Equivalent single discount rate for benefit obligations
|
4.18%
|
|
4.48%
|
|
3.96%
|
|
4.19%
|
Equivalent single discount rate for service cost
|
4.29
|
|
4.63
|
|
4.25
|
|
4.59
|
Equivalent single discount rate for interest cost
|
3.73
|
|
3.88
|
|
3.36
|
|
3.44
|
Expected long-term return on plan assets
|
6.75
|
|
6.75
|
|
N/A
|
|
N/A
|
Rate of compensation increase
|
3.75
|
|
3.75
|
|
3.75
|
|
3.75
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
(Dollars in thousands)
|
Commercial Banking
|
|
Wealth Management Services
|
|
Corporate
|
|
Consolidated Total
|
||||||||||||||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
|
||||||||
Net interest income (expense)
|
|
$23,557
|
|
|
$22,607
|
|
|
|
($32
|
)
|
|
($18
|
)
|
|
|
$5,154
|
|
|
$5,146
|
|
|
|
$28,679
|
|
|
$27,735
|
|
Provision for loan losses
|
400
|
|
500
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
400
|
|
500
|
|
||||||||
Net interest income (expense) after provision for loan losses
|
23,157
|
|
22,107
|
|
|
(32
|
)
|
(18
|
)
|
|
5,154
|
|
5,146
|
|
|
28,279
|
|
27,235
|
|
||||||||
Noninterest income
|
4,442
|
|
4,940
|
|
|
9,477
|
|
9,174
|
|
|
591
|
|
520
|
|
|
14,510
|
|
14,634
|
|
||||||||
Noninterest expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Depreciation and amortization expense
|
663
|
|
687
|
|
|
463
|
|
469
|
|
|
52
|
|
55
|
|
|
1,178
|
|
1,211
|
|
||||||||
Other noninterest expenses
(1)
|
14,607
|
|
13,991
|
|
|
6,448
|
|
6,799
|
|
|
3,053
|
|
3,449
|
|
|
24,108
|
|
24,239
|
|
||||||||
Total noninterest expenses
|
15,270
|
|
14,678
|
|
|
6,911
|
|
7,268
|
|
|
3,105
|
|
3,504
|
|
|
25,286
|
|
25,450
|
|
||||||||
Income before income taxes
|
12,329
|
|
12,369
|
|
|
2,534
|
|
1,888
|
|
|
2,640
|
|
2,162
|
|
|
17,503
|
|
16,419
|
|
||||||||
Income tax expense
|
4,029
|
|
4,255
|
|
|
978
|
|
733
|
|
|
714
|
|
496
|
|
|
5,721
|
|
5,484
|
|
||||||||
Net income
|
|
$8,300
|
|
|
$8,114
|
|
|
|
$1,556
|
|
|
$1,155
|
|
|
|
$1,926
|
|
|
$1,666
|
|
|
|
$11,782
|
|
|
$10,935
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total assets at period end
|
|
$3,344,773
|
|
|
$3,178,248
|
|
|
|
$64,984
|
|
|
$64,496
|
|
|
|
$979,006
|
|
|
$595,466
|
|
|
|
$4,388,763
|
|
|
$3,838,210
|
|
Expenditures for long-lived assets
|
373
|
|
1,019
|
|
|
302
|
|
84
|
|
|
58
|
|
74
|
|
|
733
|
|
1,177
|
|
(1)
|
Other noninterest expenses for the Wealth Management Services segment includes a
$310 thousand
benefit resulting from the reduction of a contingent consideration liability in the
three months ended
March 31, 2017
.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Three months ended March 31,
|
2017
|
|
2016
|
||||||||||||||||
(Dollars in thousands)
|
Pre-tax Amounts
|
Income Taxes
|
Net of Tax
|
|
Pre-tax Amounts
|
Income Taxes
|
Net of Tax
|
||||||||||||
Securities available for sale:
|
|
|
|
|
|
|
|
||||||||||||
Changes in fair value of securities available for sale
|
|
$636
|
|
|
$235
|
|
|
$401
|
|
|
|
$578
|
|
|
$214
|
|
|
$364
|
|
Net gains on securities reclassified into earnings
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||
Net change in fair value of securities available for sale
|
|
$636
|
|
|
$235
|
|
|
$401
|
|
|
|
$578
|
|
|
$214
|
|
|
$364
|
|
Cash flow hedges:
|
|
|
|
|
|
|
|
||||||||||||
Change in fair value of cash flow hedges
|
26
|
|
14
|
|
12
|
|
|
(124
|
)
|
(58
|
)
|
(66
|
)
|
||||||
Net cash flow hedge losses reclassified into earnings
(1)
|
136
|
|
50
|
|
86
|
|
|
—
|
|
—
|
|
—
|
|
||||||
Net change in fair value of cash flow hedges
|
162
|
|
64
|
|
98
|
|
|
(124
|
)
|
(58
|
)
|
(66
|
)
|
||||||
Defined benefit plan obligations:
|
|
|
|
|
|
|
|
||||||||||||
Defined benefit plan obligation adjustment
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||
Amortization of net actuarial losses
(2)
|
344
|
|
127
|
|
217
|
|
|
(6
|
)
|
(2
|
)
|
(4
|
)
|
||||||
Amortization of net prior service credits
(2)
|
(6
|
)
|
(2
|
)
|
(4
|
)
|
|
269
|
|
99
|
|
170
|
|
||||||
Net change in defined benefit plan obligations
|
338
|
|
125
|
|
213
|
|
|
263
|
|
97
|
|
166
|
|
||||||
Total other comprehensive income
|
|
$1,136
|
|
|
$424
|
|
|
$712
|
|
|
|
$717
|
|
|
$253
|
|
|
$464
|
|
(1)
|
The pre-tax amount is included in interest expense on Federal Home Loan Bank advances in the Consolidated Statements of Income.
