BANK OF MARIN BANCORP The following discussion of financial condition as ofDecember 31, 2022 and 2021 and results of operations for each of the years in the three-year period endedDecember 31, 2022 should be read in conjunction with our consolidated financial statements and related notes thereto, included in Part II ITEM 8 of this report.
Forward-Looking Statements
The disclosures set forth in this item are qualified by important factors detailed in Part I captioned Forward-Looking Statements and ITEM 1A captioned Risk Factors of this report and other cautionary statements set forth elsewhere in the report.
Critical Accounting Estimates
Critical accounting estimates are those estimates made in accordance with generally accepted accounting principles that involve a significant level of estimation and uncertainty and have had or are reasonably likely to have a material impact on our financial condition and results of operations. We consider accounting estimates to be critical to our financial results if (i) the accounting estimate requires management to make assumptions about matters that are highly uncertain, (ii) management could have applied different assumptions during the reported period, and (iii) changes in the accounting estimate are reasonably likely to occur in the future and could have a material impact on our financial statements. Management has determined the following accounting estimates and related policies to be critical.
Allowance for Credit Losses on Loans and Unfunded Commitments
The allowance for credit losses on loans is a valuation account that is deducted
from the amortized cost basis at the balance sheet date to present the net
amount of loans expected to be collected. The allowance for losses on unfunded
loan commitments is based on estimates of probability that these commitments
will be drawn upon according to historical utilization experience, expected loss
severity and loss rates as determined for pooled funded loans. The allowance for
credit losses on unfunded commitments is a liability account included in
interest payable and other liabilities. Management estimates these allowances
quarterly using relevant available information, from
23
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internal and external sources, relating to past events, current conditions, and
reasonable and supportable forecasts. Credit loss experience among the Bank and
peer groups provides the basis for the estimation of expected credit losses.
The allowance for credit losses ("ACL") model utilizes a discounted cash flow
("DCF") method to measure the expected credit losses on loans collectively
evaluated that are sub-segmented by loan pools with similar credit risk
characteristics, which generally correspond to federal regulatory reporting
codes. In addition, the DCF method incorporates assumptions for probability of
default ("PD"), loss given default ("LGD"), and prepayments and curtailments
over the contractual terms of the loans. Under the DCF method, the ACL reflects
the difference between the amortized cost basis and the present value of the
expected cash flows using the loan's effective rate.
Management considers whether adjustments to the quantitative portion of the ACL
are needed for differences in segment-specific risk characteristics or to
reflect the extent to which it expects current conditions and reasonable and
supportable forecasts of economic conditions to differ from the conditions that
existed during the historical period included in the development of PD and LGD.
Our allowance model is particularly sensitive to forecasted and
seasonally-adjusted actual California unemployment rates, which decreased to
4.1% at December 31, 2022 from 5.8% at December 31, 2021 . The ACL model
incorporates a one-year forecast. For periods beyond the forecast horizon the
economic factors revert to historical averages on a straight-line basis over a
one-year period. We performed a sensitivity analysis as of December 31, 2022 and
determined that a 1% change (e.g., 4.5% to 5.5%) in the forecasted quarterly
unemployment rates over the next four quarters resulted in a 6% change to our
allowance for credit losses on loans. This impact does not consider other
assumption changes to either the quantitative factors, such as probability of
default, loss given default, loan mix or cash flows, prepayment/curtailment
rates, and individually analyzed loans, or qualitative factors as discussed in
Note 1 - Summary of Significant Accounting Policies. Additionally, because
current economic conditions and forecasts can change, as future events are
inherently difficult to predict, the estimated credit losses on loans and
unfunded commitments could change significantly.
While we believe we use the best information available to determine the
allowance for credit losses, our results of operations could be significantly
affected if circumstances differ substantially from the assumptions used in
determining the allowance. For information regarding critical estimates related
to our allowance for credit losses methodology, the provision for credit losses,
and risks to asset quality and lending activity, see ITEM 1A - Risk Factors, the
Allowance for Credit Losses section in ITEM 7 - Management's Discussion and
Analysis of Financial Condition and Results of Operations,
Income Taxes
We are subject to the income tax laws of theU.S. , its states, and the municipalities in which we operate. These tax laws are complex and subject to different interpretations by us and the government taxing authorities. We review our provision for income tax expense monthly and calculate the carrying value of deferred tax assets and liabilities quarterly. In establishing a provision for income tax expense, we make judgments and interpretations about the application of these inherently complex tax laws. In addition, our estimates include making judgements about when future items will affect taxable income. Although management believes that the judgments and estimates used are reasonable, actual results could differ and we may be exposed to losses or gains that could be material. For further information on our tax assets and liabilities, and related provision for income taxes, see Note 1 - Summary of Significant Accounting Policies and Note 11 - Income Taxes in ITEM 8 - Financial Statements and Supplementary Data of this Form 10-K.
Fair Value Measurements
We use fair value measurements to record certain financial instruments and to
determine fair value disclosures. Available-for-sale securities and interest
rate swap agreements are financial instruments recorded at fair value on a
recurring basis. Additionally, we record at fair value other financial assets on
a nonrecurring basis such as collateral dependent loans and other real estate
owned. These nonrecurring fair value adjustments typically involve write-downs
of, or specific reserves against, individual assets. We group our assets and
liabilities that are measured at fair value into three levels within the fair
value hierarchy, based on the markets in which the assets and liabilities are
traded and the reliability of the assumptions used to determine fair value. The
classification of assets and liabilities
24
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within the hierarchy is based on whether the inputs to the valuation methodology
used in the measurement are observable or unobservable. Observable inputs
reflect market-driven or market-based information obtained from independent
sources, while unobservable inputs reflect our estimates about market data. The
degree of management judgment involved in determining the fair value of a
financial instrument is dependent upon the availability of quoted market prices
or observable market data. For financial instruments that trade actively and
have quoted market prices or observable market data, there is minimal
subjectivity involved in measuring fair value. When observable market prices and
data are not fully available, management judgment is necessary to estimate fair
value. In addition, changes in the market conditions may reduce the availability
of quoted prices or observable data. Therefore, when market data is not
available, we use valuation techniques that require more management judgment to
estimate the appropriate fair value measurement. Fair value is discussed further
in Note 1 - Summary of Significant Accounting Policies and Note 9 - Fair Value
of Assets and Liabilities in ITEM 8 - Financial Statements and Supplementary
Data of this Form 10-K.
Business Combinations
Business combinations are accounted for using the acquisition method of
accounting where the assets and liabilities of the acquired entities have been
recorded at their estimated fair values at the date of acquisition. Goodwill
represents the excess of the purchase price over the fair value of net assets
acquired. The purchase price allocation process requires significant judgment in
the estimation of the fair values of the assets acquired and the liabilities
assumed. Management may obtain third-party valuations such as appraisals or
discounted cash flow analyses, or we may derive fair values internally using
techniques as discussed in Fair Value Measurements above. Management assesses
qualifications of third-party valuation specialists, reviews assumptions applied
and takes responsibility for the results of fair value estimates. Merger-related
expenses include costs directly related to merger activity such as legal and
professional fees, system consolidation and conversion costs, and compensation
costs associated with employee severance and retention incentives. We account
for merger-related costs as expenses in the periods in which the costs are
incurred and the services received. Accounting policies and estimates are
discussed further in Note 1 - Summary of Significant Accounting Policies and
Note 18 - Merger in ITEM 8 - Financial Statements and Supplementary Data of this
Form 10-K.
25
--------------------------------------------------------------------------------RESULTS OF OPERATIONS
Financial Highlights
The following are highlights of our financial condition and results of
operations. The data was derived from the audited consolidated financial
statements of
At December 31,
(dollars in thousands, except per share data) 2022 2021
Selected financial condition data:
Total assets $ 4,147,464 $ 4,314,209
Investment securities $ 1,774,303 $ 1,509,790
Loans, net of allowance for credit losses on loans 1 $ 2,069,563 $ 2,232,622
Deposits $ 3,573,348 $ 3,808,550
Borrowings and other obligations $ 112,439 $ 419
Stockholders' equity $ 412,092 $ 450,368
Asset quality ratios:
Allowance for credit losses to total loans 1.10 % 1.02 %
Allowance for credit losses to total loans, excluding SBA PPP loans 2
1.10 % 1.07 %
Allowance for credit losses to non-accrual loans 9.45x 2.75x
Non-accrual loans to total loans 0.12 % 0.37 %
Capital ratios:
Tangible common equity to tangible assets 8.21 % 8.76 %
Total capital (to risk-weighted assets) 15.90 % 14.58 %
Tier 1 capital (to risk-weighted assets) 15.02 % 13.70 %
Tier 1 capital (to average assets) 9.60 % 8.85 %
Common equity Tier 1 capital (to risk-weighted assets) 15.02 % 13.70 %
Other data:
Loan-to-deposit ratio 58.56 % 59.23 %
Number of branches 31 31
Full-time equivalent employees 313 328
For the Years Ended December 31,
(dollars in thousands, except per share data) 2022 2021 2020
Selected operating data:
Net interest income $ 127,492
(381) (2,441) 6,164
Non-interest income 10,905 10,132 8,550
Non-interest expense 3 75,269 72,638 58,458
Net income 3 46,586 33,228 30,242
Net income per common share:
Basic $ 2.93 $ 2.32 $ 2.24
Diluted $ 2.92 $ 2.30 $ 2.22
Performance and other financial ratios:
Return on average assets 1.08 % 0.94 % 1.04 %
Return on average equity 11.16 % 8.43 % 8.60 %
Tax-equivalent net interest margin 3.11 % 3.17 % 3.55 %
Cost of deposits 0.06 % 0.07 % 0.11 %
Efficiency ratio 54.39 % 63.12 % 55.56 %
Cash dividend payout ratio on common stock 4 33.45 % 40.52 % 41.07 %
Cash dividends per common share $ 0.98 $ 0.94 $ 0.92
1 Includes SBA PPP loans of $3.5 million at December 31, 2022 and $111.2 million at December 31, 2021 .
2 The allowance for credit losses to total loans, excluding SBA-guaranteed PPP loans, is considered a meaningful
non-GAAP financial measure, as it represents only those loans that were considered in the calculation of the
allowance for credit losses. Refer to footnote 1 above for SBA PPP totals.
