The following discussion provides information about the results of operations,
financial condition, liquidity, and capital resources of CVB Financial Corp. and
its wholly owned subsidiary. This information is intended to facilitate the
understanding and assessment of significant changes and trends related to our
financial condition and the results of our operations. This discussion and
analysis should be read in conjunction with this Annual Report on Form 10-K, and
the audited consolidated financial statements and accompanying notes presented
elsewhere in this report.

                               IMPACT OF COVID-19

The spread of COVID-19 created a global public health crisis that has resulted
in unprecedented volatility and disruption in financial markets and
deterioration in economic activity and market conditions in the markets we
serve. The pandemic affected our customers and the communities we serve. In
response to the anticipated effects of the pandemic on the U.S. economy, the
Board of Governors of the Federal Reserve System ("FRB") took significant
actions, including a reduction in the target range of the federal funds rate to
0.0% to 0.25% and established a program of purchases of Treasury and
mortgage-backed securities.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES")
Act was signed into law. It contain substantial tax and spending provisions
intended to address the impact of the COVID-19 pandemic. The CARES Act includes
the Paycheck Protection Program ("PPP"), a $349 billion program designed to aid
small- and medium-sized businesses through 100% Small Business Administration
("SBA") guaranteed loans distributed through banks. These loans were intended to
guarantee 24 weeks of payroll and other costs to help those businesses remain
viable and keep their workers employed. Legislation passed on April 24, 2020
provided additional PPP funds of $310 billion. During 2020, we originated and
funded approximately 4,100 loans, totaling $1.1 billion. Greater than 99% of
these loans have been granted forgiveness as of December 31, 2021. In response
to the COVID-19 pandemic and the CARES Act, we also implemented a short-term
loan modification program to provide temporary payment relief to certain of our
borrowers who meet the program's qualifications. On January 13, 2021, the SBA
reopened the PPP for Second Draw loans to small businesses and non-profit
organizations that did receive a loan through the initial PPP phase. At least
$25 billion was set aside for Second Draw ("round two") PPP loans to eligible
borrowers with a maximum of 10 employees or for loans of $250,000 or less to
eligible borrowers in low or moderate income neighborhoods. Generally speaking,
businesses with more than 300 employees and/or less than a 25% reduction in
gross receipts between comparable quarters in 2019 and 2020 are not eligible for
Second Draw loans. Further, maximum loan amounts have been increased for
accommodation and food service businesses. As of December 31, 2021, we had
originated approximately 1,900 round two loans totaling $420 million, with a
remaining loan balance, at amortized cost, of $183.6 million at December 31,
2021. The Paycheck Protection Program officially ended on May 31, 2021. As of
December 31, 2021, approximately 4,800 loans, representing approximately $1.3
billion in PPP loan balances were submitted to the SBA and granted forgiveness.

No recapture of provision for credit losses was recorded in the fourth quarter
of 2021, compared to a recapture of $4.0 million of provision for credit losses
in the third quarter of 2021. For the year ended December 31, 2021, a $25.5
million recapture of provision for credit losses was recorded as a result of the
improvements in our economic forecast of certain macroeconomic variables. In
comparison, the Company recorded a provision for credit losses of $23.5 million
in 2020 due to the forecast of a severe economic downturn as a result of the
onset of the COVID-19 pandemic. We continue to monitor the impact of COVID-19
closely. The extent to which the COVID-19 pandemic will impact our future
operations and financial results is uncertain, but we may experience increased
provision for credit losses if this pandemic results in future economic stress
greater than forecasted on our borrowers and loan portfolios and lower interest
income if the current low interest rate environment continues.


                                       36
--------------------------------------------------------------------------------



                          CRITICAL ACCOUNTING POLICIES

The preparation of these consolidated financial statements requires management
to make estimates and judgments that affect the reported amounts of assets and
liabilities, revenues and expenses, and related disclosures of contingent assets
and liabilities at the date of our financial statements. Actual results may
differ from these estimates under different assumptions or conditions.

Critical accounting policies are defined as those that are reflective of
significant judgments and uncertainties, and are essential to understanding
Management's Discussion and Analysis of Financial Condition and Results of
Operations. The following is a summary of the more judgmental and complex
accounting estimates and principles. In each area, we have identified the
variables most important in the estimation process. We have used the best
information available to make the necessary estimates to value the related
assets and liabilities. Actual performance that differs from our estimates and
future changes in the key variables could change future valuations and impact
the results of operations.

Adoption of New Accounting Standard



Allowance for Credit Losses ("ACL") - On January 1, 2020, the Company adopted
ASU No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement
of Credit Losses on Financial Instruments". This ASU significantly changes how
entities will measure credit losses for most financial assets and certain other
instruments that are not measured at fair value through net income. We adopted
this ASU using a modified retrospective approach, as required, and have not
adjusted prior period comparative information and will continue to disclose
prior period financial information in accordance with the previous accounting
guidance. The adoption of ASU 2016-13, resulted in a reduction to our opening
retained earnings of approximately $1.3 million, net of tax.

This ASU replaced the current "incurred loss" approach with an "expected loss"
model. The new model, referred to as the Current Expected Credit Loss ("CECL")
model, applies to: (1) financial assets subject to credit losses and measured at
amortized cost, and (2) certain off balance sheet credit exposures. This
includes, but is not limited to, loans, held-to-maturity ("HTM") securities,
loan commitments, and financial guarantees. For loans and HTM debt securities,
this ASU requires a CECL measurement to estimate the allowance for credit losses
("ACL") for the remaining contractual term, adjusted for prepayments, of the
financial asset (including off-balance sheet credit exposures) using historical
experience, current conditions, and reasonable and supportable forecasts. This
ASU also eliminated the existing guidance for purchased credit-impaired ("PCI")
loans, but requires an allowance for purchased financial assets with more than
an insignificant deterioration of credit since origination. Purchase Credit
Deteriorated ("PCD") assets are recorded at their purchase price plus an ACL
estimated at the time of acquisition. Under this ASU, there is no provision for
credit losses recognized at acquisition; instead, there is a gross-up of the
purchase price of the financial asset for the estimate of expected credit losses
and a corresponding ACL recorded. Changes in estimates of expected credit losses
after acquisition are recognized as provision for credit losses (or reversal of
provision for credit losses) in subsequent periods. In addition, this ASU
modifies the OTTI model for available-for-sale ("AFS") debt securities to
require an allowance for credit impairment instead of a direct write-down, which
allows for reversal of credit impairments in future periods based on
improvements in credit. As a policy election, we excluded the accrued interest
receivable balance from the amortized cost basis of financing receivables and
HTM securities, as well as AFS securities, and disclose total accrued interest
receivable separately on the condensed consolidated balance sheet.

For a full discussion of our methodology of assessing the adequacy of the
allowance for credit losses, see "Item 7, Management's Discussion and Analysis
of Financial Condition and Results of Operation - Risk Management" and Note 3 -
Summary of Significant Accounting Policies and Note 5 - Loans and Lease Finance
Receivables and Allowance for Credit Losses of our consolidated financial
statements presented elsewhere in this report.

Business Combinations - The Company applies the acquisition method of accounting
for business combinations. Under the acquisition method, the acquiring entity in
a business combination recognizes the assets acquired and liabilities assumed at
their acquisition date fair values. Management utilizes prevailing valuation
techniques appropriate for the asset or liability being measured in determining
these fair values. These fair values are estimates and are subject to adjustment
for up to one year after the acquisition date or when additional information
relative to the closing date fair values becomes available and such information
is considered final, whichever is earlier. Any excess of the purchase price over
amounts allocated to assets acquired, including identifiable intangible assets,
and liabilities assumed is recorded as goodwill. Where amounts allocated to
assets acquired and liabilities assumed is greater than the purchase price, a
bargain purchase gain would be recognized. Acquisition related costs are
expensed as incurred.

                                       37
--------------------------------------------------------------------------------


Valuation and Recoverability of Goodwill - Goodwill represented $663.7 million
of our $15.88 billion in total assets as of December 31, 2021. The Company has
one reportable segment. Goodwill has an indefinite useful life and is not
amortized, but is tested for impairment at least annually, or more frequently,
if events and circumstances exist that indicate that a goodwill impairment test
should be performed. Such events and circumstances may include among others, a
significant adverse change in legal factors or in the general business climate,
significant decline in our stock price and market capitalization, unanticipated
competition, the testing for recoverability of a significant asset group within
the reporting unit, and an adverse action or assessment by a regulating body.
Any adverse change in these factors could have a significant impact on the
recoverability of goodwill and could have a material impact on our consolidated
financial statements.

Based on the results of our annual goodwill impairment test, we determined that
no goodwill impairment charges were required as our single reportable segment's
fair value exceeded its carrying amount. As of December 31, 2021, we determined
there were no events or circumstances which would more likely than not reduce
the fair value of our reportable segment below its carrying amount. Note 3 -
Summary of Significant Accounting Policies of our consolidated financial
statements presented elsewhere in this report

Income Taxes - Income taxes are accounted for under the asset and liability
method. Deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases and operating loss and tax credit carryforwards. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date. Future realization of deferred tax assets ultimately depends on
the existence of sufficient taxable income of the appropriate character (for
example, ordinary income or capital gain) within the carryback or carryforward
periods available under the tax law. Based on historical and future expected
taxable earnings, the Company considers the future realization of these deferred
tax assets more likely than not.

The tax effects from an uncertain tax position are recognized in the financial
statements only if, based on its merits, the position is more likely than not to
be sustained on audit by the taxing authorities.

For complete discussion and disclosure of other accounting policies see Note 3 - Summary of Significant Accounting Policies of the Company's consolidated financial statements presented elsewhere in this report.


                                       38
--------------------------------------------------------------------------------


Recently Issued Accounting Pronouncements but Not Adopted as of December 31,
2021

                                                Adoption       Impact on Financial
Standard                  Description            Timing             Statements

ASU No. 2020-04,  The FASB issued ASU         1st Quarter  The Company established a
Reference Rate    2020-04, Reference Rate     2020 through LIBOR Transition Task Force
Reform (Topic     Reform: Facilitation of the the 4th      in 2020, which has
848):             Effects of Reference Rate   Quarter 2022 inventoried our 

instruments


Facilitation of   Reform on Financial                      that reflect exposure to
the Effects of    Reporting. The amendments                LIBOR, created a 

framework


Reference Rate    in this update provide                   to manage the transition and
Reform on         temporary, optional                      established a timeline for
Financial         guidance to ease the                     key decisions and actions,
Reporting         potential burden in                      and started the transition
                  accounting for                           from LIBOR in 2021. Although
Issued March      transitioning away from                  the Company is assessing the
2020              reference rates such as                  impacts of this 

transition


                  LIBOR. The amendments                    and exploring 

alternatives


                  provide optional expedients              to use in place 

of LIBOR for


                  and exceptions for applying              various financial
                  GAAP to transactions                     instruments, primarily
                  affected by reference rate               related to our

variable-rate


                  reform if certain criteria               loans and our 

interest rate


                  are met. The amendments                  swap derivatives 

that are


                  primarily include relief                 indexed to 

LIBOR, we do not


                  related to contract                      expect this ASU to have a
                  modifications and hedging                material impact on the
                  relationships, as well as                Company's consolidated
                  providing a one-time                     financial statements.
                  election for the sale or
                  transfer of debt securities
                  classified as
                  held-to-maturity. This
                  guidance is effective
                  immediately and the
                  amendments may be applied
                  prospectively through
                  December 31, 2022.