|
(2)
|
The pre-tax amounts are included in salaries and employee benefits expense in the Consolidated Statements of Income.
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
Net Unrealized Gains on Available For Sale Securities
|
|
Net Unrealized Losses on Cash Flow Hedges
|
|
Pension Benefit Adjustment
|
|
Total
|
||||||||
Balance at December 31, 2016
|
|
($6,825
|
)
|
|
|
($300
|
)
|
|
|
($12,632
|
)
|
|
|
($19,757
|
)
|
Other comprehensive income before reclassifications
|
401
|
|
|
12
|
|
|
—
|
|
|
413
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
86
|
|
|
213
|
|
|
299
|
|
||||
Net other comprehensive income
|
401
|
|
|
98
|
|
|
213
|
|
|
712
|
|
||||
Balance at March 31, 2017
|
|
($6,424
|
)
|
|
|
($202
|
)
|
|
|
($12,419
|
)
|
|
|
($19,045
|
)
|
(Dollars in thousands)
|
Net Unrealized Gains on Available For Sale Securities
|
|
Net Unrealized Losses on Cash Flow Hedges
|
|
Pension Benefit Adjustment
|
|
Total
|
||||||||
Balance at December 31, 2015
|
|
$1,051
|
|
|
|
($43
|
)
|
|
|
($10,707
|
)
|
|
|
($9,699
|
)
|
Other comprehensive income (loss) before reclassifications
|
364
|
|
|
(66
|
)
|
|
—
|
|
|
298
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
166
|
|
|
166
|
|
||||
Net other comprehensive income (loss)
|
364
|
|
|
(66
|
)
|
|
166
|
|
|
464
|
|
||||
Balance at March 31, 2016
|
|
$1,415
|
|
|
|
($109
|
)
|
|
|
($10,541
|
)
|
|
|
($9,235
|
)
|
(Dollars and shares in thousands, except per share amounts)
|
|
|
|
||||
Three months ended March 31,
|
2017
|
|
|
2016
|
|
||
Earnings per common share - basic:
|
|
|
|
||||
Net income
|
|
$11,782
|
|
|
|
$10,935
|
|
Less dividends and undistributed earnings allocated to participating securities
|
(27
|
)
|
|
(25
|
)
|
||
Net income applicable to common shareholders
|
|
$11,755
|
|
|
|
$10,910
|
|
Weighted average common shares
|
17,186
|
|
|
17,023
|
|
||
Earnings per common share - basic
|
|
$0.68
|
|
|
|
$0.64
|
|
Earnings per common share - diluted:
|
|
|
|
||||
Net income
|
|
$11,782
|
|
|
|
$10,935
|
|
Less dividends and undistributed earnings allocated to participating securities
|
(27
|
)
|
|
(25
|
)
|
||
Net income applicable to common shareholders
|
|
$11,755
|
|
|
|
$10,910
|
|
Weighted average common shares
|
17,186
|
|
|
17,023
|
|
||
Dilutive effect of common stock equivalents
|
107
|
|
|
134
|
|
||
Weighted average diluted common shares
|
17,293
|
|
|
17,157
|
|
||
Earnings per common share - diluted
|
|
$0.68
|
|
|
|
$0.64
|
|
(Dollars in thousands)
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||
Financial instruments whose contract amounts represent credit risk:
|
|
|
|
||||
Commitments to extend credit:
|
|
|
|
||||
Commercial loans
|
|
$480,502
|
|
|
|
$430,710
|
|
Home equity lines
|
240,973
|
|
|
232,375
|
|
||
Other loans
|
50,708
|
|
|
49,708
|
|
||
Standby letters of credit
|
7,084
|
|
|
6,250
|
|
||
Financial instruments whose notional amounts exceed the amount of credit risk:
|
|
|
|
||||
Forward loan commitments:
|
|
|
|
||||
Interest rate lock commitments
|
63,152
|
|
|
49,502
|
|
||
Commitments to sell mortgage loans
|
88,075
|
|
|
78,896
|
|
||
Loan related derivative contracts:
|
|
|
|
||||
Interest rate swaps with customers
|
440,175
|
|
|
428,723
|
|
||
Mirror swaps with counterparties
|
440,175
|
|
|
428,723
|
|
||
Risk participation-in agreements
|
28,418
|
|
|
28,460
|
|
||
Interest rate risk management contracts:
|
|
|
|
||||
Interest rate swaps
|
60,000
|
|
|
60,000
|
|
|
|
||