3 2022 and 2021 included $858 thousand (or $604 thousand , net of taxes) and $6.5 million (or $4.9 million , net of
taxes), respectively, in merger-related and conversion costs.
4 Calculated as dividends on common shares divided by basic net income per common share.
26
--------------------------------------------------------------------------------Executive Summary
Annual earnings were$46.6 million in 2022 compared to$33.2 million in 2021. Diluted earnings were$2.92 per share in 2022, compared to$2.30 per share in 2021.
The following are highlights of operating and financial performance for the year
ended
•Merger-related and conversion costs reduced net income by$604 thousand , or4 cents per share in 2022, compared to$4.9 million , or34 cents per share in 2021. As shown in the reconciliation of GAAP to non-GAAP financial measures on page 28, year-to-date return on average assets of 1.08% and return on average equity of 11.16% excluding these costs would have been 1.10% and 11.31%, respectively, compared to 1.08% and 9.67%, respectively, in 2021. •Loans decreased by$163.1 million in 2022, or 7%, to$2.093 billion as ofDecember 31, 2022 , from$2.256 billion as ofDecember 31, 2021 . Loan originations of$240.2 million in 2022 were the second highest on record, while payoffs were uncharacteristically high. Payoffs included both Paycheck Protection Program ("PPP") loans and$258.5 million of non-PPP loans, many of which were outside the Bank's control and resulted from activities such as sales of businesses and properties, cash repayments, and project completions. Shortly afterDecember 31 , we originated$45 million in commercial loans that were in process at year-end,$20 million of which was syndicated to a participant bank. •Credit quality remained strong and improved during 2022, with classified loans decreasing$8.1 million and non-accrual loans representing 0.12% of the total loans as ofDecember 31, 2022 , compared to 0.37% as ofDecember 31, 2021 . Non-accrual loans dropped by$5.9 million (or 71%) in 2022, substantially due to the payoff of three commercial real estate loans from two borrowers. Subsequent to year-end, an additional$1.2 million in non-accrual loans paid off. In 2022 and 2021, we recorded net reversals of the provision for credit losses on loans of$63 thousand and$1.4 million , respectively. In addition, in 2022 and 2021, we recorded net reversals of the provision for credit losses on unfunded commitments of$318 thousand and$992 thousand , respectively. •Deposits decreased by$235.2 million to$3.573 billion as ofDecember 31, 2022 , compared to$3.809 billion as ofDecember 31, 2021 , as the Bank continued to carefully manage deposit costs. The decline was a result of anticipated outflows due to planned business activities by a few large clients and some customers moving into alternative investments. At the end of 2021, the Bank held$347.6 million in cash and cash equivalents, and$173.1 million in off-balance sheet amounts with deposit networks in anticipation of expected and potential unexpected deposit outflows during 2022. There were no balances held with deposit networks at the end of 2022. Despite the decrease, non-interest bearing deposits to total deposits increased slightly to 51.5% as ofDecember 31, 2022 , compared to 50.2% as ofDecember 31, 2021 . Cost of deposits remained low at 0.06% in 2022, down slightly from 0.07% in 2021. •Net interest income totaled$127.5 million and$105.0 million in 2022 and 2021, respectively. The$22.5 million increase from the prior year was primarily due to higher balances in the investment securities and commercial real estate loan portfolios, a full year of net interest income from acquired earning assets ofAmerican River Bankshares ("AMRB"), compared to five months in 2021, and the early redemption of subordinated debt that generated$1.4 million of interest expense in 2021. The tax-equivalent net interest margin decreased by 6 basis points to 3.11% in 2022, compared to 3.17% in 2021, as the proportion of average investment securities to average total interest-earning assets grew from 26% in 2021 to 44% in 2022 and fee income from PPP loans declined. •The efficiency ratio was 54.39% in 2022, compared to 63.12% in 2021. As shown in the reconciliation of GAAP to non-GAAP financial measures on page 28, the efficiency ratios excluding merger-related and conversion costs would have been 53.77% and 57.51% in 2022 and 2021, respectively. •After careful consideration, the Bank decided to close four brick-and-mortar branch locations inMarch 2023 . The acquisition ofAmerican River Bankshares resulted in an overlap in the Bank's branch network inSanta Rosa andHealdsburg , prompting branch consolidations withinNorthern Sonoma County . In addition, our 27 --------------------------------------------------------------------------------Tiburon and Buckhorn branches inSouthern Marin andAmador counties are close to other branches that can serve our customers. These closures fulfill the remaining expense savings anticipated from the acquisition, improve efficiency and optimize our delivery channels while generating savings that will help to fund strategic initiatives going forward. The expected pre-tax savings in 2023 from the branch closures, net of accelerated costs, is approximately$470 thousand , and future annual pre-tax savings are expected to be approximately$1.4 million . •All capital ratios were above regulatory requirements for a well-capitalized institution. The total risk-based capital ratio for Bancorp was 15.9% atDecember 31, 2022 and 14.6% atDecember 31, 2021 . Tangible common equity to tangible assets declined to 8.2% atDecember 31, 2022 from 8.8% atDecember 31, 2021 , primarily due to$71.7 million increase in after-tax unrealized losses on available-for-sale securities associated with interest rate changes sinceDecember 31, 2021 , partially offset by incremental earnings and the smaller balance sheet in 2022. The total risk-based capital ratio for the Bank was 15.7% atDecember 31, 2022 and 14.4% atDecember 31, 2021 . •The Board of Directors declared a cash dividend of$0.25 per share onJanuary 20, 2023 . This is the 71st consecutive quarterly dividend paid byBank of Marin Bancorp . The cash dividend was paid onFebruary 10, 2023 to shareholders of record at the close of business onFebruary 3, 2023 . •As recent events in the marketplace unfold, including the closures ofSilicon Valley Bank onMarch 10, 2023 followed by Signature Bank onMarch 12, 2023 , the Bank remains focused on our banking relationships. We believe our deposit franchise is sound, with a focus on core deposits from community-based customers with whom we have strong relationships. Those relationships are centered around the needs of local corporations, business operators and real estate investors, with very little exposure to technology start-up companies and no exposure to digital assets, two areas of risk that strongly influenced the aforementioned closures. OnMarch 13, 2023 , we initiated an outreach effort to answer our customers' questions or concerns about the recent events, strengths of the Bank, and other matters such asFDIC insurance coverage. InFebruary 2023 , we enhanced our borrowing capacity at the FHLB by pledging certain held-to-maturity securities to the Securities-Backed Credit Program, increasing our total immediate contingent funding sources to approximately$2.0 billion , or 59% of total deposits as ofFebruary 28, 2023 . The Bank also has the option to add another$267 million to its borrowing capacity through theFederal Reserve's new Bank Term Funding Program ("BTFP"). 28 --------------------------------------------------------------------------------
Statement Regarding Use of Non-GAAP Financial Measures
In this Form 10-K, Bancorp's financial results are presented in accordance with GAAP and refer to certain non-GAAP financial measures. Management believes that presentation of operating results using non-GAAP financial measures provides useful supplemental information to investors and facilitates the analysis of Bancorp's operating results and comparison of operating results across reporting periods. Management also uses non-GAAP financial measures to establish budgets and manage Bancorp's business. A reconciliation of the GAAP financial measures to comparable non-GAAP financial measures is presented below.
Reconciliation of GAAP and Non-GAAP Financial Measures
Year ended December 31,
(in thousands, except share data; unaudited) 2022 2021 2020
Net income
Net income (GAAP) $ 46,586 $ 33,228 $ 30,242
Merger-related and conversion costs:
Personnel and severance 393 3,005 -
Professional services 67 1,976 -
Data processing 77 1,127 -
Other 321 350 -
Total merger costs before tax benefits 858 6,458 -
Income tax benefit of merger-related expenses (254) (1,547) -
Total merger-related and conversion costs, net of tax benefits
604 4,911 -
Comparable net income (non-GAAP) $ 47,190 $ 38,139 $ 30,242
Diluted earnings per share
Weighted average diluted shares 15,969 14,422 13,617
Diluted earnings per share (GAAP) $ 2.92 $ 2.30 $ 2.22
Merger-related and conversion costs, net of tax benefits 0.04 0.34 -
Comparable diluted earnings per share (non-GAAP) $ 2.96 $ 2.64 $ 2.22
Return on average assets
Average assets $ 4,304,511 $ 3,537,163 $ 2,897,165
Return on average assets (GAAP) 1.08 % 0.94 % 1.04 %
Comparable return on average assets (non-GAAP) 1.10 % 1.08 % 1.04 %
Return on average equity
Average stockholders' equity $ 417,344 $ 394,363 $ 351,494
Return on average equity (GAAP) 11.16 % 8.43 % 8.60 %
Comparable return on average equity (non-GAAP) 11.31 % 9.67 % 8.60 %
Efficiency ratio
Non-interest expense (GAAP) $ 75,269 $ 72,638 $ 58,458
Merger-related expenses (858) (6,458) -
Non-interest expense (non-GAAP) $ 74,411 $ 66,180 $ 58,458
Net interest income $ 127,492 $ 104,951 $ 96,659
Non-interest income $ 10,905 $ 10,132 $ 8,550
Efficiency ratio (GAAP) 54.39 % 63.12 % 55.56 %
Comparable efficiency ratio (non-GAAP) 53.77 % 57.51 % 55.56 %
29
--------------------------------------------------------------------------------Net Interest Income
Net interest income is the interest earned on loans, investment securities and other interest-earning assets minus interest expense incurred on deposits and other interest-bearing liabilities. Net interest income is affected by changes in general market interest rates and by changes in the amounts and composition of interest-earning assets and interest-bearing liabilities. Interest rate changes can create fluctuations in net interest income and/or margin due to an imbalance in the timing of repricing or maturity of assets or liabilities. We manage interest rate risk exposure with the goal of optimizing the effect of interest rate volatility on net interest income. Net interest margin is expressed as net interest income divided by average interest-earning assets. Net interest rate spread is the difference between the average rate earned on total interest-earning assets and the average rate incurred on total interest-bearing liabilities. Both of these measures are reported on a taxable-equivalent basis. Net interest margin is the higher of the two because it reflects interest income earned on assets funded with non-interest-bearing sources of funds, which include demand deposits and stockholders' equity. The following table compares interest income, average interest-earning assets, interest expense, and average interest-bearing liabilities for the periods presented. The table also presents net interest income, net interest margin and net interest rate spread for the years indicated.