ASU 2020-06, Debt The FASB issued ASU         1st Quarter  The adoption of this ASU is
- Debt with       2020-06, Debt - Debt with   2022         not expected to have a
Conversion and    Conversion and Other                     material impact on our
Other Options     Options (Subtopic 470-20)                consolidated financial
(Subtopic 470-20) and Derivatives and                      statements.
and Derivatives   Hedging-Contracts in
and               Entity's Own Equity
Hedging-Contracts (Subtopic 815-40):
in Entity's Own   Accounting for Convertible
Equity (Subtopic  Instruments and Contracts
815-40):          in an Entity's Own Equity.
Accounting for    This ASU reduces the number
Convertible       of accounting models for
Instruments and   convertible instruments and
Contracts in an   allows more contracts to
Entity's Own      qualify for equity
Equity            classification.

Issued August
2020









                                       39

--------------------------------------------------------------------------------

                                    OVERVIEW

For the year ended December 31, 2021, we reported net earnings of $212.5 million, compared with $177.2 million for 2020. This represented a $35.4 million, or 19.96%, increase from the prior year. Diluted earnings per share were $1.56 for 2021, compared to $1.30 for 2020.



The Company adopted ASU 2016-13, commonly referred to as CECL which replaced the
"incurred loss" approach with an "expected loss" model over the life of the
loan, effective on January 1, 2020. A $23.5 million provision for credit losses
was recorded in 2020, due to the severe economic disruption and forecasted
impact resulting from the initial onset of the COVID-19 pandemic. Based on the
magnitude of government economic stimulus and the wide availability of vaccines,
our economic forecasts in 2021 reflected improvements in key macroeconomic
variables and therefore lower projected loan losses, which resulted in a $25.5
million recapture of provision for credit losses for the year ended December 31,
2021. For the year ended December 31, 2021, we experienced charge-offs of $3.4
million and total recoveries of $198,000, resulting in net charge-offs of $3.2
million for the year. Of the approximately 4,100 SBA PPP loans we originated in
2020, $1.1 billion have been forgiven. As of December 31, 2021, the Company
originated approximately 1,900 PPP loans in round two, with a remaining loan
balance, at amortized cost, of $183.6 million at December 31, 2021. Interest and
fee income from all PPP loans was approximately $30.5 million for 2021, compared
to $28.5 million for 2020.

At December 31, 2021, total assets of $15.88 billion increased $1.46 billion, or
10.16%, from total assets of $14.42 billion at December 31, 2020.
Interest-earning assets of $14.68 billion at December 31, 2021 increased $1.46
billion, or 11.04%, when compared with $13.22 billion at December 31, 2020. The
increase in interest-earning assets includes a $2.13 billion increase in
investment securities, partially offset by a $461.1 million decrease in total
loans and a $193.3 million decrease in interest-earning balances due from the
Federal Reserve. The decrease in total loans was due to a $696.4 million
decrease in PPP loans. Excluding PPP loans, total loans increased by $235.3
million, or 3.15%, from December 31, 2020. Our tax equivalent yield on
interest-earning assets was 3.02% for 2021, compared to 3.71% for 2020. This
decline reflects the net impact of lower loan yields, lower yields on investment
securities, and a reduction in average loans as a percentage of average earning
assets from 69.02% in 2020 to 57.22% in 2021.

Total investment securities were $5.11 billion at December 31, 2021, an increase
of $2.13 billion, or 71.61%, from $2.98 billion at December 31, 2020. We
deployed some of our excess liquidity during 2021 by purchasing $3.16 billion of
additional investment securities with a non-tax equivalent weighted average
yield of approximately 1.61%. At December 31, 2021, investment securities HTM
totaled $1.93 billion. At December 31, 2021, investment securities AFS totaled
$3.18 billion, inclusive of a pre-tax net unrealized loss of $1.3 million, which
decreased $56.1 million from December 31, 2020. HTM securities increased by
$1.35 billion, or 232.85%, and AFS securities increased by $785.0 million, or
32.72%, from December 31, 2020. During the fourth quarter of 2021, we purchased
approximately $452 million in new AFS securities with an average tax equivalent
yield of approximately 1.61% and $259 million in new HTM securities with an
expected average tax equivalent yield of approximately 1.84%. Our tax equivalent
yield on investments was 1.56% for 2021, compared to 2.10% for 2020.

Total loans and leases, at amortized cost, of $7.89 billion at December 31,
2021, decreased by $461.1 million, or 5.52%, from $8.35 billion at December 31,
2020. The decrease in total loans included a $696.4 million decline in PPP
loans. The $461.1 million decrease in loans also included decreases of $29.9
million in SFR mortgage loans, $22.9 million in construction loans, $15.3
million in SBA loans, and $11.3 million in consumer and other loans. Partially
offsetting these declines were increases in commercial real estate loans of
$288.2 million, as well as a $25.1 million increase in dairy & livestock and
agribusiness loans. Our core loans, excluding PPP loans, grew by $235.3 million,
or 3.15% from December 31, 2020. Our yield on loans was 4.42% for the year ended
December 31, 2021, compared to 4.68% for 2020. Interest income for yield
adjustments related to discount accretion on acquired loans was $12.3 million
for 2021, compared to $17.4 million for 2020. The significant decline in
interest rates since the start of the pandemic has had a negative impact on loan
yields, which, after excluding discount accretion, nonaccrual interest income
and the impact from PPP loans ("core loan yield"), declined by 27 basis points
for the year ended December 31, 2021 when compared to the same period of 2020.

Noninterest-bearing deposits were $8.10 billion at December 31, 2021, an
increase of $648.7 million, or 8.70%, compared to $7.46 billion at December 31,
2020. The deposit growth in 2021 was partly due to our customers maintaining
greater liquidity in their bank accounts. At December 31, 2021,
noninterest-bearing deposits were 62.45% of total deposits, compared to 63.52%
at December 31, 2020. Our average cost of total deposits for 2021 was 0.04%,
compared to 0.12% for 2020.

Customer repurchase agreements totaled $642.4 million at December 31, 2021, compared to $439.4 million at December 31, 2020. Our average cost of total deposits including customer repurchase agreements was 0.05% for 2021, compared to 0.13% for 2020.


                                       40
--------------------------------------------------------------------------------


At December 31, 2021, we had $2.3 million in overnight borrowings, compared to
$5.0 million in short short-term borrowings with 0% cost, at December 31, 2020.
We redeemed our $25.8 million junior subordinated debentures on June 15, 2021.
The debentures, bearing interest at three-month LIBOR plus 1.38%, had an
original maturity of 2036. These debentures had a borrowing cost of 2.10% for
the year ended December 31, 2020. The Bank's funding is now entirely core
customer deposits and customer repurchase agreements. Our average cost of funds
was 0.05% for 2021, compared to 0.13% for 2020.

The allowance for credit losses totaled $65.0 million at December 31, 2021,
compared to $93.7 million at December 31, 2020. The allowance for credit losses
was decreased by $25.5 million in 2021, due to the improved outlook in our
forecast of certain macroeconomic variables that were influenced by the economic
impact of the pandemic and government stimulus, and by $3.2 million in
year-to-date net charge-offs. At December 31, 2021, ACL as a percentage of total
loans and leases outstanding was 0.82%, or 0.84% when PPP loans are excluded.
This compares to 1.12% at December 31, 2020, or 1.25% when PPP loans are
excluded. As of December 31, 2021, total discounts remaining on acquired loans
were $18.6 million.

The Company's total equity was $2.08 billion at December 31, 2021. This
represented an increase of $73.5 million, or 3.66%, from total equity of $2.01
billion at December 31, 2020. This increase was primarily due to net earnings of
$212.5 million, partially offset by $97.8 million in cash dividends and a $39.3
million decrease in other comprehensive income from the tax effected impact of
the decline in market value of available-for-sale securities. During the third
quarter of 2021, we repurchased 390,336 shares of common stock for $7.4 million,
or an average repurchase price of $18.97. Our tangible book value per share at
December 31, 2021 was $10.27.

Our capital ratios under the revised capital framework referred to as Basel III
remain well-above regulatory requirements. As of December 31, 2021, the
Company's Tier 1 leverage capital ratio totaled 9.18%, our common equity Tier 1
ratio totaled 14.86%, our Tier 1 risk-based capital ratio totaled 14.86%, and
our total risk-based capital ratio totaled 15.63%. We did not elect to phase in
the impact of CECL on regulatory capital, as allowed under the interim final
rule of the FDIC and other U.S. banking agencies. Refer to our Analysis of
Financial Condition - Capital Resources.

Acquisition Related



On January 7, 2022, the Company completed the previously announced merger
transaction whereby Suncrest Bank ("Suncrest") merged with and into the
Company's wholly-owned subsidiary Citizens Business Bank ("Citizens"), in
accordance with the terms and conditions of that certain Agreement and Plan of
Reorganization and Merger ("Merger Agreement"), dated as of July 27, 2021, by
and among the Company, Citizens and Suncrest, in a stock and cash transaction
valued at approximately $237 million in aggregate, or $18.63 per Suncrest share
based on CVB Financial Corp.'s closing stock price of $22.87 on January 7, 2022.
Under the terms of the Merger Agreement, the Company issued approximately 8.6
million shares of Company common stock and approximately $39.6 million in
aggregate cash consideration, including cash paid out in settlement of
outstanding incentive stock option awards at Suncrest.

Suncrest Bank, headquartered in Visalia, California, had approximately $1.4
billion in total assets, $0.8 billion in net loans, $1.2 billion in total
deposits and $179.0 million in total equity as of December 31, 2021. Tangible
book value per share was $11.16 at December 31, 2021. Suncrest's seven branch
locations and two loan production offices in California's Central Valley and the
Sacramento area opened as Citizens Business Bank locations on January 10, 2022.
Citizens Business Bank will consolidate two of the former Suncrest branch
locations during the second quarter of 2022.