(Dollars in thousands)
|
|
||
April 1, 2017 to December 31, 2017
|
|
$2,650
|
|
2018
|
3,216
|
|
|
2019
|
2,910
|
|
|
2020
|
2,230
|
|
|
2021
|
1,933
|
|
|
2022 and thereafter
|
24,911
|
|
|
Total minimum lease payments
|
|
$37,850
|
|
(Dollars in thousands)
|
|
|
|
Change
|
||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
|
$
|
%
|
|||||
Net interest income
|
|
$23,557
|
|
|
$22,607
|
|
|
|
$950
|
|
4
|
%
|
Provision for loan losses
|
400
|
|
500
|
|
|
(100
|
)
|
(20
|
)
|
|||
Net interest income after provision for loan losses
|
23,157
|
|
22,107
|
|
|
1,050
|
|
5
|
|
|||
Noninterest income
|
4,442
|
|
4,940
|
|
|
(498
|
)
|
(10
|
)
|
|||
Noninterest expense
|
15,270
|
|
14,678
|
|
|
592
|
|
4
|
|
|||
Income before income taxes
|
12,329
|
|
12,369
|
|
|
(40
|
)
|
—
|
|
|||
Income tax expense
|
4,029
|
|
4,255
|
|
|
(226
|
)
|
(5
|
)
|
|||
Net income
|
|
$8,300
|
|
|
$8,114
|
|
|
|
$186
|
|
2
|
%
|
(Dollars in thousands)
|
|
|
|
Change
|
||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
|
$
|
%
|
|||||
Net interest expense
|
|
($32
|
)
|
|
($18
|
)
|
|
|
($14
|
)
|
78
|
%
|
Noninterest income
|
9,477
|
|
9,174
|
|
|
303
|
|
3
|
|
|||
Noninterest expense
|
6,911
|
|
7,268
|
|
|
(357
|
)
|
(5
|
)
|
|||
Income before income taxes
|
2,534
|
|
1,888
|
|
|
646
|
|
34
|
|
|||
Income tax expense
|
978
|
|
733
|
|
|
245
|
|
33
|
|
|||
Net income
|
|
$1,556
|
|
|
$1,155
|
|
|
|
$401
|
|
35
|
%
|
(Dollars in thousands)
|
|
|
|
Change
|
||||||||
Three months ended March 31,
|
2017
|
|
2016
|
|
|
$
|
%
|
|||||
Net interest income
|
|
$5,154
|
|
|
$5,146
|
|
|
|
$8
|
|
—
|
%
|
Noninterest income
|
591
|
|
520
|
|
|
71
|
|
14
|
|
|||
Noninterest expense
|
3,105
|
|
3,504
|
|
|
(399
|
)
|
(11
|
)
|
|||
Income before income taxes
|
2,640
|
|
2,162
|
|
|
478
|
|
22
|
|
|||
Income tax expense
|
714
|
|
496
|
|
|
218
|
|
44
|
|
|||
Net income
|
|
$1,926
|
|
|
$1,666
|
|
|
|
$260
|
|
16
|
%
|
Three months ended March 31,
|
2017
|
|
2016
|
||||||||||||
(Dollars in thousands)
|
Average Balance
|
Interest
|
Yield/ Rate
|
|
Average Balance
|
Interest
|
Yield/ Rate
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Commercial mortgages
|
|
$1,079,171
|
|
|
$9,444
|
|
3.55
|
|
|
$933,939
|
|
|
$8,215
|
|
3.54
|
Construction & development
|
127,861
|
|
1,113
|
|
3.53
|
|
129,217
|
|
1,108
|
|
3.45
|
||||
Commercial & industrial
|
573,801
|
|
6,157
|
|
4.35
|
|
604,519
|
|
7,681
|
|
5.11
|
||||
Total commercial loans
|
1,780,833
|
|
16,714
|
|
3.81
|
|
1,667,675
|
|
17,004
|
|
4.10
|
||||
Residential real estate loans, including mortgage loans held for sale
|
1,152,468
|
|
10,868
|
|
3.82
|
|
1,031,260
|
|
10,155
|
|
3.96
|
||||
Consumer loans
|
335,054
|
|
3,323
|
|
4.02
|
|
343,519
|
|
3,393
|
|
3.97
|
||||
Total loans
|
3,268,355
|
|
30,905
|
|
3.83
|
|
3,042,454
|
|
30,552
|
|
4.04
|
||||
Cash, federal funds sold and short-term investments
|
56,195
|
|
104
|
|
0.75
|
|
68,488
|
|
64
|
|
0.38
|
||||
FHLBB stock
|
43,622
|
|
387
|
|
3.60
|
|
25,597
|
|
210
|
|
3.30
|
||||
Taxable debt securities
|
755,955
|
|
4,709
|
|
2.53
|
|
359,060
|
|
2,370
|
|
2.65
|
||||
Nontaxable debt securities
|
11,521
|
|
173
|
|
6.09
|
|
33,313
|
|
507
|
|
6.12
|
||||
Total debt securities
|
767,476
|
|
4,882
|
|
2.58
|
|
392,373
|
|
2,877
|
|
2.95
|
||||
Total interest-earning assets
|
4,135,648
|
|
36,278
|
|
3.56
|
|
3,528,912
|
|
33,703
|
|
3.84
|
||||
Noninterest-earning assets
|
229,823
|
|
|
|
|
240,113
|
|
|
|
||||||
Total assets
|
|