Average Statements of Condition and Analysis of Net Interest Income
Year ended Year ended Year ended
December 31, 2022 December 31, 2021 December 31, 2020
Interest Interest Interest
Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/
(dollars in thousands; unaudited) Balance Expense Rate Balance Expense Rate Balance Expense Rate
Assets
Interest-earning deposits with banks 1
1.15 % $ 287,626 $ 399 0.14 % $ 153,794 $ 461 0.29 %
Investment securities 2, 3 1,796,628 35,534 1.98 % 866,790 16,999 1.96 % 533,186 15,025 2.82 %
Loans 1, 3, 4 2,175,259 94,614 4.29 % 2,155,982 92,376 4.23 % 2,023,203 85,398 4.15 %
Total interest-earning assets 1 4,092,282 131,555 3.17 % 3,310,398 109,774 3.27 % 2,710,183 100,884 3.66 %
Cash and non-interest-bearing due from banks 53,534 61,299 49,676
Bank premises and equipment, net 7,400 5,964 5,526
Interest receivable and other assets, net 151,295 159,502 131,780
Total assets $ 4,304,511 $ 3,537,163 $ 2,897,165
Liabilities and Stockholders' Equity
Interest-bearing transaction accounts $ 294,682 $ 421 0.14 % $ 217,924 $ 172 0.08 % $ 148,817 $ 186 0.13 %
Savings accounts 341,710 125 0.04 % 268,397 94 0.04 % 184,146 68 0.04 %
Money market accounts 1,065,104 1,589 0.15 % 864,625 1,520 0.18 % 763,689 2,009 0.26 %
Time accounts, including CDARS 140,547 323 0.23 % 115,393 246 0.21 % 96,558 554 0.57 %
Borrowings and other obligations 1, 6 2,295 91 3.90 % 892 9 1.08 % 174 4 2.16 %
Subordinated debenture 1, 5 - - - % 534 1,361 251.54 % 2,741 158 5.68 %
Total interest-bearing liabilities 1,844,338 2,549 0.14 % 1,467,765 3,402 0.23 % 1,196,125 2,979 0.25 %
Demand accounts 1,993,373 1,628,289 1,308,199
Interest payable and other liabilities 49,456 46,746 41,347
Stockholders' equity 417,344 394,363 351,494
Total liabilities & stockholders' equity$ 4,304,511 $ 3,537,163 $ 2,897,165 Tax-equivalent net interest income/margin 1$ 129,006 3.11 %$ 106,372 3.17 %$ 97,905 3.55 % Reported net interest income/margin 1$ 127,492 3.07 %$ 104,951 3.13 %$ 96,659 3.51 % Tax-equivalent net interest rate spread 3.03 % 3.04 % 3.41 % 1 Interest income/expense is divided by actual number of days in the period times 360 days to correspond to stated interest rate terms, where applicable. 2 Yields on available-for-sale securities are calculated based on amortized cost balances rather than fair value, as changes in fair value are reflected as a component of stockholders' equity. Investment security interest is earned on 30/360 day basis monthly. 3 Yields and interest income on tax-exempt securities and loans are presented on a taxable-equivalent basis using the federal statutory rate of 21%. 4 Average balances on loans outstanding include non-performing loans. The amortized portion of net loan origination fees is included in interest income on loans, representing an adjustment to the yield. 5 2021 interest on the subordinated debenture included$1.3 million in accelerated discount accretion from the early redemption of our last subordinated debenture onMarch 15, 2021 . 6 Average balances and rate consider$13.9 million in FHLB borrowings acquired from AMRB that were redeemed onAugust 25, 2021 . 30 --------------------------------------------------------------------------------
Analysis of Changes in Net Interest Income
The following table presents the effects of changes in average balances (volume)
or changes in average rates on tax-equivalent net interest income for the years
indicated. Volume variances are equal to the increase or decrease in average
balances multiplied by prior period rates. Rate variances are equal to the
increase or decrease in rates multiplied by prior period average balances. Mix
variances are attributable to the change in yields or rates multiplied by the
change in average balances.
2022 compared to 2021 2021 compared to 2020
(in thousands, unaudited) Volume Yield/Rate
Mix Total Volume Yield/Rate Mix Total
Interest-earning deposits with banks
18,233 146 156 18,535 9,400 (4,568) (2,858) 1,974 Loans 1
826 1,401 11 2,238 5,605 1,526 (153) 6,978 Total interest-earning assets
18,826 4,508 (1,553) 21,781 15,406 (3,289) (3,227) 8,890 Interest-bearing transaction accounts
61 139 49 249 90 (75) (29) (14)
Savings accounts 26 5 - 31 31 (3) (2) 26
Money market accounts 352 (229) (54) 69 266 (663) (92) (489)
Time accounts, including CDARS 54 19 4 77 108 (348) (68) (308)
Borrowings and other obligations 16 25 41 82 16 (2) (9) 5
Subordinated debenture - (1,361) - (1,361) (127) 6,851 (5,521) 1,203 Total interest-bearing liabilities
509 (1,402)
40 (853) 384 5,760 (5,721) 423
Tax-equivalent net interest income
2022 Compared to 2021 Net interest income totaled$127.5 million in 2022, compared to$105.0 million in 2021. The$22.5 million increase from the prior year was primarily due to higher balances in the investment and commercial real estate loan portfolios, which added$18.4 million and$6.1 million , respectively, to net interest income. Additionally, 2022 incorporated a full year of net interest income from acquired earning assets of AMRB, compared to five months in 2021. Average interest-bearing liabilities increased$376.6 million while the average cost dropped nine basis points, largely due to the extinguishment of subordinated debt that generated$1.4 million of interest expense in 2021. The tax-equivalent net interest margin decreased six basis points to 3.11% in 2022, from 3.17% in 2021, as the proportion of average investment securities to average total interest-earning assets grew from 26% in 2021 to 44% in 2022 and fee income from PPP loans declined.
2021 Compared to 2020
Net interest income totaled$105.0 million and$96.7 million in 2021 and 2020, respectively. The$8.3 million increase in 2021 was primarily due to higher average loan and investment securities balances. In addition, we recognized$8.3 million in SBA PPP fees, net of cost in 2021, compared to$3.8 million in 2020. These increases were partially offset by$1.4 million in interest and accelerated discount accretion on the early redemption of a subordinated debenture in the first quarter of 2021, and lower yields on investment securities. The tax-equivalent net interest margin decreased 38 basis points to 3.17% in 2021, from 3.55% in 2020 for the reasons already mentioned and as shown in the above table. The SBA PPP loans improved the 2021 net interest margin by 10 basis points, and the early redemption of the subordinated debenture reduced it by 4 basis points. Market Interest Rates
Market interest rates are, in part, based on the target federal funds interest rate (the interest rate banks charge each other for short-term borrowings) implemented by the Federal Reserve Open Market Committee ("FOMC").
In response to the evolving risks to economic activity caused by the COVID-19 pandemic, theFOMC made two emergency federal funds rate cuts totaling 150 basis points inMarch 2020 . The federal funds rate range remained 31 -------------------------------------------------------------------------------- between 0.0% to 0.25% through the beginning of 2022, putting downward pressure on our asset yields and net interest margin. Beginning inMarch 2022 , theFOMC began successive increases to the federal funds rate due to the evolving inflation risks, international political unrest and oil and other supply chain disruptions. As a result of five rate adjustments during 2022, the federal funds target rate range increased to 4.25% to 4.50% at year-end. Subsequently, onFebruary 1, 2023 , theFOMC increased the rate by another 25 basis points to a range of 4.50% to 4.75%. As shown in the table above, higher interest rates contributed an additional$5.9 million to net interest income in 2022 compared to 2021. Additional rate increases are anticipated in 2023, asFederal Reserve policymakers continue to monitor inflation and economic developments. See ITEM 7A. Quantitative and Qualitative Disclosure about Market Risk for further information.