                                       41
--------------------------------------------------------------------------------


                     ANALYSIS OF THE RESULTS OF OPERATIONS

Financial Performance



                                                                                            Variance
                                 Year Ended December 31,                       2021                          2020
                            2021           2020           2019            $             %              $              %
                                                  (Dollars in thousands, except per share amounts)
Net interest income      $  414,550     $  416,053     $  435,772     $  (1,503 )       -0.36 %    $ (19,719 )        -4.53 %
Recapture of
(provision for) credit
losses                       25,500        (23,500 )       (5,000 )      

49,000 208.51 % (18,500 ) -370.00 % Noninterest income

           47,385         49,870         59,042        (2,485 )       -4.98 %       (9,172 )       -15.53 %
Noninterest expense        (189,787 )     (192,903 )     (198,740 )       3,116          1.62 %        5,837           2.94 %
Income taxes                (85,127 )      (72,361 )      (83,247 )     (12,766 )      -17.64 %       10,886          13.08 %
Net earnings             $  212,521     $  177,159     $  207,827     $  35,362         19.96 %    $ (30,668 )       -14.76 %
Earnings per common
share:
Basic                    $     1.57     $     1.30     $     1.48     $    0.27                    $   (0.18 )
Diluted                  $     1.56     $     1.30     $     1.48     $    0.26                    $   (0.18 )
Return on average
assets                         1.38 %         1.37 %         1.84 %        0.01 %                      -0.47 %

Return on average shareholders' equity 10.30 % 8.90 % 10.71 % 1.40 %

                      -1.81 %
Efficiency ratio              41.09 %        41.40 %        40.16 %       -0.31 %                       1.24 %
Noninterest expense to
average assets                 1.24 %         1.49 %         1.76 %       -0.25 %                      -0.27 %


Return on Average Tangible Common Equity Reconciliations (Non-GAAP)



The return on average tangible common equity is a non-GAAP disclosure. The
Company uses certain non-GAAP financial measures to provide supplemental
information regarding the Company's performance. The following is a
reconciliation of net income, adjusted for tax-effected amortization of
intangibles, to net income computed in accordance with GAAP; a reconciliation of
average tangible common equity to the Company's average stockholders' equity
computed in accordance with GAAP; as well as a calculation of return on average
tangible common equity.

                                                         Year Ended December 31,
                                                  2021            2020            2019
                                                         (Dollars in thousands)
Net Income                                     $   212,521     $   177,159     $   207,827
Add: Amortization of intangible assets               8,240           9,352  

10,798


Less: Tax effect of amortization of
intangible assets (1)                               (2,436 )        (2,765 )        (3,192 )
Tangible net income                            $   218,325     $   183,746     $   215,433

Average stockholders' equity                   $ 2,063,360     $ 1,991,664     $ 1,939,961
Less: Average goodwill                            (663,707 )      (663,707 )      (665,026 )
Less: Average intangible assets                    (29,328 )       (38,203 )       (48,296 )
Average tangible common equity                 $ 1,370,325     $ 1,289,754

$ 1,226,639



Return on average equity, annualized                 10.30 %          8.90 %         10.71 %
Return on average tangible common equity             15.93 %         14.25 %         17.56 %



(1)

Tax effected at respective statutory rates.

Net Interest Income



The principal component of our earnings is net interest income, which is the
difference between the interest and fees earned on loans and investments
(interest-earning assets) and the interest paid on deposits and borrowed funds
(interest-bearing liabilities). Net interest margin is net interest income as a
percentage of average interest-earning assets for the period. The level of
interest rates and the volume and mix of interest-earning assets and
interest-bearing liabilities impact net interest income and net interest margin.
The net interest spread is the yield on average interest-earning assets minus
the cost of average interest-bearing liabilities. Net interest margin and net
interest spread are included on a tax equivalent (TE) basis by adjusting
interest income utilizing the federal statutory tax rates of 21% in effect for
the years ended December 31, 2021, 2020 and 2019. Our net interest income,
interest spread, and net interest margin are sensitive to general business and
economic conditions. These conditions include short-term and long-term interest
rates, inflation, monetary supply, and the strength of the international,
national and state economies, in general, and more specifically, the local
economies in which we conduct business. Our ability to manage net interest
income during changing interest rate environments will have a significant impact
on our overall performance. We manage net interest income through affecting
changes in the mix of interest-earning assets as well as the mix of
interest-bearing liabilities, changes in the level of interest-bearing
liabilities in

                                       42
--------------------------------------------------------------------------------


proportion to interest-earning assets, and in the growth and maturity of earning
assets. See Item 7 - Management's Discussion and Analysis of Financial Condition
and Results of Operations - Asset/Liability and Market Risk Management -
Interest Rate Sensitivity Management included herein.

The tables below present the interest rate spread, net interest margin and the
composition of average interest-earning assets and average interest-bearing
liabilities by category for the periods indicated, including the changes in
average balance, composition, and average yield/rate between these respective
periods.

            Interest-Earning Assets and Interest-Bearing Liabilities

                                                                               Year Ended December 31,
                                              2021                                       2020                                       2019
                               Average                      Yield/        Average                      Yield/        Average                      Yield/
                               Balance        Interest       Rate         Balance        Interest       Rate         Balance        Interest       Rate
                                                                                (Dollars in thousands)
INTEREST-EARNING ASSETS
Investment securities (1)
Available-for-sale
securities:
Taxable                      $  2,820,050     $  37,532        1.36 %   $  1,854,964     $  35,129        1.94 %   $  1,580,850     $  38,189        2.42 %
Tax-advantaged                     29,855           741        2.97 %         37,110           923        3.50 %         41,991         1,141        3.76 %
Held-to-maturity
securities:
Taxable                         1,007,982        17,747        1.86 %        438,190         9,542        2.18 %        504,814        11,498        2.28 %
Tax-advantaged                    200,572         4,428        2.67 %        173,756         4,681        3.26 %        211,899         5,890        3.36 %
Investment in FHLB stock           17,688         1,019        5.76 %         17,688           978        5.53 %         17,688         1,235        6.98 %
Interest-earning deposits
with other
  institutions                  1,953,209         2,569        0.13 %      1,098,814         1,682        0.15 %        120,247         2,269        1.89 %
Loans (2)                       8,065,877       356,594        4.42 %      8,066,483       377,402        4.68 %      7,552,505       397,628        5.26 %
Total interest-earning
assets                         14,095,233       420,630        3.02 %     11,687,005       430,337        3.71 %     10,029,994       457,850        4.58 %
Total noninterest-earning
assets                          1,255,288                                  1,242,808                                  1,272,907
Total assets                 $ 15,350,521                               $ 12,929,813                               $ 11,302,901
INTEREST-BEARING
LIABILITIES
Savings deposits (3)         $  4,249,379         4,145        0.10 %   $  3,530,606         8,803        0.25 %   $  3,048,785        12,698        0.42 %
Time deposits                     375,666         1,201        0.32 %        445,962         3,799        0.85 %        487,221         4,422        0.91 %
Total interest-bearing
deposits                        4,625,045         5,346        0.12 %      3,976,568        12,602        0.32 %      3,536,006        17,120        0.48 %
FHLB advances, other
borrowings, and
  customer repurchase
agreements                        624,068           734        0.12 %        511,404         1,682        0.33 %        537,964         4,958        0.91 %
Interest-bearing
liabilities                     5,249,113         6,080        0.12 %      4,487,972        14,284        0.32 %      4,073,970        22,078        0.54 %
Noninterest-bearing
deposits                        7,817,627                                  6,281,989                                  5,177,035
Other liabilities                 220,421                                    168,188                                    111,935
Stockholders' equity            2,063,360                                  1,991,664                                  1,939,961
Total liabilities and
stockholders'
  equity                     $ 15,350,521                               $ 12,929,813                               $ 11,302,901
Net interest income                           $ 414,550                                  $ 416,053                                  $ 435,772
Net interest spread - tax
equivalent                                                     2.90 %                                     3.39 %                                     4.04 %
Net interest margin                                            2.96 %                                     3.57 %                                     4.35 %
Net interest margin - tax
equivalent                                                     2.97 %                                     3.59 %                                     4.36 %



(1)
Includes tax equivalent (TE) adjustments utilizing a federal statutory rate of
21% in effect for the years ended December 31, 2021, 2020 and 2019. The non TE
rates for tax-advantaged HTM investment securities were 2.21%, 2.69% and 2.78%
for the years ended December 31, 2021, 2020 and 2019, respectively. The non-tax
equivalent (TE) rates for total investment securities was 1.53%, 2.04% and 2.43%
for the years ended December 31, 2021, 2020 and 2019, respectively.
(2)
Includes loan fees of $27.5 million, $23.9 million and $3.1 million for the
years ended December 31, 2021, 2020 and 2019, respectively. Prepayment penalty
fees of $9.0 million, $8.2 million and $5.4 million are included in interest
income for the years ended December 31, 2021, 2020 and 2019, respectively.
(3)
Includes interest-bearing demand and money market accounts.


                                       43
--------------------------------------------------------------------------------


The following table presents a comparison of interest income and interest
expense resulting from changes in the volumes and rates on average
interest-earning assets and average interest-bearing liabilities for the periods
indicated. Changes in interest income or expense attributable to volume changes
are calculated by multiplying the change in volume by the initial average non TE
interest rate. The change in interest income or expense attributable to changes
in interest rates is calculated by multiplying the change in non TE interest
rate by the initial volume. The changes attributable to interest rate and volume
changes are calculated by multiplying the change in rate times the change in
volume.

 Rate and Volume Analysis for Changes in Interest Income, Interest Expense and
                              Net Interest Income

                                                        Comparison of Year Ended December 31,
                                     2021 Compared to 2020                                 2020 Compared to 2019
                                  Increase (Decrease) Due to                             Increase (Decrease) Due to
                                                   Rate/                                                  Rate/
                        Volume        Rate         Volume        Total        Volume        Rate         Volume         Total
                                                                (Dollars in thousands)
Interest income:
Available-for-sale
securities:
Taxable investment
  securities           $ 18,449     $ (10,522 )   $ (5,524 )   $   2,403     $  5,679     $  (7,608 )   $  (1,131 )   $  (3,060 )
Tax-advantaged
investment
  securities               (180 )          (2 )          0          (182 )       (132 )         (97 )          11          (218 )
Held-to-maturity
securities:
Taxable investment
  securities             11,119        (1,267 )     (1,647 )       8,205       (1,499 )        (525 )          68        (1,956 )
Tax-advantaged
investment
  securities                721          (844 )       (130 )        (253 )     (1,061 )        (181 )          33        (1,209 )
Investment in FHLB
stock                         -            41            -            41            -          (257 )           -          (257 )
Interest-earning
deposits with

other institutions 1,308 (237 ) (184 ) 887


   18,465        (2,085 )     (16,967 )        (587 )
Loans                       (28 )     (20,782 )          2       (20,808 )     27,060       (44,273 )      (3,013 )     (20,226 )
Total interest
income                   31,389       (33,613 )     (7,483 )      (9,707 ) 

48,512 (55,026 ) (20,999 ) (27,513 ) Interest expense: Savings deposits 1,792 (5,359 ) (1,091 ) (4,658 )

2,007 (5,097 ) (805 ) (3,895 ) Time deposits

              (599 )      (2,373 )        374        (2,598 )       (374 )        (272 )          23          (623 )
FHLB advances, other
  borrowings, and
customer
  repurchase
agreements                  372        (1,081 )       (239 )        (948 )       (245 )      (3,188 )         157        (3,276 )
Total interest
expense                   1,565        (8,813 )       (956 )      (8,204 ) 

1,388 (8,557 ) (625 ) (7,794 ) Net interest income $ 29,824 $ (24,800 ) $ (6,527 ) $ (1,503 )

$ 47,124     $ (46,469 )   $ (20,374 )   $ (19,719 )



2021 Compared to 2020

Net interest income of $414.6 million for 2021 decreased $1.5 million, or 0.36%,
compared to $416.1 million for 2020. Interest-earning assets increased on
average by $2.41 billion, or 20.61%, from $11.69 billion for 2020 to $14.10
billion for 2021. Our net interest margin (TE) was 2.97% for 2021, compared to
3.59% for 2020.