$4,365,471
|
|
|
|
|
|
$3,769,025
|
|
|
|
||||
Liabilities and Shareholders’ Equity:
|
|
|
|
|
|
|
|
||||||||
Interest-bearing demand deposits
|
|
$56,782
|
|
|
$15
|
|
0.11
|
|
|
$50,704
|
|
|
$13
|
|
0.10
|
NOW accounts
|
420,622
|
|
50
|
|
0.05
|
|
386,488
|
|
56
|
|
0.06
|
||||
Money market accounts
|
754,501
|
|
599
|
|
0.32
|
|
786,633
|
|
515
|
|
0.26
|
||||
Savings accounts
|
357,894
|
|
51
|
|
0.06
|
|
328,174
|
|
49
|
|
0.06
|
||||
Time deposits (in-market)
|
554,855
|
|
1,418
|
|
1.04
|
|
538,035
|
|
1,315
|
|
0.98
|
||||
Wholesale brokered time deposits
|
397,274
|
|
1,369
|
|
1.40
|
|
296,801
|
|
1,020
|
|
1.38
|
||||
FHLBB advances
|
831,614
|
|
3,344
|
|
1.63
|
|
453,019
|
|
2,152
|
|
1.91
|
||||
Junior subordinated debentures
|
22,681
|
|
138
|
|
2.47
|
|
22,681
|
|
112
|
|
1.99
|
||||
Other
|
27
|
|
1
|
|
15.02
|
|
79
|
|
2
|
|
10.18
|
||||
Total interest-bearing liabilities
|
3,396,250
|
|
6,985
|
|
0.83
|
|
2,862,614
|
|
5,234
|
|
0.74
|
||||
Non-interest bearing demand deposits
|
527,215
|
|
|
|
|
471,782
|
|
|
|
||||||
Other liabilities
|
44,889
|
|
|
|
|
54,287
|
|
|
|
||||||
Shareholders’ equity
|
397,117
|
|
|
|
|
380,342
|
|
|
|
||||||
Total liabilities and shareholders’ equity
|
|
$4,365,471
|
|
|
|
|
|
$3,769,025
|
|
|
|
||||
Net interest income
|
|
|
$29,293
|
|
|
|
|
|
$28,469
|
|
|
||||
Interest rate spread
|
|
|
2.73
|
|
|
|
3.10
|
||||||||
Net interest margin
|
|
|
2.87
|
|
|
|
3.24
|
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands)
|
Three months ended
|
||||||||
|
March 31, 2017 vs. 2016
|
||||||||
|
Increase (Decrease) Due to
|
||||||||
|
Volume
|
Rate
|
Net Change
|
||||||
Interest on Interest-Earning Assets:
|
|
|
|
||||||
Commercial mortgages
|
|
$1,274
|
|
|
($45
|
)
|
|
$1,229
|
|
Construction & development
|
(11
|
)
|
16
|
|
5
|
|
|||
Commercial & industrial
|
(375
|
)
|
(1,149
|
)
|
(1,524
|
)
|
|||
Total commercial loans
|
888
|
|
(1,178
|
)
|
(290
|
)
|
|||
Residential real estate loans, including mortgage loans held for sale
|
1,164
|
|
(451
|
)
|
713
|
|
|||
Consumer loans
|
(84
|
)
|
14
|
|
(70
|
)
|
|||
Cash, federal funds sold and other short-term investments
|
(13
|
)
|
53
|
|
40
|
|
|||
FHLBB stock
|
159
|
|
18
|
|
177
|
|
|||
Taxable debt securities
|
2,472
|
|
(133
|
)
|
2,339
|
|
|||
Nontaxable debt securities
|
(327
|
)
|
(7
|
)
|
(334
|
)
|
|||
Total interest income
|
4,259
|
|
(1,684
|
)
|
2,575
|
|
|||
Interest on Interest-Bearing Liabilities:
|
|
|
|
||||||
Interest-bearing demand deposits
|
1
|
|
1
|
|
2
|
|
|||
NOW accounts
|
5
|
|
(11
|
)
|
(6
|
)
|
|||
Money market accounts
|
(22
|
)
|
106
|
|
84
|
|
|||
Savings accounts
|
3
|
|
(1
|
)
|
2
|
|
|||
Time deposits (in-market)
|
38
|
|
65
|
|
103
|
|
|||
Wholesale brokered time deposits
|
343
|
|
6
|
|
349
|
|
|||
FHLBB advances
|
1,565
|
|
(373
|
)
|
1,192
|
|
|||
Junior subordinated debentures
|
—
|
|
26
|
|
26
|
|
|||
Other
|
(2
|
)
|
1
|
|
(1
|
)
|
|||
Total interest expense
|
1,931
|
|
(180
|
)
|
1,751
|
|
|||
Net interest income
|
|
$2,328
|
|
|
($1,504
|
)
|
|
$824
|
|
(Dollars in thousands)
|
|
|
|
|
Change
|
|||||||||
Three months ended March 31,
|
2017
|
|
|
2016
|
|
|
$
|
|
%
|
|||||
Noninterest income:
|
|
|
|
|
|
|
|
|||||||
Wealth management revenues
|
|
$9,477
|
|
|
|
$9,174
|
|
|
|
$303
|
|
|
3
|
%
|
Mortgage banking revenues
|
2,340
|
|
|
2,198
|
|
|
142
|
|
|
6
|
|
|||
Service charges on deposit accounts
|
883
|
|
|
907
|
|
|
(24
|
)
|
|
(3
|
)
|
|||
Card interchange fees