Provision for Credit Losses on Loans
We recorded a net$63 thousand reversal of the provision for credit losses on loans in 2022, compared to a$1.4 million reversal of the provision for credit losses in 2021 and$4.6 million provision for credit losses in 2020. The net reversal of the provision in 2022 was largely due to a$55.4 million decrease in applicable loan balances (excludes the$107.7 million decrease in PPP loans for which there was no allowance) and improvements in the Moody's Analytics' Baseline Forecast ofCalifornia unemployment rates sinceDecember 31, 2021 , which decreased the quantitative "modeled" allowance for credit losses. These decreases were partially offset by adjustments to qualitative risk factors to account for the ongoing deterioration in the economic outlook that management believes is not captured in the quantitative portion of the allowance. The net provision reversal in 2021 was primarily due to continued improvements in Moody's Analytics' Baseline Forecast ofCalifornia unemployment rates and adjustments to qualitative risk factors due to a decline in the volume of loans downgraded to substandard classification, fewer delinquencies, and the elimination of an allowance related to a commercial real estate loan that had been individually analyzed for potential credit losses in the previous periods and paid off in 2021. These reversals were partially offset by an increase in the allowance for credit losses related to qualitative risk factor adjustments for recent changes in executive leadership and senior lending positions, and integration of AMRB. The provision for credit losses in 2020 calculated under the incurred loss method (prior to the adoption of the excepted credit loss method onDecember 31, 2020 ) was largely due to the uncertainty about the impact of the COVID-19 pandemic on the local and regional economies and our customers at that time. In addition, under the CECL method, we increased our allowance for credit losses by approximately$925 thousand for previously acquired loans (i.e., non-purchased credit deteriorated or "non-PCD" loans); whereas, under previous GAAP (incurred loss method) we did not record an allowance on our unimpaired previously acquired non-PCD loans. The pandemic also negatively affected the financial condition of many of our borrowers, which was partially alleviated by our payment relief program under the 2020 CARES Act and the SBA PPP.
Non-interest Income
The table below details the components of non-interest income.
2022 compared to 2021 2021 compared to 2020
Years ended December 31 , Amount Increase Percent Increase Amount Increase Percent Increase (dollars in thousands; unaudited)
2022 2021
2020 (Decrease) (Decrease) (Decrease) (Decrease)
$ 5 0.2 % $ 371 20.0 %
Earnings on bank-owned life insurance,
net 1,229 2,194 973 (965) (44.0) % 1,221 125.5 %
Debit card interchange fees, net 2,051 1,812 1,438 239 13.2 % 374 26.0 %
Service charges on deposit accounts 2,007 1,593 1,314 414 26.0 % 279 21.2 %
Dividends on
296 38.9 % 106 16.2 %
Merchant interchange fees, net 549 422 239 127 30.1 % 183 76.6 %
(Losses) gains on investment securities,
net (63) (16) 915 (47) 293.8 % (931) (101.7) %
Other income 1,849 1,145 1,166 704 61.5 % (21) (1.8) %
Total non-interest income $ 10,905 $ 10,132 $ 8,550 $ 773 7.6 % $ 1,582 18.5 %
32--------------------------------------------------------------------------------
2022 Compared to 2021
Non-interest income totaled$10.9 million in 2022, a$773 thousand increase from$10.1 million in 2021. The increase was primarily due to higher fees on deposit balances held in off-balance sheet deposit networks contributing$504 thousand in additional income,$414 thousand more service charges on deposit accounts,$296 thousand higher FHLB dividends, and a combination of smaller increases. Increases were partially offset by a$965 thousand reduction in bank-owned life insurance as the prior year included$1.1 million in benefits collected on insurance policies. Additionally, 2022 incorporated a full year of non-interest income from the AMRB acquisition, compared to five months in 2021.
2021 Compared to 2020
Non-interest income totaled$10.1 million and$8.6 million in 2021 and 2020, respectively. The$1.5 million increase was primarily due to the collection of$1.1 million in benefits on bank-owned life insurance policies and an increase in service charges and interchange fees related to the expanded deposit base. InMarch 2020 , we implemented temporary waivers for all ATM fees, overdraft fees and early withdrawal penalties for time deposits to help ease the financial burden customers began experiencing due to the pandemic. We reinstituted the fees inMay 2021 . Additionally,Wealth Management and Trust income increased due to the addition of new accounts and favorable market performance in 2021. Increases were partially offset by the$931 thousand reduction in gains on sales of investment securities. Non-interest Expense
The table below details the components of non-interest expense.
2022 compared to 2021 2021 compared to 2020
Years ended December 31 , Amount Increase Percent Increase Amount Increase Percent Increase (dollars in thousands; unaudited)
2022 2021 2020 (Decrease) (Decrease) (Decrease) (Decrease) Salaries and employee benefits
$ 42,046 $ 41,939 $ 34,393 $ 107 0.3 %$ 7,546 21.9 % Occupancy and equipment 7,823 7,297 6,943 526 7.2 % 354 5.1 % Data processing 4,649 5,139 3,184 (490) (9.5) % 1,955 61.4 % Professional services 3,299 4,974 2,181 (1,675) (33.7) % 2,793 128.1 % Depreciation and amortization 1,840 1,740 2,149 100 5.7 % (409) (19.0) % Information technology 2,197 1,550 1,050 647 41.7 % 500 47.6 %
Amortization of core deposit intangible 1,489 1,135 853
354 31.2 % 282 33.1 %
Directors' expense 1,107 957 713 150 15.7 % 244 34.2 %
Federal Deposit Insurance Corporation
insurance 1,179 889 474 290 32.6 % 415 87.6 %
Charitable contributions 709 587 1,034 122 20.8 % (447) (43.2) %
Other real estate owned 359 5 - 354 7,080.0 % 5 N/A
Other non-interest expense:
Advertising 1,070 908 769 162 17.8 % 139 18.1 %
Other expense 7,502 5,518 4,715 1,984 36.0 % 803 17.0 %
Total other non-interest expense 8,572 6,426 5,484 2,146 33.4 % 942 17.2 %
Total non-interest expense $ 75,269 $ 72,638 $ 58,458 $ 2,631 3.6 % $ 14,180 24.3 %
2022 Compared to 2021
Non-interest expense increased $2.6 million to $75.3 million in 2022 from $72.6
million in 2021. Information technology expenses increased $647 thousand due to
investments in software and equipment during 2022. Total occupancy expenses,
including depreciation and amortization, increased $626 thousand resulting
primarily from merger growth and $212 thousand in accelerated costs related to
planned branch closures. Other increases in 2022 included core deposit
intangible amortization and FDIC insurance, largely attributable to the 2021
AMRB acquisition, a $345 thousand valuation adjustment in other real estate
owned expense, and a $490 thousand increase in employment recruiting costs
included in other expense.
33
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Salaries and employee benefits expense was relatively flat year-over-year. In
2022, increases in staffing and profit sharing expenses, a reduction in deferred
loan origination costs, and a combination of smaller items were largely offset
by a decrease in supplemental executive retirement plan expense from an
adjustment to the discount rate, and a decline in merger-related expenses, as
shown in the table on page 28.
Professional services decreased $1.7 million from the prior year, primarily due
to higher merger-related costs and additional consulting expenses associated
with PPP loan forgiveness application processing in 2021, partially offset by
higher audit and accounting fees in 2022. Data processing expenses decreased by
$490 thousand primarily due to merger-related expenses in 2021, as shown in the
table on page 28, partially offset by an increase in processing costs in 2022
associated with higher volumes for the larger bank.
2021 Compared to 2020
Non-interest expense increased$14.1 million to$72.6 million in 2021 from$58.5 million in 2020. The largest increase of$6.5 million came from merger-related and conversion costs. In addition to$3.0 million in merger costs, salaries and related benefits rose another$4.5 million due to increased numbers of employees, regularly scheduled annual merit and related increases, and lower deferred loan origination costs. Professional services included$817 thousand more in consulting expenses for PPP loan forgiveness application processing, investment advisory services, and legal costs. Data processing increased by an additional$828 thousand primarily due to increases core processing and mobile banking systems charges, and other categories increased due to the larger size of the bank.FDIC insurance increased by$415 thousand due to an increase in our deposit base. Charitable contributions decreased due to supplemental contributions in 2020 related to the pandemic.
Provision for Income Taxes
Income tax provisions reflect accruals for taxes at the applicable rates for federal income tax andCalifornia franchise tax based upon reported pre-tax income. Provisions also reflect permanent differences between income for tax and financial reporting purposes (such as earnings on tax exempt loans and municipal securities, BOLI, low-income housing tax credits, and stock-based compensation from the exercise of stock options, disqualifying dispositions of incentive stock options and vesting of restricted stock awards). The provision for income taxes totaled$16.9 million at an effective tax rate of 26.6% in 2022, compared to$11.7 million at an effective tax rate of 26.0% in 2021 and$10.3 million at an effective tax rate of 25.5% in 2020. The increase in the provision in 2022 compared to 2021 reflected higher pre-tax income. The 60 basis point increase in the effective tax rate in 2022 as compared to 2021 was primarily due to lower BOLI income and the smaller proportion of tax-exempt loan and investment securities interest income to pre-tax income in 2022, partially offset by the non-deductible merger expenses and executive compensation in 2021. The 50 basis point increase in the effective tax rate in 2021 compared to 2020 was due to non-deductible merger expenses and executive compensation, partially offset by higher BOLI income and tax-exempt loan and investment securities interest income. We file a consolidated return in theU.S. Federal tax jurisdiction and a combined return in theState of California tax jurisdiction. There were no ongoing federal or state income tax examinations at the issuance of this report. AtDecember 31, 2022 and 2021, neither the Bank nor Bancorp had accruals for interest or penalties related to unrecognized tax benefits.