Interest income for 2021 of $420.6 million declined by $9.7 million, or 2.26%,
when compared to 2020, as interest income and fees on loans declined by $20.8
million, or 5.51%, year-over-year. Compared to 2020, average interest-earning
assets increased by $2.41 billion and the yield on average earning assets was
3.02% for 2021, compared to 3.71% for 2020. The 69 basis point decrease in the
interest-earning asset yield over 2020 resulted from a 26 basis point decrease
in loan yields from 4.68% for 2020 to 4.42% for 2021, and a 51 basis point
decline in the non-tax equivalent investment yields, as well as a change in mix
of earning assets, resulting from an $857.5 million increase in average balances
at the Federal Reserve. The decrease in earning asset yield was impacted by a
change in asset mix with average loan balances declining to 57.22% of earning
assets for 2021, compared to 69.02% for 2020, as well as lower loan and
investment yields. Conversely the average balances at the Federal Reserve grew
as a percentage of average earning assets to 13.64% for 2021, compared to 9.11%
for 2020.

Interest income and fees on loans for 2021 of $356.6 million decreased $20.8
million, or 5.51% when compared to 2020. The average balance of loans was
essentially the same in 2021 when compared to 2020, as core loans grew on
average by $85.1 million, while PPP loans on average decreased $85.7 million.
Loan yields decreased by 26 basis points from 2020. PPP loans resulted in
approximately $24.3 million in fee income and $6.2 million in loan interest
during 2021, compared to $21.4 million in fee income and $7.1 million in loan
interest during 2020. Discount accretion on acquired loans and nonrecurring
nonaccrual interest paid decreased by $5.2 million compared to 2020. The decline
in interest rates since the start

                                       44
--------------------------------------------------------------------------------


of the pandemic has had a negative impact on loan yields, which, after excluding
discount accretion, nonaccrual interest income and the impact from PPP loans,
declined by 27 basis points compared to 2020. The decline in loan yields was due
to lower rates on loans indexed to variable interest rates such as the Bank's
prime rate and lower yields on new loans in the low rate environment experienced
for much of the last two years.

In general, we stop accruing interest on a loan after its principal or interest
becomes 90 days or more past due. When a loan is placed on nonaccrual, all
interest previously accrued but not collected is charged against earnings. There
was no interest income that was accrued and not reversed on nonaccrual loans at
December 31, 2021 and 2020. As of December 31, 2021 and 2020, we had $6.9
million and $14.3 million of nonaccrual loans, respectively.

Interest income from investment securities was $60.4 million for 2021, a $10.2
million, or 20.23%, increase from $50.3 million for 2020. Investment income
growth resulted from higher levels of investment securities as a result of
purchases of investment securities funded by the growth in the Bank's deposits.
This increase was the net result of a $1.55 billion increase in average
investment securities, partially offset by a 51 basis point decline in the non
TE yield on securities, compared to 2020. The significant decline in interest
rates over the past two years decreased yields on investment securities due
partly to higher levels of premium amortization, as well as lower yields on
investments purchased during the past two years. We continued to maintain a
significant amount of funds at the Federal Reserve. Our Federal Reserve balance
averaged more than $1.9 billion for 2021, which was $857,000 greater than the
average for 2020.

Interest expense of $6.1 million for 2021 decreased $8.2 million, or 57.43%,
compared to $14.3 million for 2020. The average rate paid on interest-bearing
liabilities decreased by 20 basis points, to 0.12% for 2021, from 0.32% for
2020. Average interest-bearing liabilities were $761.1 million higher for 2021
when compared to 2020. Noninterest-bearing deposits grew on average by $1.54
billion, or 24.45% compared to 2020, while interest-bearing deposits and
customer repurchase agreements grew on average by $779.0 million for 2021. On
average, noninterest-bearing deposits were 62.83% of our total deposits for
2021, compared to 61.24% for 2020. Total cost of funds was 0.05% for 2021,
compared with 0.13% for 2020.

2020 Compared to 2019



Net interest income of $416.1 million for 2020 decreased $19.7 million, or
4.53%, compared to $435.8 million for 2019. Interest-earning assets increased on
average by $1.66 billion, or 16.52%, from $10.03 billion for 2019 to $11.69
billion for 2020. Our net interest margin (TE) was 3.59% for 2020, compared to
4.36% for 2019.

Interest income for 2020 was $430.3 million, which represented a $27.5 million,
or 6.01%, decrease when compared to 2019. Average interest-earning assets
increased to $11.69 billion and the average earning asset yield was 3.71% for
2020, compared to 4.58% for 2019. The 87 basis point decrease in the
interest-earning asset yield over 2019 was primarily due to a combination of a
58 basis point decrease in loan yields, a 39 basis point decline in the non-tax
equivalent investment yields, and a change in mix of earning assets, with
average balances at the Federal Reserve growing to 9.11% of earning assets for
2020, compared to 1.14% for 2019. The increase in balances at the Federal
Reserve was impacted by $1.54 billion in average deposit growth for 2020. The
net interest margin for 2020 would have been about 30 basis points higher
without the $950.7 million year-over-year increase in average deposits at the
Federal Reserve, earning just 10 basis points.

Interest income and fees on loans for 2020 of $377.4 million decreased $20.2
million, or 5.09% when compared to 2019 Average loans increased $514.0 million
for 2020 when compared to 2019, primarily due to $702.1 million in average PPP
loans originated in the second quarter of 2020. The PPP loans we originated
resulted in approximately $21.4 million in fee income and $7.1 million in loan
interest during 2020. Discount accretion on acquired loans and nonrecurring
nonaccrual interest paid decreased by $12.6 million compared to 2019. Loan
yields decreased by 58 basis points from 2019. The significant decline in
interest rates since the start of the pandemic has had a negative impact on loan
yields, which after excluding the impact from PPP loans, discount accretion and
nonaccrual interest income, causing loan yields to decline by 36 basis points
from 2019.

There was no interest income that was accrued and not reversed on nonaccrual
loans at December 31, 2020 and 2019. As of December 31, 2020 and 2019, we had
$14.3 million and $5.3 million of nonaccrual loans, respectively. Had these
nonaccrual loans for which interest was no longer accruing complied with the
original terms and conditions, interest income would have been approximately
$843,000 and $526,000 greater for 2020 and 2019, respectively.

Interest income from investment securities was $50.3 million for 2020, a $6.4
million, or 11.36%, decrease from $56.7 million for 2019. The decrease was
primarily the result of a 39 basis point decline in the non-tax equivalent yield
on investments as the decline in interest rates over the past four quarters
decreased yields on investment securities due to higher

                                       45
--------------------------------------------------------------------------------

levels of premium amortization, as well as lower yields on investments purchased during 2020. Partially offsetting the decline from lower rates was a $164.5 million increase in the average investment securities for 2020 compared to 2019.



Interest expense of $14.3 million for 2020 decreased $7.8 million, or 35.30%,
compared to $22.1 million for 2019. The average rate paid on interest-bearing
liabilities decreased by 22 basis points, to 0.32% for 2020, from 0.54% for
2019. The rate on interest-bearing deposits for 2020 decreased by 16 basis
points from 2019. Average interest-bearing liabilities were $414.0 million
higher for 2020 when compared to 2019. On average, noninterest-bearing deposits
were 61.24% of our total deposits for 2020, compared to 59.42% for 2019. In
comparison to 2020, our overall cost of funds decreased 11 basis points, as our
average noninterest-bearing deposits grew by $1.10 billion. Average
interest-bearing deposits increased by $440.6 million for 2020, while the cost
of interest-bearing deposits decreased by 16 basis points.

Provision for (Recapture of) Credit Losses



The provision for (recapture of) credit losses is a charge (credit) to earnings
to reflect the allowance for credit losses at a level consistent with
management's assessment of expected lifetime losses in the loan portfolio at the
balance sheet date. On January 1, 2020, we adopted ASU 2016-13, commonly
referred to as CECL, which replaced the "incurred loss" approach with an
"expected loss" model over the life of the loan.

The allowance for credit losses totaled $65.0 million at December 31, 2021,
compared to $93.7 million at December 31, 2020. Upon adoption of CECL, a
transition adjustment of $1.8 million was added to the beginning balance of the
allowance, with no impact on the consolidated statement of earnings, and was
increased by $23.5 million in provision for credit losses in the first half of
2020, due to the severe economic disruption forecasted as a result of the onset
of the COVID-19 pandemic. We recorded a recapture of provision for credit losses
of $25.5 million in 2021, as our economic forecasts reflected continual
improvements in key macroeconomic variables throughout the year, resulting in
lower projected loan losses. For 2021, we experienced credit charge-offs of $3.4
million and total recoveries of $198,000, resulting in net charge-offs of $3.2
million. This compares to a $23.5 million loan loss provision and net
charge-offs of $308,000 for 2020 and a $5.0 million loan loss provision and net
recoveries of $47,000 for 2019. The ratio of the allowance for credit losses to
total loans and leases outstanding, at amortized cost, as of December 31, 2021,
was 0.82%. This compares to 1.12% and 0.91%, as of December 31, 2020 and 2019,
respectively. When PPP loans are excluded, allowance for credit losses as a
percentage of total adjusted loans and leases outstanding was 0.84% at December
31, 2021, compared to 1.25% at December 31, 2020 and 0.91%, at December 31,
2019, respectively. As of December 31, 2021, remaining discounts on acquired
loans were $18.6 million.

No assurance can be given that economic conditions which adversely affect the
Company's service areas or other circumstances will or will not be reflected in
increased provisions for credit losses in the future, as the nature of this
process requires considerable judgment. We may experience increases in the
provision for credit losses, in future periods, due to further deterioration in
economic conditions, including the impact of the COVID-19 pandemic. See
"Allowance for Credit Losses" under Analysis of Financial Condition herein.

Noninterest Income



Noninterest income includes income derived from financial services offered to
our customers, such as CitizensTrust, BankCard services, international banking,
and other business services. Also included in noninterest income are service
charges and fees, primarily from deposit accounts, gains (net of losses) from
the disposition of investment securities when applicable, loans, other real
estate owned, and fixed assets, and other revenues not included as interest on
earning assets.

                                       46
--------------------------------------------------------------------------------


The following table sets forth the various components of noninterest income for
the periods presented.