|
802
|
|
|
797
|
|
|
5
|
|
|
1
|
|
|||
Income from bank-owned life insurance
|
536
|
|
|
499
|
|
|
37
|
|
|
7
|
|
|||
Loan related derivative income
|
148
|
|
|
645
|
|
|
(497
|
)
|
|
(77
|
)
|
|||
Equity in earnings (losses) of unconsolidated subsidiaries
|
(88
|
)
|
|
(88
|
)
|
|
—
|
|
|
—
|
|
|||
Other income
|
412
|
|
|
502
|
|
|
(90
|
)
|
|
(18
|
)
|
|||
Total noninterest income
|
|
$14,510
|
|
|
|
$14,634
|
|
|
|
($124
|
)
|
|
(1
|
)%
|
(Dollars in thousands)
|
|
|
|
|
Change
|
|||||||||
Three months ended March 31,
|
2017
|
|
|
2016
|
|
|
$
|
|
%
|
|||||
Wealth management revenues:
|
|
|
|
|
|
|
|
|||||||
Trust and investment management fees
|
|
$8,518
|
|
|
|
$8,065
|
|
|
|
$453
|
|
|
6
|
%
|
Mutual fund fees
|
729
|
|
|
843
|
|
|
(114
|
)
|
|
(14
|
)
|
|||
Asset-based revenues
|
9,247
|
|
|
8,908
|
|
|
339
|
|
|
4
|
|
|||
Transaction-based revenues
|
230
|
|
|
266
|
|
|
(36
|
)
|
|
(14
|
)
|
|||
Total wealth management revenues
|
|
$9,477
|
|
|
|
$9,174
|
|
|
|
$303
|
|
|
3
|
%
|
(Dollars in thousands)
|
|
|
|
|
Change
|
|||||||||
Three months ended March 31,
|
2017
|
|
|
2016
|
|
|
$
|
|
%
|
|||||
Noninterest expenses:
|
|
|
|
|
|
|
|
|||||||
Salaries and employee benefits
|
|
$16,795
|
|
|
|
$16,380
|
|
|
|
$415
|
|
|
3
|
%
|
Net occupancy
|
1,967
|
|
|
1,807
|
|
|
160
|
|
|
9
|
|
|||
Equipment
|
1,467
|
|
|
1,501
|
|
|
(34
|
)
|
|
(2
|
)
|
|||
Outsourced services
|
1,457
|
|
|
1,363
|
|
|
94
|
|
|
7
|
|
|||
Legal, audit and professional fees
|
616
|
|
|
629
|
|
|
(13
|
)
|
|
(2
|
)
|
|||
FDIC deposit insurance costs
|
481
|
|
|
493
|
|
|
(12
|
)
|
|
(2
|
)
|
|||
Advertising and promotion
|
237
|
|
|
265
|
|
|
(28
|
)
|
|
(11
|
)
|
|||
Amortization of intangibles
|
277
|
|
|
323
|
|
|
(46
|
)
|
|
(14
|
)
|
|||
Debt prepayment penalties
|
—
|
|
|
431
|
|
|
(431
|
)
|
|
(100
|
)
|
|||
Change in fair value of contingent consideration
|
(310
|
)
|
|
25
|
|
|
(335
|
)
|
|
(1,340
|
)
|
|||
Other
|
2,299
|
|
|
2,233
|
|
|
66
|
|
|
3
|
|
|||
Total noninterest expense
|
|
$25,286
|
|
|
|
$25,450
|
|
|
|
($164
|
)
|
|
(1
|
)%
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
|
%
|
|
|
Amount
|
|
|
%
|
|
||
Securities Available for Sale:
|
|
|
|
|
|
|
|
||||||
Obligations of U.S. government agencies and U.S. government-sponsored enterprises
|
|
$128,244
|
|
|
17
|
%
|
|
|
$108,440
|
|
|
15
|
%
|
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
588,793
|
|
|
78
|
|
|
588,085
|
|
|
79
|
|
||
Obligations of states and political subdivisions
|
8,584
|
|
|
1
|
|
|
14,485
|
|
|
2
|
|
||
Individual name issuer trust preferred debt securities
|
25,137
|
|
|
3
|
|
|
26,736
|
|
|
4
|
|
||
Corporate bonds
|
3,962
|
|
|
1
|
|
|
2,166
|
|
|
—
|
|
||
Total securities available for sale
|
|
$754,720
|
|
|
100
|
%
|
|
|
$739,912
|
|
|
100
|
%
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
|
%
|
|
|
Amount
|
|
|
%
|
|
||
Securities Held to Maturity:
|
|
|
|
|
|
|
|
||||||
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
|
|
$14,721
|
|
|
100
|
%
|
|
|
$15,633
|
|
|
100
|
%
|
Total securities held to maturity
|
|
$14,721
|
|
|
100
|
%
|
|
|
$15,633
|
|
|
100
|
%
|
(Dollars in thousands)
|
March 31, 2017
|
|
Credit Ratings
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
March 31, 2017
|
|
Form 10-Q Filing Date
|
||||||||||
Named Issuer
(parent holding company)
|
(i)
|
|
Amortized Cost
|
|
Fair Value
|
|
Unrealized Losses
|
|
Moody’s
|
|
S&P
|
|
Moody’s
|
|
S&P
|
||||||
JPMorgan Chase & Co.