FINANCIAL CONDITION
We maintain an investment securities portfolio to provide liquidity and to generate earnings on funds that have not been loaned to customers. Management determines the maturities and types of securities to be purchased based on liquidity and interest rate risk position, and the desire to attain a reasonable investment yield balanced with risk exposure. The tables below show the composition of the debt securities portfolio by expected maturity atDecember 31, 2022 and 2021. Expected maturities differ from contractual maturities because the issuers of the securities may have the right to call or prepay obligations with or without call or prepayment penalties. We estimate and update expected maturity dates regularly based on current and historical prepayment speeds. The weighted 34 --------------------------------------------------------------------------------
average life of the investment portfolio at
December 31, 2022 Within 1 Year 1-5 Years 5-10 Years After 10 Years
Total
(dollars in thousands; unaudited) AmortizedCost1 Average Yield2
AmortizedCost1 Average Yield2 AmortizedCost1 Average Yield2 AmortizedCost1 Average Yield2 Amortized Cost1 Fair Value Average Yield2
Held-to-maturity:
MBS/CMOs issued by U.S. government
agencies $ 463 0.63 % $ 152,817 3.36 % $ 419,822 2.20 % $ 158,410 2.28 % $ 731,512 $ 643,437 2.46 %
SBA-backed securities - - 2,372 3.17 - - - - 2,372 2,239 3.17
Debentures of government-sponsored
agencies - - 24,993 4.26 47,017 2.06 73,813 1.91 145,823 119,356 2.36
Obligations of state and political
subdivisions - tax-exempt3 - - - - 5,515 3.72 26,600 2.74 32,115 28,846 2.90
Obligations of state and political
subdivisions - taxable - - - - 4,708 1.84 25,677 2.28 30,385 22,913 2.21
Corporate bonds - - 30,000 3.63 - - - - 30,000 28,448 3.63
Total held-to-maturity 463 0.63 210,182 3.50 477,062 2.20 284,500 2.22 972,207 845,239 2.49
Available-for-sale:
MBS/CMOs issued by U.S. government
agencies 2,305 2.02 317,528 2.13 198,809 2.43 9,823 2.55 528,465 475,505 2.25
SBA-backed securities 65 1.01 47,166 2.66 - - 493 5.03 47,724 44,355 2.68
Debentures of government sponsored
agencies - - 140,145 1.29 6,977 1.35 1,992 1.39 149,114 135,106 1.29
U.S. Treasury securities - - - - 11,904 1.00 - - 11,904 10,269 1.00
Obligations of state and political
subdivisions - tax-exempt3 - - 9,711 2.09 11,721 2.86 81,922 2.67 103,354 91,138 2.64
Obligations of state and political
subdivisions - taxable 200 3.16 1,808 1.65 10,475 1.67 1,018 1.98 13,501 10,985 1.71
Corporate bonds - - 31,000 1.03 5,990 1.23 - - 36,990 33,276 1.05
Asset-backed securities - - - - 1,553 5.04 - - 1,553 1,462 5.04
Total available-for-sale 2,570 2.09 547,358 1.89 247,429 2.30 95,248 2.64 892,605 802,096 2.09
Total $ 3,033 1.87 % $ 757,540 2.34 % $ 724,491 2.24 % $ 379,748 2.33 % $ 1,864,812 $ 1,647,335 2.30 %
35--------------------------------------------------------------------------------December 31, 2021 Within 1 Year 1-5 Years 5-10 Years After 10 Years
Total
(dollars in thousands; unaudited) AmortizedCost1 Average Yield2
AmortizedCost1 Average Yield2 AmortizedCost1 Average Yield2 AmortizedCost1 Average Yield2 Amortized Cost1 Fair Value Average Yield2
Held-to-maturity:
MBS/CMOs issued by U.S. government
agencies $ 1,550 1.05 % $ 99,062 2.03 % $ 116,665 1.79 % $ 21,430 1.97 % $ 238,707 $ 239,856 1.90 %
SBA-backed securities - - 4,840 3.17 - - - - 4,840 5,038 3.17
Debentures of government-sponsored
agencies - - - - 19,973 1.67 31,499 1.89 51,472 50,571 1.80
Obligations of state and political
subdivisions - tax-exempt3 - - - - 16,686 1.92 - - 16,686 16,794 1.92
Obligations of state and political
subdivisions - taxable 101 4.58 - - 25,327 2.17 5,089 2.39 30,517 30,496 2.22
Total held-to-maturity 1,651 1.27 103,902 2.08 178,651 1.84 58,018 1.96 342,222 342,755 1.93
Available-for-sale:
MBS/CMOs issued by U.S. government
agencies 13,262 1.24 202,848 1.67 459,936 1.79 87,623 1.26 763,669 759,576 1.69
SBA-backed securities 7 2.21 30,502 2.45 2,131 0.16 - - 32,640 33,478 2.30
Debentures of government sponsored
agencies 6,000 2.62 120,115 1.11 16,411 1.39 48,923 1.88 191,449 188,527 1.38
U.S. Treasury securities - - - - 11,886 1.00 - - 11,886 11,630 1.00
Obligations of state and political
subdivisions - tax-exempt3 1,322 3.73 21,026 2.69 92,375 2.60 - - 114,723 119,970 2.63
Obligations of state and political
subdivisions - taxable 1,128 2.86 1,011 3.24 12,147 1.56 - - 14,286 14,030 1.78
Corporate bonds 2,013 2.73 31,000 1.03 5,988 1.23 - - 39,001 38,495 1.15
Asset-backed securities - - - - 1,866 0.72 - - 1,866 1,862 0.72
Total available-for-sale 23,732 1.93 406,502 1.57 602,740 1.87 136,546 1.48 1,169,520 1,167,568 1.72
Total $ 25,383 1.89 % $ 510,404 1.68 % $ 781,391 1.86 % $ 194,564 1.62 % $ 1,511,742 $ 1,510,323 1.77 %
1 Book value reflects cost, adjusted for accumulated amortization and accretion.
2 Weighted average calculation is based on amortized cost of securities.
3 Yields on tax-exempt municipal bonds are presented on a taxable equivalent
basis, using federal tax rate of 21%.
The amortized cost of our investment securities portfolio increased $353.1
thousand or 23.4% during 2022. We purchased $243.5 million in securities in 2022
designated as available-for-sale to provide flexibility for liquidity and
interest rate risk management. We also purchased $319.9 million in securities in
2022 designated as held-to-maturity. These purchases were offset by $177.3
million of paydowns, calls and maturities, and $10.7 million of sales during
2022. The weighted average yield on the purchases of securities was 3.22% for
the 2022 year and 6.08% for the fourth quarter of 2022. We transferred $357.5
million of available-for-sale securities to held-to-maturity in March 2022 .
Refer to Note 2, Investment Securities , to the Consolidated Financial Statements
in ITEM 8 of this report for further information.
During 2022, we purchased $364.6 million in agency collateralized mortgage
obligations ("CMOs"), $60.9 million in agency mortgage-backed securities
("MBSs"), $61.2 million in debentures of government sponsored agencies, $30.0
million in corporate bonds, $29.9 million in SBA-backed securities and $16.8
million in obligations of state and political subdivisions. We consider agency
debentures and CMOs issued by U.S. government sponsored entities to have low
credit risk as they carry the credit support of the U.S. federal government. The
debentures, CMOs and MBS issued by U.S. government sponsored agencies,
SBA-backed securities and U.S. Treasury securities made up 86.7% of the
portfolio at December 31, 2022 , compared to 85.6% at December 31, 2021 . See the
discussion in the section captioned "Securities May Lose Value due to Credit
Quality of the Issuers" in ITEM 1A Risk Factors above.
36
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At
December 31, 2022 December 31, 2021 Percent of Percent of State and Municipal State and Municipal
(dollars in thousands; unaudited) Amortized Cost Fair Value
Securities Amortized Cost Fair Value Securities Within California: General obligation bonds
$ 25,806 $ 20,768 14.4 %$ 25,036 $ 25,020 14.2 % Revenue bonds 3,719 2,987 2.1 5,249 5,185 3.0 Tax allocation bonds - - - 503 510 0.3 Total within California 29,525 23,755 16.5 30,788 30,715 17.5 OutsideCalifornia : General obligation bonds 121,908 106,375 68.0 117,278 121,303 66.5 Revenue bonds 27,922 23,752 15.5 28,146 29,272 16.0 Total outside California 149,830 130,127 83.5 145,424 150,575 82.5 Total obligations of state and political subdivisions$ 179,355 $ 153,882 100.0 %$ 176,212 $ 181,290 100.0 % Percent of investment portfolio 9.6% 9.3% 11.7% 12.0% The portion of the portfolio outside the state ofCalifornia is distributed among twelve states. Of the total investment in obligations of state and political subdivisions, the largest concentrations outsideCalifornia are inTexas (39.6%),Washington (14.4%), andWisconsin (8.9%). Our investment in obligations issued by municipal issuers inTexas are either guaranteed by theAAA-rated Texas Permanent School Fund ("PSF") or backed by revenue sources from essential services (such as utilities and transportation).