                                                                                 Variance
                           Year Ended December 31,                   2021                       2020
                        2021         2020         2019          $            %            $             %
                                                      (Dollars in thousands)
Noninterest income:
Service charges on
deposit
  accounts            $ 17,152     $ 16,561     $ 20,010     $    591         3.57 %   $ (3,449 )      -17.24 %
Trust and
investment services     11,571        9,978        9,525        1,593        15.97 %        453          4.76 %
Bankcard services        1,789        1,886        3,163          (97 )      -5.14 %     (1,277 )      -40.37 %
BOLI income              8,500        8,100        5,798          400         4.94 %      2,302         39.70 %
Swap fee income            382        5,025        1,806       (4,643 )     -92.40 %      3,219        178.24 %
Gain on OREO, net        1,177          388          129          789       203.35 %        259        200.78 %
Gain on sale of
building, net              189        1,680        4,776       (1,491 )     -88.75 %     (3,096 )      -64.82 %
Gain on eminent
domain
  condemnation, net          -            -        5,685            -            -       (5,685 )     -100.00 %
Other                    6,625        6,252        8,150          373         5.97 %     (1,898 )      -23.29 %
Total noninterest
income                $ 47,385     $ 49,870     $ 59,042     $ (2,485 )      -4.98 %   $ (9,172 )      -15.53 %


2021 Compared to 2020



The $2.5 million decrease in noninterest income was primarily due to a $4.6
million decrease in swap fee income from 2020 due to lower volume of swap
transactions. Partially offsetting the overall decrease in noninterest income
was a $1.6 million increase in Trust and investment services income and a
$591,000 year-over-year increase in service charges on deposit accounts.
Noninterest income for 2021 also included $1.2 million in net gain on the sale
of three OREO properties, while 2020 included $1.7 million net gain on the sale
of one of our owned buildings and a $365,000 net gain on the sale of two OREO
properties. The $373,000 increase in other income in 2021 included $890,000 for
recovery of an acquired loan charged off prior to a previous acquisition.

The Bank enters into interest rate swap agreements with our customers to manage
our interest rate risk and enters into identical offsetting swaps with a
counterparty. The changes in the fair value of the swaps primarily offset each
other resulting in swap fee income (refer to Note 20 - Derivative Financial
Instruments of the notes to the consolidated financial statements of this report
for additional information). Swap fee income decreased $4.6 million compared to
2020, due to lower volume of swap transactions. We executed on swap agreements
related to new loan originations with a notional amount totaling $25.3 million
for 2021, compared to $280.4 million for 2020. The volume of interest rate swaps
can be impacted by competitive factors, as well as the current and forecasted
interest rate environment.

CitizensTrust consists of Wealth Management and Investment Services income. The
Wealth Management group provides a variety of services, which include asset
management, financial planning, estate planning, retirement planning, private,
and corporate trustee services, and probate services. Investment Services
provides self-directed brokerage, 401(k) plans, mutual funds, insurance and
other non-insured investment products. At December 31, 2021, CitizensTrust had
approximately $3.45 billion in assets under management and administration,
including $2.50 billion in assets under management. CitizensTrust generated fees
of $11.6 million for 2021, an increase of $1.6 million compared to $10.0 million
for 2020, due to the growth in assets under management.

The Bank's investment in BOLI includes life insurance policies acquired through
acquisitions and the purchase of life insurance by the Bank on a selected group
of employees. The Bank is the owner and beneficiary of these policies. BOLI is
recorded as an asset at its cash surrender value. Increases in the cash value of
these policies, as well as insurance proceeds received, are recorded in
noninterest income and are not subject to income tax, as long as they are held
for the life of the covered parties. Income from our BOLI policies for 2021
included $3.9 million of death benefits that exceeded cash surrender values,
compared to $2.8 million of death benefits for 2020.

2020 Compared to 2019



Noninterest income for 2019 included a $5.7 million net gain from the legal
settlement of an eminent domain condemnation of one of our banking center
buildings in Bakersfield and $4.8 million in net gains on the sale of bank owned
buildings, compared with a $1.7 million net gain on the sale of one of our owned
buildings in 2020. Service charges on deposit accounts decreased by $3.4 million
from 2019. This decrease was primarily due to the higher earnings credits
generated by the significant increase in our customer's noninterest-bearing
deposits held at the Bank. In addition, bankcard services decreased by
approximately $1.3 million when compared to 2019, primarily due to the Durbin
Amendment's cap on debit card interchange fees. The $1.9 million decrease in
other income in 2020 included decreases in dividend income from various equity
investments, other banking fee income and SBA servicing income when compared to
2019.

                                       47
--------------------------------------------------------------------------------


Swap fee income increased $3.2 million compared to 2019, due to higher volume of
swap transactions. We executed on swap agreements related to new loan
originations with a notional amount totaling $280.4 million for 2020, compared
to $96.4 million for 2019.

At December 31, 2020, CitizensTrust had approximately $3.04 billion in assets
under management and administration, including $2.18 billion in assets under
management. CitizensTrust generated fees of $10.0 million for 2020, an increase
of $453,000 compared to $9.5 million for 2019, due to the growth in assets under
management.

Income from our BOLI policies for 2020 included $2.8 million of death benefits
that exceeded cash surrender values, compared to $502,000 of death benefits for
2019.

Noninterest Expense

The following table summarizes the various components of noninterest expense for
the periods presented.

                                                                                    Variance
                            Year Ended December 31,                     2021                       2020
                       2021          2020          2019            $            %             $             %
                                                        (Dollars in thousands)
Noninterest
expense:
Salaries and
employee benefits    $ 117,871     $ 119,759     $ 119,475     $  (1,888 )      -1.58 %   $     284          0.24 %
Occupancy               16,765        16,677        16,565            88         0.53 %         112          0.68 %
Equipment                2,991         3,945         3,892          (954 )     -24.18 %          53          1.36 %
Professional
services                 7,967         9,460         7,752        (1,493 )     -15.78 %       1,708         22.03 %
Computer software
expense                 11,584        11,302        10,658           282         2.50 %         644          6.04 %
Marketing and
promotion                4,623         4,488         5,890           135         3.01 %      (1,402 )      -23.80 %
Amortization of
intangible assets        8,240         9,352        10,798        (1,112 )     -11.89 %      (1,446 )      -13.39 %
Telecommunications
expense                  2,105         2,566         2,785          (461 )     -17.97 %        (219 )       -7.86 %
Regulatory
assessments              4,695         2,375         1,958         2,320        97.68 %         417         21.30 %
Insurance                1,840         1,636         1,475           204        12.47 %         161         10.92 %
Loan expense             1,113         1,159         1,439           (46 )      -3.97 %        (280 )      -19.46 %
OREO expense                49         1,247            64        (1,198 )     -96.07 %       1,183       1848.44 %
Recapture of
provision for
unfunded loan
commitments             (1,000 )           -             -        (1,000 )          -             -             -
Directors'
expenses                 1,539         1,420         1,230           119         8.38 %         190         15.45 %
Stationery and
supplies                   962         1,172         1,179          (210 )     -17.92 %          (7 )       -0.59 %
Acquisition
related expenses           962             -         6,447           962            -        (6,447 )     -100.00 %
Other                    7,481         6,345         7,133         1,136        17.90 %        (788 )      -11.05 %
Total noninterest
expense              $ 189,787     $ 192,903     $ 198,740     $  (3,116 )

-1.62 % $ (5,837 ) -2.94 %



Noninterest
expense to average
assets                    1.24 %        1.49 %        1.76 %
Efficiency ratio
(1)                      41.09 %       41.40 %       40.16 %



(1)

Noninterest expense divided by net interest income before provision for credit losses plus noninterest income.



Our ability to control noninterest expenses in relation to asset growth can be
measured in terms of total noninterest expenses as a percentage of average
assets. Noninterest expense as a percentage of average assets was 1.24% for
2021, compared to 1.49% for 2020 and 1.76% for 2019, respectively. The decline
in this ratio for 2021 reflects the $2.42 billion growth in average assets that
resulted primarily from $2.18 billion in average deposit growth.

Our ability to control noninterest expenses in relation to the level of total
revenue (net interest income before provision for credit losses plus noninterest
income) is measured by the efficiency ratio and indicates the percentage of net
revenue that is used to cover expenses. The efficiency ratio was 41.09% for
2021, compared to 41.40% for 2020 and 40.16% for 2019.

2021 Compared to 2020



Noninterest expense of $189.8 million for the year ended December 31, 2021 was
$3.1 million, or 1.62% lower than 2020. This year-over-year decrease included a
$1.9 million decrease in salaries and employee benefits, partially due to a $1.1
million in additional bonus expense for "Thank You Awards" paid to all Bank
employees during the third quarter of 2020. The year-over-year decrease also
included a $1.5 million decrease in professional services expense, a $1.1
million decrease in Core Deposit Intangible ("CDI") amortization, a $1.2 million
decrease in OREO expense primarily due to a $700,000 write-down of one OREO
property in 2020, and a $1.0 million recapture of provision for unfunded loan
commitments recorded in

                                       48
--------------------------------------------------------------------------------


2021, compared to no recapture of provision in 2020. These decreases were
partially offset by a $2.3 million increase in regulatory assessment expense
compared to the prior year, which resulted from the final application of
assessment credits provided by the FDIC at the end of the second quarter of
2020. Additionally, there were $962,000 in acquisition related expenses for the
year ended December 31, 2021, compared to no merger related expenses for 2020.

2020 Compared to 2019



Noninterest expense of $192.9 million for the year ended December 31, 2020 was
$5.8 million, or 2.9% lower than 2019. There were no merger related expenses
related to the Community Bank acquisition for 2020, compared to $6.4 million for
2019 and the year-over-year decrease also included a $1.4 million decrease in
CDI amortization. A decrease in marketing and promotion expense in 2020 of $1.4
million was primarily due to COVID-19 restrictions on travel and entertainment.
These decreases were partially offset by a $1.7 million increase in professional
services expense, related to legal, audit, and other professional services. OREO
expense also increased in 2020 by $1.2 million primarily due to a $700,000
write-down of one OREO property.

Income Taxes



The Company's effective tax rate for the year ended December 31, 2021 was
28.60%, compared with 29.00% and 28.60% for the year ended December 31, 2020 and
2019, respectively. Our estimated annual effective tax rate also varies
depending upon the level of tax-advantaged income as well as available tax
credits. Refer to Note 10 - Income Taxes of the notes to consolidated financial
statements for more information.

The effective tax rates are below the nominal combined Federal and State tax rate as a result of tax-advantaged income from certain municipal security investments, municipal loans and leases and BOLI, as well as available tax credits for each period.


                                       49
--------------------------------------------------------------------------------


                        ANALYSIS OF FINANCIAL CONDITION

Total assets of $15.88 billion at December 31, 2021 increased $1.46 billion, or
10.16%, from total assets of $14.42 billion at December 31, 2020.
Interest-earning assets totaled $14.68 billion at December 31, 2021, an increase
of $1.46 billion, or 11.04%, when compared with $13.22 billion at December 31,
2020. The increase in interest-earning assets includes a $2.13 billion increase
in investment securities, that was partially offset by a $461.1 million decrease
in total loans and a $193.3 million decrease in interest-earning balances due
from the Federal Reserve. The decrease in total loans was due to a $696.4
million decrease in PPP loans with a remaining outstanding balance totaling
$186.6 million as of December 31, 2021. Excluding PPP loans, total loans
increased by $235.3 million, or 3.15%, from December 31, 2020.