|
2
|
|
|
$9,791
|
|
|
|
$8,815
|
|
|
|
($976
|
)
|
|
Baa2
|
|
BBB-
|
|
Baa2
|
|
BBB-
|
Bank of America Corporation
|
2
|
|
4,811
|
|
|
4,405
|
|
|
(406
|
)
|
|
Ba1 (ii)
|
|
BB+ (ii)
|
|
Ba1 (ii)
|
|
BB+ (ii)
|
|||
Wells Fargo & Company
|
2
|
|
5,163
|
|
|
4,748
|
|
|
(415
|
)
|
|
A1/Baa1
|
|
BBB+/BBB
|
|
A1/Baa1
|
|
BBB+/BBB
|
|||
SunTrust Banks, Inc.
|
1
|
|
4,179
|
|
|
3,675
|
|
|
(504
|
)
|
|
Baa2
|
|
BB+ (ii)
|
|
Baa2
|
|
BB+ (ii)
|
|||
Northern Trust Corporation
|
1
|
|
1,988
|
|
|
1,805
|
|
|
(183
|
)
|
|
A3
|
|
BBB+
|
|
A3
|
|
BBB+
|
|||
Huntington Bancshares Incorporated
|
1
|
|
1,948
|
|
|
1,689
|
|
|
(259
|
)
|
|
Baa2
|
|
BB (ii)
|
|
Baa2
|
|
BB (ii)
|
|||
Totals
|
9
|
|
|
$27,880
|
|
|
|
$25,137
|
|
|
|
($2,743
|
)
|
|
|
|
|
|
|
|
|
(i)
|
Number of separate issuances, including issuances of acquired institutions.
|
(ii)
|
Rating is below investment grade.
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
||||||
Rhode Island, Connecticut, Massachusetts
|
|
$1,110,934
|
|
|
93
|
%
|
|
|
$1,105,539
|
|
|
93
|
%
|
New York, New Jersey, Pennsylvania
|
76,678
|
|
|
6
|
|
|
77,038
|
|
|
6
|
|
||
New Hampshire
|
12,877
|
|
|
1
|
|
|
12,980
|
|
|
1
|
|
||
Total
|
|
$1,200,489
|
|
|
100
|
%
|
|
|
$1,195,557
|
|
|
100
|
%
|
(1)
|
Also includes loans originated in a broker capacity.
|
(1)
|
Also includes loans originated in a broker capacity.
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
% of Total
|
|
Amount
|
|
% of Total
|
||||||
Rhode Island, Connecticut, Massachusetts
|
|
$1,115,205
|
|
|
98.6
|
%
|
|
|
$1,106,366
|
|
|
98.6
|
%
|
New Hampshire, Vermont, Maine
|
11,570
|
|
|
1.0
|
|
|
11,445
|
|
|
1.0
|
|
||
New York, Virginia, New Jersey, Maryland, Pennsylvania
|
2,228
|
|
|
0.2
|
|
|
2,648
|
|
|
0.2
|
|
||
Ohio
|
922
|
|
|
0.1
|
|
|
997
|
|
|
0.1
|
|
||
Other
|
1,285
|
|
|
0.1
|
|
|
1,292
|
|
|
0.1
|
|
||
Total
|
|
$1,131,210
|
|
|
100.0
|
%
|
|
|
$1,122,748
|
|
|
100.0
|
%
|
(Dollars in thousands)
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||
Nonaccrual loans:
|
|
|
|
||||
Commercial mortgages
|
|
$7,809
|
|
|
|
$7,811
|
|
Commercial construction & development
|
—
|
|
|
—
|
|
||
Commercial & industrial
|
1,129
|
|
|
1,337
|
|
||
Residential real estate mortgages
|
12,253
|
|
|
11,736
|
|
||
Consumer
|
936
|
|
|
1,174
|
|
||
Total nonaccrual loans
|
22,127
|
|
|
22,058
|
|
||
Property acquired through foreclosure or repossession, net
|
1,410
|
|
|
1,075
|
|
||
Total nonperforming assets
|
|
$23,537
|
|
|
|
$23,133
|
|
|
|
|
|
||||
Nonperforming assets to total assets
|
0.54
|
%
|
|
0.53
|
%
|
||
Nonperforming loans to total loans
|
0.69
|
%
|
|
0.68
|
%
|
||
Total past due loans to total loans
|
0.65
|
%
|
|
0.76
|
%
|
||
Accruing loans 90 days or more past due
|
|
$—
|
|
|
|
$—
|
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||||||
|
Days Past Due
|
|
|
|
|
Days Past Due
|
|
|
|
||||||||||||||||||
|