Investments in states, municipalities and political subdivisions are subject to an initial pre-purchase credit assessment and ongoing monitoring. Key considerations include:
•The soundness of a municipality's budgetary position and stability of its tax revenues
•Debt profile and level of unfunded liabilities, diversity of revenue sources, taxing authority of the issuer
•Local demographics/economics including unemployment data, largest local taxpayers and employers, income indices and home values
•For revenue bonds, the source and strength of revenue for municipal authorities including obligors' financial condition and reserve levels, annual debt service and debt coverage ratio, and credit enhancement (such as insurer's strength)
•Credit ratings by major credit rating agencies
Loans
Loans Outstanding by Class and Percent of Total
December 31, 2022 December 31, 2021
(in thousands; unaudited) Amortized Cost Percent of Total Amortized Cost Percent of Total
Commercial and industrial $ 173,547 8.3 % $ 301,602 13.4 %
Real estate
Commercial owner-occupied 354,877 17.0 392,345 17.4
Commercial investor-owned 1,191,889
56.9 1,189,021 52.7
Construction 114,373 5.5 119,840 5.3
Home equity 88,748 4.2 88,746 3.9
Other residential 112,123 5.4 114,558 5.1
Installment and other consumer 56,989 2.7 49,533 2.2
Total loans, at amortized cost 2,092,546 100.0 % 2,255,645 100.0 %
Allowance for credit losses on loans (22,983) (23,023)
Total loans, net of allowance for credit losses
$ 2,232,622 37
-------------------------------------------------------------------------------- Loans decreased by$163.1 million in 2022, or 7%, to$2.093 billion as ofDecember 31, 2022 , from$2.256 billion as ofDecember 31, 2021 . Year-over-year changes were largely attributable to a$107.7 million decrease in PPP loans and a decrease in investor-owned commercial real estate loans, partially offset by growth in owner-occupied commercial real estate loans. Loan originations were$240.2 million in 2022 compared to$181.7 million in 2021, an increase of 32%. Non-PPP payoffs were$258.5 million in 2022, compared to$218.1 million in 2021. Much of the payoffs in 2022 were outside the Bank's control and resulted from activities such as sales of businesses and properties, cash repayments, and project completions. The originations and payoffs noted above, combined with utilization on lines of credit and amortization on existing loans, resulted in the net decreases for these periods. Non-PPP payoffs as a percentage of beginning of the year loan balances were 11.5% in 2022 and 10.4% in 2021. Approximately 90% and 86%, of total loans were secured by real estate as ofDecember 31, 2022 and 2021, respectively. The increase in the percentage secured by real estate from 2021 to 2022 was primarily due to a$107.7 million reduction in unsecured loans guaranteed by the SBA under the PPP, which are included in commercial and industrial loans. For additional information on loan concentration risk, see ITEM 1A, Risk Factors.
The following table summarizes our commercial real estate loan concentrations by
the county in which the property was located as of
Commercial Real Estate Loans Outstanding by County
(dollars in thousands;
unaudited) December 31, 2022 December 31, 2021
Percent of Commercial Percent of Commercial
County Amount Real Estate Loans Amount Real Estate Loans
Marin $ 339,805 22.0 % $ 349,445 22.1 %
Sonoma 245,883 15.9 230,740 14.6
Napa 186,477 12.1 188,643 11.9
San Francisco 173,511 11.2 172,120 10.9
Alameda 163,381 10.6 176,871 11.2
Sacramento 120,146 7.8 113,120 7.2
Contra Costa 67,356 4.4 69,656 4.4
San Mateo 37,681 2.4 28,119 1.8
Solano 32,235 2.1 40,837 2.6
Placer 28,928 1.9 28,477 1.8
Santa Clara 21,091 1.4 20,070 1.3
San Joaquin 15,585 1.0 8,829 0.6
El Dorado 12,822 0.8 14,708 0.9
Other 101,865 6.4 139,731 8.7
Total $ 1,546,766 100.0 % $ 1,581,366 100.0 %
Commercial real estate loans decreased $34.6 million in 2022, compared to a
$315.2 million increase in 2021. The decrease in 2022 was primarily due to cash
paydowns as part of ongoing deleveraging, refinancings and asset sales. The
increase in 2021 was primarily due to the AMRB acquisition and expanded
footprint in Northern California . Of the commercial real estate loans at
December 31, 2022 , 77% were investor-owned and 23% were owner-occupied. Almost
the entire commercial real estate loan portfolio is comprised of term loans for
which the primary source of repayment is either the cash flow from leasing
activities of the real estate collateral or the operating cash flow of the owner
occupant.
38--------------------------------------------------------------------------------
The following table shows an analysis of construction loans by type and county
as of
Construction Loans Outstanding by Type and County
(dollars in thousands; unaudited) December 31, 2022 December 31, 2021
Percent of Percent of
Loan Type Amount Construction Loans Amount Construction Loans
Apartments and multifamily $ 60,347 52.7 % $ 45,978 38.4 %
Commercial real estate 33,746 29.5 49,131 41.0
1-4 Single family residential 19,171 16.8 19,564 16.3
Land - unimproved 1,109 1.0 1,201 1.0
Land - improved - - 3,966 3.3
Total $ 114,373 100.0 % $ 119,840 100.0 %
(dollars in thousands; unaudited) December 31, 2022 December 31, 2021
Percent of Percent of
County Amount Construction Loans Amount Construction Loans
San Francisco $ 45,271 39.6 % $ 55,826 46.6 %
Alameda 20,163 17.6 12,908 10.8
Solano 18,873 16.5 16,367 13.7
Sonoma 17,843 15.6 13,640 11.4
Marin 7,784 6.8 6,074 5.1
Other 4,439 3.9 15,025 12.4
Total $ 114,373 100.0 % $ 119,840 100.0 %
Construction loans decreased by $5.5 million in 2022, compared to an increase of
$46.8 million in 2021. The decrease in 2022 was primarily due to $46.6 million
in payoffs and $3.6 million in conversions to commercial real estate financing.
These decreases were partially offset by $37.5 million advanced on existing
construction loans and $7.2 million in new financing. The increase in 2021 was
primarily due to $48.8 million advanced on existing construction loans, $13.2
million in loans assumed in the AMRB acquisition and $7.2 million in new
financing. These increases were partially offset by $19.5 million in payoffs and
$2.9 million in conversions to commercial real estate financing. Undisbursed
construction loan commitments at December 31, 2022 and 2021 were $43.2 million
and $77.8 million , respectively.
The following table presents the amortized costs and maturity distribution of
our loans by class as of December 31, 2022 based on their contractual maturity
dates. Maturities do not include scheduled payments or potential prepayments.
Loan Maturity Distribution
Due within 1 Due after 1 Due after 5 Due after 15
(in thousands; unaudited) year through 5 years through 15 years years Total
Commercial and industrial 1 $ 61,181 $ 76,586 $ 32,530 $ 3,250 $ 173,547
Real estate
Commercial owner-occupied 12,869 80,861 253,863 7,284 354,877
Commercial investor-owned 42,643 329,876 792,173 27,197 1,191,889
Construction 2 47,335 17,027 50,011 - 114,373
Home equity 2,118 23,433 61,618 1,579 88,748
Other residential 1,936 79 1,813 108,295 112,123
Installment and other consumer
loans 956 7,389 48,452 192 56,989
Total $ 169,038 $ 535,251 $ 1,240,460 $ 147,797 $ 2,092,546
1 Commercial and industrial due within 1 year includes SBA PPP loans totaling
$3.5 million (net of $99 thousand in unrecognized fees and costs), which are
expected to be forgiven by the SBA in 2023.
2 Construction loans that mature after 5 years are structured to convert to permanent financing after the initial construction period.
39
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The following table shows the mix of variable-rate loans to fixed-rate loans due
after one year by class as of December 31, 2022 . The large majority of the
variable-rate loans are tied to independent indices (such as the Prime Rate or a
Treasury Constant Maturity Rate). Most loans with original terms of more than
five years have provisions for the fixed rates to reset, or convert to variable
rates, after three, five or seven years. These loans are included in
variable-rate balances below.
Loan Interest Rate Sensitivity - Due After One Year
(in thousands; unaudited) Fixed Variable Total Commercial and industrial$ 73,688 $ 38,678 $ 112,366 Real estate Commercial owner-occupied 195,342 146,666 342,008 Commercial investor-owned 724,647 424,599 1,149,246 Construction 46,070 20,968 67,038 Home equity 723 85,907 86,630 Other residential 1,738 108,449 110,187 Installment and other consumer loans 41,097 14,936 56,033 Total$ 1,083,305 $ 840,203 $ 1,923,508
Allowance for Credit Losses on Loans
The allowance for credit losses on loans is calculated in accordance with ASC 326 based on management's best estimate of current expected credit losses over the loans' contractual terms, adjusted for estimated prepayments where applicable. The contractual terms exclude anticipated extensions, renewals and modifications, except for reasonably expected extensions of certain troubled debt restructure loans. Relevant available information includes historical credit loss experience, current conditions and reasonable and supportable forecasts. While historical credit loss experience provides the basis for the estimation of expected credit losses, adjustments to historical loss information may be made for differences in current portfolio-specific risk characteristics, environmental conditions or other relevant factors. All specifically identifiable and quantifiable losses are charged off against the allowance. The ultimate adequacy of the allowance depends on a variety of complex factors, some of which may be beyond management's control, such as volatility in the real estate market, changes in interest rates and economic and political environments. Based on the current conditions of the loan portfolio and reasonable and supportable forecasts, management believes that the$23.0 million allowance for credit losses atDecember 31, 2022 was adequate to absorb expected credit losses in our loan portfolio. For additional information on our allowance for credit losses methodology, refer to Notes 1 and 3 to the Consolidated Financial Statements in ITEM 8 of this report. The allowance for credit losses to loans was 1.10% atDecember 31, 2022 and 1.02% atDecember 31, 2021 . The allowance for credit losses to loans, excluding SBA PPP loans was 1.10% and 1.07% at year-end 2022 and 2021, respectively (for a discussion of this non-GAAP financial measure, refer to ITEM 7, Financial Highlights section of this report). The$40 thousand decrease in the allowance for credit losses on loans in 2022 was largely due to a$55.4 million decrease in applicable loan balances (excludes the$107.7 million decrease in PPP loans for which there was no allowance) and improvements in the Moody's Analytics' Baseline Forecast ofCalifornia unemployment rates sinceDecember 31, 2021 , which decreased the quantitative "modeled" allowance for credit losses. These decreases were partially offset by adjustments to qualitative risk factors to account for the ongoing deterioration in the economic outlook that management believes is not captured in the quantitative portion of the allowance and$23 thousand in net recoveries. For further information, refer to the Provision for Credit Losses section above, and Notes 1 and 3 to the Consolidated Financial Statements in ITEM 8 of this report. Due to the high credit quality of our loan portfolio experienced to date, net charge-offs have been minimal for the past several years. Net recoveries totaled$23 thousand in 2022, compared to net recoveries of$93 thousand in 2021 and net charge-offs of$1 thousand in 2020. 40 -------------------------------------------------------------------------------- The following table presents the allowance for credit losses on loans by loan class in accordance with the methodology described in Note 1 to the Consolidated Financial Statements in ITEM 8 of this report, as well as the percentage of total loans in each of the same loan classes as ofDecember 31, 2022 and 2021.