Total liabilities were $13.80 billion at December 31, 2021, an increase of $1.39
billion, or 11.21%, from total liabilities of $12.41 billion at December 31,
2020. Total deposits grew by $1.24 billion, or 10.56%. Deposit growth in 2021
was partly due to our customers maintaining greater liquidity in their deposit
accounts. Total equity increased $73.5 million, or 3.66%, to $2.08 billion at
December 31, 2021, compared to total equity of $2.01 billion at December 31,
2020. The $73.5 million increase in equity was primarily due to net earnings of
$212.5 million, partially offset by $97.8 million in cash dividends and a $39.3
million decrease in other comprehensive income from the tax effected impact of
the decline in market value of available-for-sale securities. During the third
quarter of 2021, we repurchased 390,336 shares of common stock for $7.4 million,
or an average repurchase price of $18.97, under our 10b5-1 stock repurchase
program.

Investment Securities



The Company maintains a portfolio of investment securities to provide interest
income and to serve as a source of liquidity for its ongoing operations. At
December 31, 2021, total investment securities were $5.11 billion. This
represented an increase of $2.13 billion, or 71.61%, from total investment
securities of $2.98 billion at December 31, 2020. The increase in investment
securities was primarily due to new securities purchased exceeding the cash
outflow from the portfolio in 2021. At December 31, 2021, investment securities
HTM totaled $1.93 billion. At December 31, 2021, our AFS investment securities
totaled $3.18 billion, inclusive of a pre-tax net unrealized loss of $1.3
million. The after-tax unrealized loss reported in AOCI on AFS investment
securities was $934,000. The changes in the net unrealized holding gain (loss)
resulted primarily from fluctuations in market interest rates. For the years
ended December 31, 2021 and 2020, repayments/maturities of investment securities
totaled $928.4 million and $798.7 million, respectively. The Company purchased
additional investment securities totaling $3.16 billion and $1.28 billion for
the years ended December 31, 2021 and 2020, respectively. We deployed some of
our excess liquidity during 2021 by purchasing $3.16 billion of additional
investment securities with a non-tax equivalent weighted average yield of
approximately 1.61%. There were no investment securities sold during the years
ended December 31, 2021 and 2020.

The tables below set forth our investment securities AFS and HTM portfolio by type for the dates presented.



                                                       December 31,
                                          2021                              2020
                               Fair Value         Percent        Fair Value        Percent
                                                  (Dollars in thousands)
Investment securities
available-for-sale
Mortgage-backed securities    $   2,563,214           80.50 %   $  1,904,935           79.41 %
CMO/REMIC                           590,158           18.53 %        462,814           19.29 %
Municipal bonds                      29,468            0.93 %         30,285            1.26 %
Other securities                      1,083            0.04 %            889            0.04 %
Total available-for-sale
securities                    $   3,183,923          100.00 %   $  2,398,923          100.00 %



                                                             December 31,
                                                   2021                        2020
                                          Amortized                   Amortized
                                            Cost         Percent         Cost        Percent
                                                        (Dollars in thousands)
Investment securities held-to-maturity
Government agency/GSE                    $   576,899        29.95 %   $   98,663        17.05 %
Mortgage-backed securities                   647,390        33.61 %      146,382        25.30 %
CMO/REMIC                                    490,670        25.48 %      145,309        25.11 %
Municipal bonds                              211,011        10.96 %      188,272        32.54 %
Total held-to-maturity securities        $ 1,925,970       100.00 %   $  578,626       100.00 %
Fair Value                               $ 1,921,693                  $  604,223




                                       50

--------------------------------------------------------------------------------

The maturity distribution of the AFS and HTM portfolios consist of the following as of the date presented.



                                                                December 31, 2021
                                             After One         After
                                               Year         Five Years
                           One Year or        Through         Through       After Ten                       Percent to
                              Less          Five Years       Ten Years        Years           Total           Total
                                                             (Dollars in thousands)
Investment securities
available-for-sale:
Mortgage-backed
securities                $       2,400     $ 1,539,600     $ 1,019,802     $    1,412     $ 2,563,214            80.50 %
CMO/REMIC                        15,590         203,493          36,947        334,128         590,158            18.54 %
Municipal bonds (1)                   -           1,106          17,857         10,505          29,468             0.93 %
Other securities                  1,083               -               -              -           1,083             0.03
Total                     $      19,073     $ 1,744,199     $ 1,074,606     $  346,045     $ 3,183,923           100.00 %
Weighted average yield:
Mortgage-backed
securities                         3.77 %          1.60 %          1.61 %         3.41 %          1.61 %
CMO/REMIC                          1.42 %          1.76 %          1.77 %         1.42 %          1.56 %
Municipal bonds (1)                   -            3.93 %          2.56 %         2.49 %          2.59 %
Other securities                   2.74 %             -               -              -            2.74 %
Total                              1.79 %          1.62 %          1.63 %         1.46 %          1.61 %



(1)
The weighted average yield for the portfolio is based on projected duration and
is not tax-equivalent. The tax-equivalent yield at December 31, 2021 was 3.27%.


                                                                December 31, 2021
                                            After One          After
                                               Year          Five Years
                          One Year or        Through          Through        After Ten                       Percent to
                             Less           Five Years       Ten Years         Years           Total           Total
                                                             (Dollars in thousands)
Investment securities
held-to-maturity:
Government agency/GSE    $           -     $          -     $     72,510     $  504,389     $   576,899            29.95 %
Mortgage-backed
securities                       1,323          100,941          543,832          1,294         647,390            33.61 %
CMO/REMIC                            -          280,854          209,816              -         490,670            25.48 %
Municipal bonds (1)              4,263           21,007           74,920        110,821         211,011            10.96 %
Total                    $       5,586     $    402,802     $    901,078     $  616,504     $ 1,925,970           100.00 %
Weighted average
yield:
Government agency/GSE                -                -             1.37 %         1.87 %          1.81 %
Mortgage-backed
securities                        0.68 %           2.24 %           1.84 %         2.75 %          1.90 %
CMO/REMIC                            -             1.88 %           1.68 %            -            1.79 %
Municipal bonds (1)               3.37 %           2.67 %           2.53 %         1.75 %          2.15 %
Total                             2.73 %           2.01 %           1.82 %         1.85 %          1.87 %



(1)

The weighted average yield for the portfolio is based on projected duration and is not tax-equivalent. The tax equivalent yield at December 31, 2021 was 2.72%.



The maturity of each security category is defined as the contractual maturity
except for the categories of mortgage-backed securities and CMO/REMIC whose
maturities are defined as the estimated average life. The final maturity of
mortgage-backed securities and CMO/REMIC will differ from their contractual
maturities because the underlying mortgages have the right to repay such
obligations without penalty. The speed at which the underlying mortgages repay
is influenced by many factors, one of which is interest rates. Mortgages tend to
repay faster as interest rates fall and slower as interest rate rise. This will
either shorten or extend the estimated average life. Also, the yield on
mortgage-backed securities and CMO/REMIC are affected by the speed at which the
underlying mortgages repay. This is caused by the change in the amount of
amortization of premiums or accretion of discounts of each security as
repayments increase or decrease. The Company obtains the estimated average life
of each security from independent third parties.

The weighted-average yield on the total investment portfolio at December 31,
2021 was 1.71% with a weighted-average life of 5.5 years. This compares to a
weighted-average yield of 1.92% at December 31, 2020 with a weighted-average
life of 2.9 years. The weighted average life is the average number of years that
each dollar of unpaid principal due remains outstanding. Average life is
computed as the weighted-average time to the receipt of all future cash flows,
using as the weights the dollar amounts of the principal pay-downs.

Approximately 95% of the securities in the total investment portfolio, at
December 31, 2021, are issued by the U.S. government or U.S.
government-sponsored agencies and enterprises, which have the implied guarantee
of payment of principal and interest. As of December 31, 2021, approximately
$49.6 million in U.S. government agency bonds are callable.

                                       51
--------------------------------------------------------------------------------

The Agency CMO/REMIC are backed by agency-pooled collateral. Municipal bonds, which represented approximately 5% of the total investment portfolio, are predominately AA or higher rated securities.

The Company held investment securities in excess of 10% of shareholders' equity from the following issuers as of the dates presented.



                                                             December 31,
                                                2021                               2020
                                   Book Value       Market Value      Book Value       Market Value
                                                        (Dollars in

thousands)


Major issuer:
Federal National Mortgage
Association                        $ 1,889,580     $    1,894,361     $ 1,133,321     $    1,166,735
Federal Home Loan Mortgage
Corporation                          1,459,217          1,461,769       1,058,957          1,084,494
Government National Mortgage
Association                          1,028,444          1,010,558         413,991            421,025



Municipal securities held by the Company are issued by various states and their
various local municipalities. The following tables present municipal securities
by the top holdings by state as of the dates presented.

                                                      December 31, 2021
                                Amortized        Percent of                        Percent of
                                   Cost            Total          Fair Value         Total
                                                   (Dollars in thousands)
Municipal Securities
available-for-sale:
Minnesota                      $     11,043             38.9 %   $     11,387             38.7 %
Connecticut                           5,639             19.9 %          5,816             19.7 %
Massachusetts                         4,144             14.6 %          4,341             14.7 %
Iowa                                  2,341              8.2 %          2,378              8.1 %
Ohio                                  1,775              6.3 %          1,821              6.2 %
Maine                                 1,502              5.3 %          1,569              5.3 %
All other states (2 states)           1,921              6.8 %          2,156              7.3 %
Total                          $     28,365            100.0 %   $     29,468            100.0 %
Municipal Securities
held-to-maturity:
Minnesota                      $     38,905             18.4 %   $     39,724             18.5 %
Texas                                25,160             11.9 %         25,083             11.7 %
Massachusetts                        20,667              9.8 %         21,508             10.0 %
Ohio                                 17,617              8.4 %         18,105              8.4 %
Washington                           12,930              6.1 %         13,369              6.2 %
Tennessee                            11,347              5.4 %         11,217              5.2 %
All other states (20 states)         84,385             40.0 %         85,564             40.0 %
Total                          $    211,011            100.0 %   $    214,570            100.0 %




                                       52

--------------------------------------------------------------------------------


                                                      December 31, 2020
                                 Amortized         Percent                           Percent
                                   Cost            of Total        Fair Value        of Total
                                                    (Dollars in thousands)
Municipal Securities
available-for-sale:
Minnesota                      $      11,055             38.5 %   $     11,588             38.3 %
Connecticut                            5,653             19.7 %          5,910             19.5 %
Massachusetts                          4,147             14.4 %          4,394             14.5 %
Iowa                                   2,345              8.2 %          2,430              8.0 %
Ohio                                   2,115              7.4 %          2,194              7.2 %
Maine                                  1,506              5.2 %          1,598              5.3 %
All other states (2 states)            1,886              6.6 %          2,171              7.2 %
Total                          $      28,707            100.0 %   $     30,285            100.0 %
Municipal Securities
held-to-maturity:
Minnesota                      $      44,820             23.8 %   $     46,243             23.7 %
Massachusetts                         22,361             11.9 %         23,573             12.1 %
Ohio                                  17,781              9.4 %         18,502              9.5 %
Texas                                 17,135              9.1 %         17,706              9.1 %
Wisconsin                             12,236              6.5 %         12,755              6.5 %
Connecticut                            8,759              4.7 %          9,001              4.6 %
All other states (20 states)          65,180             34.6 %         67,398             34.5 %
Total                          $     188,272            100.0 %   $    195,178            100.0 %



We adopted ASU 2016-13 on January 1, 2020, on a prospective basis. Under this
guidance, once it is determined that a credit loss has occurred, an allowance
for credit losses is established on our available-for-sale and held-to-maturity
securities. Prior to adoption of this standard, when a decline in fair value of
a debt security was determined to be other than temporary, an impairment charge
for the credit component was recorded, and a new cost basis in the investment
was established. As of December 31, 2021 and 2020, management determined that
credit losses did not exist for securities in an unrealized loss position.