Over 90
|
|
Under 90
|
|
Total
|
% (1)
|
|
Over 90
|
|
Under 90
|
|
Total
|
%
(1)
|
||||||||||||||
Commercial mortgages
|
|
$7,806
|
|
|
|
$3
|
|
|
|
$7,809
|
|
0.73
|
%
|
|
|
$7,807
|
|
|
|
$4
|
|
|
|
$7,811
|
|
0.73
|
%
|
Commercial construction & development
|
—
|
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
—
|
|
||||||
Commercial & industrial
|
1,039
|
|
|
90
|
|
|
1,129
|
|
0.20
|
|
|
745
|
|
|
592
|
|
|
1,337
|
|
0.23
|
|
||||||
Residential real estate mortgages
|
7,192
|
|
|
5,061
|
|
|
12,253
|
|
1.08
|
|
|
6,193
|
|
|
5,543
|
|
|
11,736
|
|
1.05
|
|
||||||
Consumer
|
491
|
|
|
445
|
|
|
936
|
|
0.28
|
|
|
768
|
|
|
406
|
|
|
1,174
|
|
0.35
|
|
||||||
Total nonaccrual loans
|
|
$16,528
|
|
|
|
$5,599
|
|
|
|
$22,127
|
|
0.69
|
%
|
|
|
$15,513
|
|
|
|
$6,545
|
|
|
|
$22,058
|
|
0.68
|
%
|
(1)
|
Percentage of nonaccrual loans to the total loans outstanding within the respective category.
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
%
(1)
|
|
|
Amount
|
|
%
(1)
|
|
||||
Commercial mortgages
|
|
$7,806
|
|
|
0.73
|
%
|
|
|
$8,708
|
|
|
0.81
|
%
|
Commercial construction & development
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Commercial & industrial
|
1,046
|
|
|
0.19
|
|
|
1,154
|
|
|
0.20
|
|
||
Residential real estate mortgages
|
10,533
|
|
|
0.93
|
|
|
12,226
|
|
|
1.09
|
|
||
Consumer loans
|
1,547
|
|
|
0.47
|
|
|
2,334
|
|
|
0.69
|
|
||
Total past due loans
|
|
$20,932
|
|
|
0.65
|
%
|
|
|
$24,422
|
|
|
0.76
|
%
|
(1)
|
Percentage of past due loans to the total loans outstanding within the respective category.
|
(Dollars in thousands)
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||
Accruing troubled debt restructured loans:
|
|
|
|
||||
Commercial mortgages
|
|
$1,965
|
|
|
|
$1,965
|
|
Commercial & industrial
|
5,734
|
|
|
5,761
|
|
||
Residential real estate mortgages
|
3,923
|
|
|
3,925
|
|
||
Consumer
|
27
|
|
|
106
|
|
||
Accruing troubled debt restructured loans
|
11,649
|
|
|
11,757
|
|
||
Nonaccrual troubled debt restructured loans:
|
|
|
|
||||
Commercial mortgages
|
7,806
|
|
|
7,807
|
|
||
Commercial & industrial
|
518
|
|
|
1,177
|
|
||
Residential real estate mortgages
|
1,377
|
|
|
1,384
|
|
||
Consumer
|
125
|
|
|
110
|
|
||
Nonaccrual troubled debt restructured loans
|
9,826
|
|
|
10,478
|
|
||
Total troubled debt restructured loans
|
|
$21,475
|
|
|
|
$22,235
|
|
(Dollars in thousands)
|
Mar 31,
2017 |
|
Dec 31,
2016 |
||||
Collateral dependent impaired loans
(1)
|
|
$24,957
|
|
|
|
$24,238
|
|
Impaired loans measured on discounted cash flow method
(2)
|
8,819
|
|
|
9,577
|
|
||
Total impaired loans
|
|
$33,776
|
|
|
|
$33,815
|
|
(1)
|
Net of partial charge-offs of
$5.4 million
and
$5.6 million
, respectively, at
March 31, 2017
and
December 31, 2016
.
|
(2)
|
Net of partial charge-offs of
$109 thousand
and
$21 thousand
, respectively, at
March 31, 2017
and
December 31, 2016
.