Allocation of the Allowance for Credit Losses
Commercial and Commercial real estate, Commercial real estate, Installment and
(dollars in thousands; unaudited) industrial
owner-occupied investor-owned Construction Home equity Other residential other consumer Unallocated Total
$ 7,937 $ 453 $ 504 $ 571 $ 610 $ - $ 12,651
Qualitative adjustments 706 990 4,739 1,484 54 24 258 2,068 10,323
Specific allocations 9 - - - - - - - 9
Total $ 1,794 $ 2,487 $ 12,676 $ 1,937 $ 558 $ 595 $ 868 $ 2,068 $ 22,983
Loans as a percent of total loans 8.3 % 17.0 % 56.9 % 5.5 % 4.2 % 5.4 % 2.7 % N/A 100.0 %
December 31, 2021
Modeled expected credit losses $ 1,067 $ 2,045 $ 8,974 $ 503 $ 569 $ 642 $ 450 $ - $ 14,250
Qualitative adjustments 642 731 3,765 1,150 26 2 171 2,286 8,773
Specific allocations - - - - - - - - -
Total $ 1,709 $ 2,776 $ 12,739 $ 1,653 $ 595 $ 644 $ 621 $ 2,286 $ 23,023
Loans as a percent of total loans 13.4 % 17.4 % 52.7 % 5.3 % 3.9 % 5.1 % 2.2 % N/A 100.0 %
The table below shows the activity in the allowance for credit losses for each of the three years presented below.
Allowance for Credit Losses Rollforward
(dollars in thousands; unaudited) 2022 2021 2020 Beginning balance$ 23,023 $ 22,874 $ 16,677 Impact of CECL adoption - - 1,604 (Reversal of) provision for credit losses (63) (1,449) 4,594 Initial allowance for PCD loans - 1,505 - Loans charged-off: Commercial and industrial (9) - (30) Installment and other consumer (23) (5) (1) Total loans charged-off (32) (5) (31) Loans recovered: Commercial and industrial 22 14 27 Real estate: Construction 33 34 3 Home equity - 50 - Total loans recovered 55 98 30 Net loans (charged-off) recovered 23 93 (1) Ending balance$ 22,983 $ 23,023 $ 22,874 Total loans, at amortized cost$ 2,092,546 $ 2,255,645 $ 2,088,556 Average total loans outstanding during year$ 2,175,259
1.10 % 1.02 % 1.10 %
Net recoveries (charge-offs) to average loans NM NM NM
NM - Not meaningful.
Net charge-offs and recoveries for the years ended
41
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The following shows non-performing loans and loans modified in a TDR as of
Non-Performing Loans and Troubled Debt Restructurings
December 31, December 31,
(dollars in thousands; unaudited) 2022 2021
Non-accrual loans:
Real estate:
Commercial, owner-occupied $ 1,563 $ 7,269
Commercial, investor-owned - 694
Home equity 778 413
Installment and other consumer 91 -
Total non-accrual loans $ 2,432 $ 8,376
Accruing TDR loans:1
Commercial and industrial $ 900 $ 1,183
Real estate:
Commercial, owner-occupied - -
Commercial, investor-owned 160 179
Home equity 255 130
Installment and other consumer 457 607
Total accruing TDR loans $
1,772
Total non-accrual and accruing TDR loans$ 4,204 $ 10,475 Criticized and classified loans: Special mention$ 60,207 $ 73,263 Substandard$ 28,010 $ 36,121 Doubtful$ 99 $ 114 Allowance for credit losses to non-accrual loans 9.45x 2.75x Non-accrual loans to total loans 0.12 % 0.37 % 1 Excludes TDR loans on non-accrual status that are included above.
Non-Accrual and TDR
Non-accrual loans decreased by$5.9 million in 2022, primarily due to the payoff of two owner-occupied commercial real estate loans totaling$7.1 million and paydowns and the upgrade of a$695 thousand loan to accrual status as a result of improved financial condition and performance, partially offset by$2.0 million in loans designated as non-accrual in 2022. Over 96% of the non-accrual loans as ofDecember 31, 2022 were well-secured by either commercial or residential real estate.
Non-accrual loans decreased by
Total accruing TDR loans were$1.8 million and$2.1 million as ofDecember 31, 2022 and 2021, respectively. The$327 thousand decrease in 2022 was primarily due to$425 thousand in paydowns, partially offset by one loan totaling$98 thousand that was designated as TDR during 2022.
The
For information regarding temporary relief from TDR accounting afforded by the CARES Act, refer to the Executive Summary section above and Note 3 to the Consolidated Financial Statements in ITEM 8, under "Troubled Debt Restructuring."
Criticized and Classified Loans
Loans designated as special mention decreased by$13.1 million in 2022, primarily due to$30.2 million in upgrades to a pass risk rating,$7.7 million in paydowns and payoffs, and$3.6 million in downgrades from special mention to substandard. These decreases were partially offset by$27.8 million in downgrades from pass to special mention and$695 thousand in upgrades from substandard to special mention during 2022. Of the$27.8 million in 42 --------------------------------------------------------------------------------
downgrades to special mention,
Loans designated as special mention decreased by$13.6 million in 2021, primarily due to$33.1 million in upgrades to a pass risk rating,$18.9 million in paydowns and payoffs, and two loans that were downgraded from special mention to substandard totaling$5.4 million . These decreases were partially offset by$17.2 million in loans that were downgraded from pass/watch,$13.5 million in loans assumed in the AMRB acquisition, and$13.2 million in loans that were upgraded from substandard to special mention during 2021. Of the$17.2 million in downgrades to special mention,$13.2 million (or 77%) was well-secured by commercial real estate and the remaining$4.0 million in commercial loans had strong support. Loans designated as special mention exhibit potential weakness that deserve close attention. Loans classified substandard decreased by$8.1 million in 2022, primarily due to$16.1 million in paydowns and payoffs and$871 thousand in upgrades to special mention or pass, partially offset by downgrades totaling$8.8 million . Of the downgraded loans,$4.7 million (or 53%) was secured by commercial real estate and$3.6 million (or 41%) was to commercial borrowers. In addition, of the$16.1 million in paydowns and payoffs,$2.7 million was from loans downgraded in 2022. Loans classified substandard increased by$13.3 million in 2021, primarily due to downgrades totaling$25.4 million and$2.3 million in substandard loans assumed in the AMRB acquisition. Of the downgraded loans,$24.2 million were secured by commercial real estate. The downgrades were partially offset by$13.2 million in upgrades to special mention and$4.2 million in paydowns and payoffs.
Refer to Note 3 to the Consolidated Financial Statements in ITEM 8 of this report for an allocation of criticized and classified loans by loan class.
Other Assets
BOLI totaled$67.1 million atDecember 31, 2022 , compared to$61.5 million atDecember 31, 2021 . The increase of$5.6 million was primarily due to the purchase of$4.7 million in new policies and an increase in the cash surrender value from net investment earnings.
Interest receivable and other assets totaled
Net deferred tax assets totaled$43.9 million and$13.3 million atDecember 31, 2022 and 2021, respectively. Deferred tax assets consist primarily of tax benefits expected to be realized in future periods related to temporary differences such as the allowances for credit losses and unfunded loan commitments, net operating loss carryforwards, and deferred compensation and salary continuation plans. The$30.5 million increase in 2022 was primarily due to a$30.2 million increase in deferred tax assets related to changes in unrealized losses on available-for-sale investment securities, a$466 thousand increase in deferred tax assets related to state franchise tax and a$441 thousand decrease in deferred tax liabilities related to core deposit intangibles. These increases to net deferred tax assets were partially offset by a$430 thousand decrease in deferred tax assets related to the decrease in deferred compensation and salary continuation plans. Management believes deferred tax assets will be realizable due to our consistent record of earnings and the expectation that earnings will continue at a level adequate to realize such benefits. Therefore, no valuation allowance was established as ofDecember 31, 2022 or 2021. For additional information, refer to Note 11 to the Consolidated Financial Statements in ITEM 8 of this report. We held$16.7 million of FHLB stock recorded at cost in other assets atDecember 31, 2022 and 2021. The FHLB paid$1.0 million ,$760 thousand and$654 thousand in cash dividends in 2022, 2021 and 2020, respectively. For additional information, refer to Note 2 to the Consolidated Financial Statements in ITEM 8 of this report. Accrued interest on investment securities totaled$6.9 million and$4.8 million atDecember 31, 2022 and 2021, respectively. The increase was due to purchases of$563.4 million in securities. 43 --------------------------------------------------------------------------------
Deposits
Deposits decreased by$235.2 million , to$3.573 billion atDecember 31, 2022 , compared to$3.809 billion atDecember 31, 2021 . Non-interest bearing deposits decreased by$71 million in 2022 and made up 51% of total deposits at year-end. The decline was a result of anticipated outflows due to planned business activities by a few large clients, some customers moving into alternative investments and normal year-end fluctuations. See ITEM 1A, Risk Factors, for a discussion of potential risks associated with concentrations and volatility due to activity of our large deposit customers. Our relationship banking model is the foundation for the strong deposit base and allows us to proactively and strategically address changes in the interest rate environment and technology adoption by our customers. With our low cost of deposits, the Bank is well-positioned to implement deposit retention strategies.
Distribution of Average Deposits
The table below shows the relative composition of our average deposits for 2022
and 2021. For average rates paid on deposits, refer to Average Statements of
Condition and Analysis of Net Interest Income table in ITEM 7- Management's
Discussion and Analysis of Financial Condition and Results of Operations.