The following tables present the Company's available-for-sale investment
securities, by investment category, in an unrealized loss position for which an
allowance for credit losses has not been recorded as of December 31, 2021 and
December 31, 2020.

                                                                 December 31, 2021
                               Less Than 12 Months              12 Months or Longer                     Total
                                              Gross                            Gross                            Gross
                                            Unrealized                       Unrealized                       Unrealized
                                             Holding                          Holding                          Holding
                           Fair Value         Losses        Fair Value         Losses        Fair Value         Losses
                                                               (Dollars in thousands)
Investment securities
available-for-sale:
Mortgage-backed
securities                 $ 1,465,647     $    (15,099 )   $    44,244     $       (806 )   $ 1,509,891     $    (15,905 )
CMO/REMIC                      450,393          (11,515 )        53,745           (2,468 )       504,138          (13,983 )
Municipal bonds                      -                -               -                -               -                -
Total available-for-sale
securities                 $ 1,916,040     $    (26,614 )   $    97,989     $     (3,274 )   $ 2,014,029     $    (29,888 )




                                                                      December 31, 2020
                              Less Than 12 Months                    12 Months or Longer                           Total
                                              Gross                                     Gross                               Gross
                                           Unrealized                                 Unrealized                         Unrealized
                                             Holding                                   Holding                             Holding
                          Fair Value         Losses         Fair Value                  Losses           Fair Value        Losses
                                                                   (Dollars in thousands)
Investment securities
available-for-sale:
Mortgage-backed
securities               $     72,219      $      (101 )   $           -           $              -     $     72,219     $      (101 )
CMO/REMIC                      96,974             (249 )               -                          -           96,974            (249 )
Municipal bonds                     -                -                 -                          -                -               -
Total
available-for-sale
securities               $    169,193      $      (350 )   $           -           $              -     $    169,193     $      (350 )




                                       53

--------------------------------------------------------------------------------

Once it is determined that a credit loss has occurred, an allowance for credit
losses is established on our available-for-sale and held-to-maturity securities.
Management determined that credit losses did not exist for securities in an
unrealized loss position as of December 31, 2021 and 2020.

Loans



Total loans and leases, at amortized cost, of $7.89 billion at December 31,
2021, decreased by $461.1 million, or 5.52%, from $8.35 billion at December 31,
2020. The decrease in total loans included $696.4 million in PPP loans, $29.9
million in SFR mortgage loans, $22.9 million in construction loans, $15.3
million in SBA loans, and $11.3 million in consumer and other loans. Partially
offsetting these declines were increases in commercial real estate loans of
$288.2 million and $25.1 million in dairy & livestock and agribusiness loans.
Our core loans, excluding PPP loans, grew by $235.3 million, or 3.15%, from the
end of the fourth quarter of 2020.

Total loans, at amortized cost, comprised 53.72% of our total earning assets as
of December 31, 2021. The following table presents our loan portfolio by type as
of the dates presented.

                     Distribution of Loan Portfolio by Type

                                                           December 31,
                               2021            2020          2019 (1)          2018            2017
                                                      (Dollars in thousands)
Commercial real estate      $ 5,789,730     $ 5,501,509     $ 5,374,617     $ 5,394,229     $ 3,376,713
Construction                     62,264          85,145         116,925         122,782          77,982
SBA                             288,600         303,896         305,008         350,043         122,055
SBA - PPP                       186,585         882,986               -               -               -

Commercial and industrial 813,063 812,062 935,127

   1,002,209         513,325
Dairy & livestock and
agribusiness                    386,219         361,146         383,709         393,843         347,289
Municipal lease finance
receivables                      45,933          45,547          53,146          64,186          70,243
SFR mortgage                    240,654         270,511         283,468         296,504         236,202
Consumer and other loans         74,665          86,006         116,319         128,429          64,229
Gross loans (Non-PCI)         7,887,713       8,348,808       7,568,319       7,752,225       4,808,038
Less: Deferred loan fees,
net (2)                               -               -          (3,742 )        (4,828 )        (6,289 )
Total loans, at amortized
cost
  (Non-PCI)                   7,887,713       8,348,808       7,564,577       7,747,397       4,801,749
Less: Allowance for
credit losses                   (65,019 )       (93,692 )       (68,660 )       (63,409 )       (59,218 )
Net loans (Non-PCI)         $ 7,822,694     $ 8,255,116     $ 7,495,917       7,683,988       4,742,531
PCI Loans                                                                        17,214          30,908
Discount on PCI loans                                                                 -          (2,026 )
Less: Allowance for
credit losses                                                                      (204 )          (367 )
PCI loans, net                                                                   17,010          28,515
Total loans and lease
finance
  receivables, net                                                          $ 7,700,998     $ 4,771,046



(1)
Beginning with June 30, 2019, PCI loans were accounted for and combined with
Non-PCI loans and were reflected in total loans and lease finance receivables.
(2)
Beginning with March 31, 2020, gross loans are presented net of deferred loan
fees (at amortized cost) by respective class of financing receivables.

As of December 31, 2021, $364.4 million, or 6.29% of the total commercial real
estate loans included loans secured by farmland, compared to $314.4 million, or
5.72%, at December 31, 2020. The loans secured by farmland included $134.9
million for loans secured by dairy & livestock land and $229.5 million for loans
secured by agricultural land at December 31, 2021, compared to $132.9 million
for loans secured by dairy & livestock land and $181.5 million for loans secured
by agricultural land at December 31, 2020. As of December 31, 2021, dairy &
livestock and agribusiness loans of $386.2 million were comprised of $351.7
million for dairy & livestock loans and $34.5 million for agribusiness loans,
compared to $361.1 million for dairy & livestock loans and $41.0 million for
agribusiness loans at December 31, 2020.

Real estate loans are loans secured by conforming trust deeds on real property,
including property under construction, land development, commercial property and
single-family and multi-family residences. Our real estate loans are comprised
of industrial, office, retail, medical, single family residences, multi-family
residences, and farmland. Consumer loans include installment loans to consumers
as well as home equity loans, auto and equipment leases and other loans secured
by junior liens on real property. Municipal lease finance receivables are leases
to municipalities. Dairy & livestock and agribusiness loans are loans to finance
the operating needs of wholesale dairy farm operations, cattle feeders,
livestock raisers and farmers.

                                       54
--------------------------------------------------------------------------------


As of December 31, 2021, the Company had $200.6 million of total SBA 504 loans.
SBA 504 loans include term loans to finance capital expenditures and for the
purchase of commercial real estate. Initially the Bank provides two separate
loans to the borrower representing a first and second lien on the collateral.
The loan with the first lien is typically at a 50% advance to the acquisition
costs and the second lien loan provides the financing for 40% of the acquisition
costs with the borrower's down payment of 10% of the acquisition costs. The Bank
retains the first lien loan for its term and sells the second lien loan to the
SBA subordinated debenture program. A majority of the Bank's 504 loans are
granted for the purpose of commercial real estate acquisition. As of December
31, 2021, the Company had $88.0 million of total SBA 7(a) loans that include a
guarantee of payment from the SBA (typically 75% of the loan amount, but up to
90% in certain cases) in the event of default. The SBA 7(a) loans include
revolving lines of credit (SBA Express) and term loans of up to ten (10) years
to finance long-term working capital requirements, capital expenditures, and/or
for the purchase or refinance of commercial real estate.

As an active participant in the SBA's Paycheck Protection Program, we initially
originated approximately 4,100 PPP loans totaling $1.1 billion ("round one"),
with a remaining outstanding balance of $3.0 million as of December 31, 2021. We
originated approximately 1,900 PPP loans in round two with a remaining
outstanding balance of $183.6 million, as of December 31, 2021.

As of December 31, 2021, the Company had $62.3 million in construction loans.
This represents 0.79% of total gross loans held-for-investment. Although our
construction loans are located throughout our market footprint, the majority of
construction loans consist of commercial land development and construction
projects in Los Angeles County, Orange County, and the Inland Empire region of
Southern California. There were no nonperforming construction loans at December
31, 2021.

Our loan portfolio is geographically disbursed throughout our marketplace. The following is the breakdown of our total held-for-investment commercial real estate loans, by region as of December 31, 2021.



                                        December 31, 2021
                                                   Commercial Real Estate
                           Total Loans                      Loans
                                     (Dollars in thousands)
Los Angeles County   $ 3,237,514        41.1 %   $    2,249,732         38.8 %
Central Valley         1,469,141        18.6 %        1,101,841         19.0 %
Orange County          1,019,756        12.9 %          678,081         11.7 %
Inland Empire            977,683        12.4 %          833,567         14.4 %
Central Coast            451,032         5.7 %          368,527          6.4 %
San Diego                261,551         3.3 %          229,445          4.0 %
Other California         148,431         1.9 %           93,954          1.6 %
Out of State             322,605         4.1 %          234,583          4.1 %
                     $ 7,887,713       100.0 %   $    5,789,730        100.0 %


The table below breaks down our real estate portfolio.



                                                        December 31, 2021
                                                                      Percent
                                                                       Owner-            Average
                                Loan Balance        Percent         Occupied (1)      Loan Balance

Commercial real estate:                               (Dollars in thousands)
Industrial                     $    1,967,852             34.0 %             50.3 %   $       1,503
Office                              1,034,854             17.9 %             23.8 %           1,664
Retail                                820,021             14.2 %             10.2 %           1,741
Multi-family                          644,484             11.1 %              1.1 %           1,534
Secured by farmland (2)               364,409              6.3 %             97.1 %           2,249
Medical                               303,008              5.2 %             35.8 %           1,693
Other (3)                             655,102             11.3 %             52.4 %           1,472
Total commercial real estate   $    5,789,730            100.0 %             36.8 %   $       1,605



(1)
Represents percentage of reported owner-occupied at origination in each real
estate loan category.
(2)
The loans secured by farmland included $134.9 million for loans secured by dairy
& livestock land and $229.5 million for loans secured by agricultural land at
December 31, 2021.
(3)
Other loans consist of a variety of loan types, none of which exceeds 2.0% of
total commercial real estate loans.