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||||||
|
Loans
|
Related Allowance
|
Allowance / Loans
|
|
Loans
|
Related Allowance
|
Allowance / Loans
|
||||||||||
Impaired loans individually evaluated for impairment
|
|
$33,776
|
|
|
$861
|
|
2.55
|
%
|
|
|
$33,815
|
|
|
$606
|
|
1.79
|
%
|
Loans collectively evaluated for impairment
|
3,191,084
|
|
25,585
|
|
0.80
|
|
|
3,200,556
|
|
25,398
|
|
0.79
|
|
||||
Total
|
|
$3,224,860
|
|
|
$26,446
|
|
0.82
|
%
|
|
|
$3,234,371
|
|
|
$26,004
|
|
0.80
|
%
|
(Dollars in thousands)
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
|
Amount
|
|
|
%
(1)
|
|
Amount
|
|
%
(1)
|
|||||
Commercial:
|
|
|
|
|
|
|
|
||||||
Mortgages
|
|
$10,861
|
|
|
33
|
%
|
|
|
$9,971
|
|
|
33
|
%
|
Construction & development
|
1,505
|
|
|
4
|
|
|
1,195
|
|
|
4
|
|
||
Commercial & industrial
|
6,297
|
|
|
18
|
|
|
6,992
|
|
|
18
|
|
||
Residential real estate:
|
|
|
|
|
|
|
|
||||||
Mortgage
|
5,164
|
|
|
34
|
|
|
5,077
|
|
|
34
|
|
||
Homeowner construction
|
195
|
|
|
1
|
|
|
175
|
|
|
1
|
|
||
Consumer
|
2,424
|
|
|
10
|
|
|
2,594
|
|
|
10
|
|
||
Balance at end of period
|
|
$26,446
|
|
|
100
|
%
|
|
|
$26,004
|
|
|
100
|
%
|
(1)
|
Percentage of loans within the respective category to total loans outstanding.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
Months 1 - 12
|
|
Months 13 - 24
|
|
Months 1 - 12
|
|
Months 13 - 24
|
100 basis point rate decrease
|
(3.97)%
|
|
(9.83)%
|
|
(2.93)%
|
|
(6.54)%
|
100 basis point rate increase
|
3.54
|
|
4.03
|
|
2.21
|
|
1.74
|
200 basis point rate increase
|
7.78
|
|
9.49
|
|
5.13
|
|
4.99
|
300 basis point rate increase
|
12.07
|
|
15.05
|
|
8.08
|
|
8.35
|
Exhibit Number
|
|
10.1
|
First Amendment to 2003 Stock Incentive Plan, as Amended and Restated, dated April 3, 2017 – Filed herewith.
(1)
|
10.2
|
First Amendment to 2013 Stock Option and Incentive Plan, dated April 3, 2017 – Filed herewith.
(1)
|
31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Filed herewith.
|
31.2
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Filed herewith.
|
32.1
|
Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Furnished herewith.
(2)
|
101
|
The following materials from Washington Trust Bancorp, Inc.’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2017
formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) related notes to these financial statements - Filed herewith
.
|
(1)
|
Management contract or compensatory plan or arrangement.
|
(2)
|
These certifications are not “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into any filing under the Securities Act or the Securities Exchange Act.
|
|
|
|
|
WASHINGTON TRUST BANCORP, INC.
|
|
|
|
|
(Registrant)
|
|
|
|
|
|
Date:
|
May 5, 2017
|
|
By:
|
/s/ Joseph J. MarcAurele
|
|
|
|
|
Joseph J. MarcAurele
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
|
(principal executive officer)
|
|
|
|
|
|
Date:
|
May 5, 2017
|
|
By:
|
/s/ David V. Devault
|
|
|
|
|
David V. Devault
|
|
|
|
|
Vice Chair, Secretary and Chief Financial Officer
|
|
|
|
|
(principal financial officer)
|
|
|
|
|
|
Date:
|
May 5, 2017
|
|
By:
|
/s/ Maria N. Janes
|
|
|
|
|
Maria N. Janes
|
|
|
|
|
Executive Vice President and Controller
|
|
|
|
|
(principal accounting officer)
|
Exhibit Number
|
|
10.1
|
First Amendment to 2003 Stock Incentive Plan, as Amended and Restated, dated April 3, 2017 – Filed herewith.
(1)
|
10.2
|
First Amendment to 2013 Stock Option and Incentive Plan, dated April 3, 2017 – Filed herewith.
(1)
|
31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Filed herewith.
|
31.2
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Filed herewith.
|
32.1
|
Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Furnished herewith.
(2)
|
101
|
The following materials from Washington Trust Bancorp, Inc.’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2017
formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) related notes to these financial statements - Filed herewith
.
|
(1)
|
Management contract or compensatory plan or arrangement.
|
(2)
|
These certifications are not “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into any filing under the Securities Act or the Securities Exchange Act.
|
1.
|
I have reviewed this
Quarterly
Report on Form
10-Q
, for the period ended
March 31, 2017
, of Washington Trust Bancorp, Inc. (the “Registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;
|
4.
|
The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
|
(a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.
|
Date:
|
May 5, 2017
|
|
By:
|
/s/ Joseph J. MarcAurele
|
|
|
|
|
Joseph J. MarcAurele
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
|
(principal executive officer)
|
1.
|
I have reviewed this
Quarterly
Report on Form
10-Q
, for the period ended
March 31, 2017
, of Washington Trust Bancorp, Inc. (the “Registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;
|
4.
|
The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
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(a)
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designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and
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(b)
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any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.
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Date:
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May 5, 2017
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By:
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/s/ David V. Devault
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David V. Devault
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Vice Chair, Secretary and Chief Financial Officer
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(principal financial officer)
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Date:
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May 5, 2017
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By:
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/s/ Joseph J. MarcAurele
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Joseph J. MarcAurele
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Chairman and Chief Executive Officer
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(principal executive officer)
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Date:
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May 5, 2017
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By:
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/s/ David V. Devault
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David V. Devault
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Vice Chair, Secretary and Chief Financial Officer
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(principal financial officer)
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