As of December 31,
2022 2021
Average
(in thousands; unaudited) Amount Percent of Total Average Amount Percent of Total
Non-interest bearing $ 1,993,374 52.0 % $ 1,628,289 52.7 %
Interest-bearing transaction 294,682 7.7 217,924 7.0
Savings 341,710 8.9 268,397 8.7
Money market 1 1,065,103 27.8 864,625 27.9
Time deposits, including CDARS: 140,547 3.6 115,393 3.7
Total average deposits $ 3,835,416 100.0 % $ 3,094,628 100.0 %
1 Money market balances include Insured Cash Sweep® ("ICS") in both 2022 and
2021. Demand Deposit Marketplace SM ("DDM") and ICS balances are discussed in
Note 6 to the Consolidated Financial Statements in ITEM 8 of this report.
Total estimated uninsured deposits as of
Maturities of Uninsured Time Deposits
The following table shows time deposits by account that are in excess of
December 31, 2022
(in thousands; unaudited) Total Uninsured Portion
Three months or less $ 16,758 $ 9,258
Over three months through six months 8,241 5,491
Over six months through twelve months 7,206 3,456
Over twelve months 12,404 5,154
Total $ 44,609 $ 23,359
Borrowings
As of December 31, 2022 and 2021, respectively, our total borrowing capacity
included $711.6 million and $820.5 million in secured lines of credit with FHLB
and $58.7 million and $70.8 million with the Federal Reserve Bank of San
Francisco ("FRBSF"). We also had $150.0 million in unsecured lines with
correspondent banks to cover any short-term borrowing needs at December 31, 2022
and 2021. FHLB overnight borrowings at December 31, 2022 were $112.0 million for
a net available balance of $599.6 million . There were no overnight borrowings at
December 31, 2021 . The FRBSF and other correspondent bank lines were not
utilized at December 31, 2022 or 2021.
44
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In February 2023 , we increased our borrowing capacity at the FHLB by pledging
certain held-to-maturity securities to the Securities-Backed Credit Program,
which increased our total FHLB borrowing capacity to $1.0372 billion as of
February 28, 2023 from $711.6 million as of December 31, 2022 .
As part of a bank acquisition, we assumed a subordinated debenture due to the
NorCal Community Bancorp Trust II with a contractual balance of $4.1 million . On
March 15, 2021 , we redeemed the $2.8 million subordinated debenture (accreted
value), which carried an average interest rate of 5.68% in 2020. For additional
information, see Note 7, Borrowings and Other Obligations, in ITEM 8 of this
report.
Deferred Compensation Obligations
We maintain a non-qualified, unfunded deferred compensation plan for certain key management personnel. Under this plan, participating employees may defer compensation, which will entitle them to receive certain payments for up to fifteen years commencing upon retirement, death, disability or termination of employment. The participating employee may elect to receive payments over periods not to exceed fifteen years. A similar Deferred DirectorFee Plan entitles participating members of the Board of Directors to receive payments as elected by the participant upon separation from service, death, disability or termination of service. AtDecember 31, 2022 and 2021, our aggregate payment obligations under both plans totaled$7.1 million and$7.9 million , respectively. Our Salary Continuation Plan ("SERP") provides a percentage of salary continuation benefits to a select group of executive management upon retirement at age sixty-five and reduced benefits upon early retirement. AtDecember 31, 2022 and 2021, our liability under the SERP was$4.7 million and$5.3 million , respectively, and is recorded in interest payable and other liabilities in the Consolidated Statements of Condition. The Plan is unfunded and non-qualified for tax purposes and for purposes of Title I of the Employee Retirement Income Security Act of 1974. Decreases in both the deferred compensation plan and SERP liabilities in 2022 mainly resulted from increases in benefit payments to retired employees. In addition, we increased the discount rate on the SERP payments to reflect market conditions, which reduced the present value of the SERP obligation.
For additional information, see Note 10 to the Consolidated Financial Statements in ITEM 8 of this report.
Capital Adequacy As discussed in Note 15 to the Consolidated Financial Statements in ITEM 8 of this report, the Bank's capital ratios were above regulatory guidelines to be considered "well capitalized" and Bancorp's ratios exceeded the required minimum ratios for capital adequacy purposes. For further discussion of bank capital requirements, refer to the SUPERVISION AND REGULATION section in ITEM 1 of this report. The Bank's total risk-based capital ratio increased from 14.4% atDecember 31, 2021 to 15.7% atDecember 31, 2022 , primarily due to capital creation from net income, partially offset by a$16.2 million dividend to the Holding Company to cover dividends to shareholders and Holding Company operating costs. Bancorp's total risk-based capital ratio was 14.6% atDecember 31, 2021 and 15.9% atDecember 31, 2022 . Tangible common equity to tangible assets declined to 8.2% atDecember 31, 2022 from 8.8% atDecember 31, 2021 , primarily due to$71.7 million increase in after-tax unrealized losses on available-for-sale securities associated with interest rate changes sinceDecember 31, 2021 , partially offset by incremental earnings and the smaller balance sheet in 2022. Bancorp's share repurchase program and activity are discussed in detail in ITEM 5 and in Note 8 to the Consolidated Financial Statements in ITEM 8 of this report. We expect to maintain strong capital levels and do not expect that we will be required to raise additional capital in 2023. Our anticipated sources of capital in 2023 include future earnings and shares issued under the stock-based compensation program.
Liquidity and Capital Resources
The goal of liquidity management is to provide adequate funds to meet loan
demand and to fund operating activities and deposit withdrawals. We accomplish
this goal by maintaining an appropriate level of liquid assets and formal lines
of credit with the FHLB, FRBSF and correspondent banks that enable us to borrow
funds as discussed in Note 7 to the Consolidated Financial Statement in ITEM 8
of this report. Our Asset Liability Management Committee
45--------------------------------------------------------------------------------
("ALCO"), which is comprised of independent Bank directors and the Bank's Chief
Executive Officer, is responsible for approving and monitoring our liquidity
targets and strategies. ALCO has adopted a contingency funding plan that
provides early detection of potential liquidity issues in the market or the Bank
and institutes prompt responses that may prevent or alleviate a potential
liquidity crisis. Management monitors liquidity daily and regularly adjusts our
position based on current and future liquidity needs. We also have relationships
with third-party deposit networks and can adjust the placement of our deposits
via reciprocal or one-way sales as part of our cash management strategy, as
discussed in Note 6 to the Consolidated Financial Statement in ITEM 8 of this
report.
We obtain funds from the repayment and maturity of loans, deposit inflows,
investment security maturities, sales and paydowns, federal funds purchases,
FHLB advances, other borrowings, and cash flow from operations. Our primary uses
of funds are the origination of loans, the purchase of investment securities,
withdrawals of deposits, maturity of certificates of deposit, repayment of
borrowings, and dividends to common stockholders.
The most significant component of our daily liquidity position is customer
deposits. The attraction and retention of new deposits depends upon the variety
and effectiveness of our customer account products, service and convenience,
rates paid to customers, and our financial strength. The cash cycles and unique
business activities of some of our large commercial depositors may cause
short-term fluctuations in their deposit balances held with us.
Our cash and cash equivalents decreased by $302.2 million to $45.4 million at
December 31 2022 from $347.6 million at December 31, 2021 . Significant uses of
liquidity during 2022 were $563.4 million in investment securities purchased,
$235.2 million in withdrawals of deposits, $15.7 million in cash dividends paid
on common stock to our shareholders, $4.7 million in purchase of bank owned life
insurance policies and $1.2 million in common stock repurchases.
The most significant sources of liquidity during 2022 were proceeds from loans
collected net of originations totaling $164.0 million , proceeds from principal
paydowns, maturities and sales of investment securities totaled $187.9 million
and Federal Home Loan Bank borrowings of $112.0 million . In addition, $55.3
million in net cash was provided by operating activities. Refer to the
Consolidated Statement of Cash Flows in this Form 10-K for additional
information on our sources and uses of liquidity. Management anticipates that
our current liquidity position and core deposit base are adequate to fund our
operations.
Total immediate contingent funding sources, including unrestricted cash,
unencumbered available-for-sale securities and total borrowing capacity was $1.7
billion , or 49% of total deposits as of December 31, 2022 . In February 2023 , we
enhanced our borrowing capacity at the FHLB by pledging certain held-to-maturity
securities to the Securities-Backed Credit Program, increasing the Bank's total
immediate contingent funding sources to approximately $2.0 billion , or 59% of
deposits as of February 28, 2023 . In addition, under the Federal Reserve's new
BTFP facility, the the Bank has the option to add approximately $267 million to
its borrowing capacity.
Undrawn credit commitments, as discussed in Note 16 to the Consolidated
Financial Statements in ITEM 8 of this report, totaled $566.9 million at
December 31, 2022 . We expect to fund these commitments to the extent utilized
primarily through the repayment of existing loans, deposit growth and liquid
assets. Over the next twelve months, $87.0 million of time deposits will mature.
We expect to replace these funds with new deposits. Our emphasis on local
deposits, combined with our liquid investment portfolio, provides a very stable
funding base.
Since Bancorp is a holding company and does not conduct regular banking
operations, its primary sources of liquidity are dividends from the Bank. Under
the California Financial Code, payment of a dividend from the Bank to Bancorp
without advance regulatory approval is restricted to the lesser of the Bank's
retained earnings or the amount of the Bank's net profits from the previous
three fiscal years less the amount of dividends paid during that period. The
primary uses of funds for Bancorp are shareholder dividends, ordinary operating
expenses and stock repurchases. Bancorp held $4.5 million of cash at
December 31, 2022 . Management anticipates that there will be sufficient earnings
at the Bank to provide dividends to Bancorp to meet its funding requirements for
the foreseeable future.
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