                                       55
--------------------------------------------------------------------------------


At December 31, 2021, commercial real estate loans on retail properties
comprised $820.0 million and approximately 17.9% of total commercial real estate
loans; none of these loans are on deferment and $3.6 million of these loans were
classified. At origination, these loans on retail properties were underwritten
with loan-to-values averaging approximately 48%. Approximately 36% of these
loans were originated prior to 2017.

The table below provides the maturity distribution for held-for-investment total
gross loans as of December 31, 2021. The loan amounts are based on contractual
maturities although the borrowers have the ability to prepay the loans. Amounts
are also classified according to repricing opportunities or rate sensitivity.

                   Loan Maturities and Interest Rate Category

                                                  After One
                                   Within         But Within         After
                                  One Year        Five Years       Five Years         Total
                                                    (Dollars in thousands)
Loan Portfolio by Type:
Commercial real estate          $    288,737     $  1,429,549     $  4,071,444     $  5,789,730
Construction                          52,214           10,050                -           62,264
SBA                                   17,808           22,437          248,355          288,600
SBA - PPP                              2,929          183,656                -          186,585
Commercial and industrial            280,222          322,483          210,358          813,063
Dairy & livestock and
agribusiness                         251,591          134,126              502          386,219
Municipal lease finance
receivables                              538            6,708           38,687           45,933
SFR mortgage                           2,515               69          238,070          240,654
Consumer and other loans               6,633           12,299           55,733           74,665
Total gross loans               $    903,187     $  2,121,377     $  4,863,149     $  7,887,713
Amount of Loans based upon:
Fixed Rates                     $    226,612     $  1,426,808     $  2,935,999     $  4,589,419
Floating or adjustable rates         676,575          694,569        1,927,150        3,298,294
Total loans, at amortized
cost                            $    903,187     $  2,121,377     $  4,863,149     $  7,887,713



As a normal practice in extending credit for commercial and industrial purposes,
we may accept trust deeds on real property as collateral. In some cases, when
the primary source of repayment for the loan is anticipated to come from the
cash flow from normal operations of the borrower, and real property has been
taken as collateral, the real property is considered a secondary source of
repayment for the loan. Since we lend primarily in Southern and Central
California, our real estate loan collateral is concentrated in this region.

Nonperforming Assets



The following table provides information on nonperforming assets as of the dates
presented.

                                                              December 31,
                                       2021         2020         2019       2018 (1)      2017 (1)
                                                         (Dollars in thousands)
Nonaccrual loans                     $  6,893     $ 14,347     $  5,033     $  16,442     $   6,516
Loans past due 90 days or more and
still accruing interest                     -            -            -             -             -
Nonperforming troubled debt
restructured loans (TDRs)                   -            -          244         3,509         4,200
Total nonperforming loans               6,893       14,347        5,277        19,951        10,716
OREO, net                                   -        3,392        4,889           420         4,527
Total nonperforming assets           $  6,893     $ 17,739     $ 10,166     $  20,371     $  15,243
Performing TDRs                      $  5,293     $  2,159     $  3,112     $   3,594     $   4,809

Total nonperforming loans and
performing TDRs                      $ 12,186     $ 16,506     $  8,389

$ 23,545 $ 15,525



Percentage of nonperforming loans
and performing TDRs
  to total loans, at amortized
cost                                     0.15 %       0.20 %       0.11 %   

0.30 % 0.32 %



Percentage of nonperforming assets
to total loans,
  at amortized cost, and OREO            0.09 %       0.21 %       0.13 %        0.26 %        0.32 %
Percentage of nonperforming assets
to total assets                          0.04 %       0.12 %       0.09 %        0.18 %        0.18 %



(1)
Excludes PCI loans.

                                       56

--------------------------------------------------------------------------------

Troubled Debt Restructurings



Total TDRs were $5.3 million at December 31, 2021, compared to $2.2 million at
December 31, 2020. At December 31, 2021, all of our TDRs were performing and
accruing interest as restructured loans. Our performing TDRs were generally
provided a modification of loan repayment terms in response to borrower
financial difficulties. The performing restructured loans represent the only
loans accruing interest at each respective reporting date. A performing
restructured loan is categorized as such if we believe that it is reasonably
assured of repayment and is performing in accordance with the modified terms.

In accordance with regulatory guidance, if borrowers were less than 30 days past
due on their loans and entered into loan modifications offered as a result of
COVID-19, their loans generally continued to be considered performing loans and
continued to accrue interest during the period of the loan modification. For
borrowers who were 30 days or more past due when entering into loan
modifications offered as a result of COVID-19, we evaluated the loan
modifications under our existing troubled debt restructuring framework, and
where such a loan modification would result in a concession to a borrower
experiencing financial difficulty, the loan would be accounted for as a TDR and
generally would not accrue interest. For all borrowers who enrolled in these
loan modification programs offered as a result of COVID-19, the delinquency
status of the borrowers was frozen, resulting in a static delinquency metric
during the deferral period. Upon exiting the deferral program, the measurement
of loan delinquency resumed where it had left off upon entry into the program.

The following table provides a summary of TDRs as of the dates presented.



                                                         December 31,
                                               2021                         2020
                                                   Number of                    Number of
                                     Balance         Loans        Balance         Loans
                                                    (Dollars in thousands)
Performing TDRs:
Commercial real estate               $  2,394               1     $    320               1
Construction                                -               -            -               -
SBA                                         -               -            -               -
Commercial and industrial               1,885               3           43               1
Dairy & livestock and agribusiness          -               -            -               -
SFR mortgage                            1,014               5        1,796               7
Consumer and other                          -               -            -               -
Total performing TDRs                $  5,293               9     $  2,159               9

Nonperforming TDRs:
Commercial real estate               $      -               -     $      -               -
Construction                                -               -            -               -
SBA                                         -               -            -               -
Commercial and industrial                   -               -            -               -
Dairy & livestock and agribusiness          -               -            -               -
SFR mortgage                                -               -            -               -
Consumer and other                          -               -            -               -
Total nonperforming TDRs             $      -               -     $      -               -
Total TDRs                           $  5,293               9     $  2,159               9



At December 31, 2021 and 2020, there was no ACL specifically allocated to TDRs.
Impairment amounts identified are typically charged off against the allowance at
the time a probable loss is determined. There were no charge-offs on TDRs for
2021 and 2020.

                                       57
--------------------------------------------------------------------------------

Nonperforming Assets and Delinquencies

The table below provides trends in our nonperforming assets and delinquencies as of the dates presented.



                             December 31,       September 30,       June 30,       March 31,       December 31,
                                 2021               2021              2021           2021              2020
                                                           (Dollars in thousands)
Nonperforming loans (1):
Commercial real estate       $       3,607     $         4,073     $    4,439     $     7,395     $        7,563
Construction                             -                   -              -               -                  -
SBA                                  1,034               1,513          1,382           2,412              2,273
Commercial and industrial            1,714               2,038          1,818           2,967              3,129
Dairy & livestock and
agribusiness                             -                 118            118             259                785
SFR mortgage                           380                 399            406             424                430
Consumer and other loans               158                 305            308             312                167
Total                        $       6,893     $         8,446     $    8,471     $    13,769     $       14,347
% of Total loans                      0.09 %              0.11 %         0.10 %          0.17 %             0.17 %

Past due 30-89 days:
Commercial real estate       $         438     $             -              -     $       178     $            -
Construction                             -                   -              -               -                  -
SBA                                    979                   -              -             258              1,965
Commercial and industrial                -                 122            415             952              1,101
Dairy & livestock and
agribusiness                             -               1,000              -               -                  -
SFR mortgage                         1,040                   -              -             266                  -
Consumer and other loans                 -                   -              -              21                  -
Total                        $       2,457     $         1,122     $      415     $     1,675     $        3,066
% of Total loans                      0.03 %              0.01 %         0.01 %          0.02 %             0.04 %

OREO:


Commercial real estate       $           -     $             -     $        -     $     1,575     $        1,575
SBA                                      -                   -              -               -                  -
SFR mortgage                             -                   -              -               -              1,817
Total                        $           -     $             -     $        -     $     1,575     $        3,392
Total nonperforming, past
due, and
  OREO                       $       9,350     $         9,568     $    8,886     $    17,019     $       20,805
% of Total loans                      0.12 %              0.12 %         0.11 %          0.21 %             0.25 %




Nonperforming loans, defined as nonaccrual loans, nonperforming TDR loans and
loans past due 90 days or more and still accruing interest, were $6.9 million at
December 31, 2021, or 0.09% of total loans. This compares to nonperforming loans
of $14.3 million, or 0.17% of total loans, at December 31, 2020. The $7.5
million decrease in nonperforming loans was primarily due to decreases of $4.0
million in nonperforming commercial real estate loans, $1.4 million in
nonperforming commercial and industrial loans, $1.2 million in nonperforming SBA
loans, and $785,000 in nonperforming dairy & livestock and agribusiness loans.

At December 31, 2021, we had no OREO properties, compared to two OREO properties
with a carrying value of $3.4 million, at December 31, 2020. During the fourth
quarter of 2021, we acquired an OREO property, which was sold during the fourth
quarter at a net gain of approximately $700,000.

Changes in economic and business conditions have had an impact on our market
area and on our loan portfolio. We continually monitor these conditions in
determining our estimates of needed reserves. However, we cannot predict the
extent to which the deterioration in general economic conditions, real estate
values, changes in general rates of interest and changes in the financial
conditions or business of a borrower may adversely affect a specific borrower's
ability to pay or the value of our collateral. See "Risk Management - Credit
Risk Management" included herein.


                                       58
--------------------------------------------------------------------------------

Allowance for Credit Losses



We adopted CECL on January 1, 2020, which replaced the "incurred loss" approach
with an "expected loss" model over the life of the loan, as further described in
Note 3 - Summary of Significant Accounting Policies of the notes to the
unaudited condensed consolidated financial statements. The allowance for credit
losses totaled $65.0 million as of December 31, 2021, compared to $93.7 million
as of December 31, 2020. Our allowance for credit losses at December 31, 2021
was 0.82%, or 0.84% of total loans when excluding the $186.6 million in PPP
loans. The allowance for credit losses for 2021 was decreased by $25.5 million,
due to the improved outlook in our forecast of certain macroeconomic variables
that were influenced by the economic impact of the pandemic: including various
government responses, availability of vaccines, and fiscal and monetary
stimulus, as well as $3.2 million in year-to-date net charge-offs. Upon
implementation of CECL, a transition adjustment of $1.8 million was added to the
beginning balance of the allowance and was increased by a $23.5 million credit
loss provision for 2020 due to the forecast of severe economic disruption
resulting from the initial onset of the COVID-19 pandemic. Net charge-offs were
$308,000 for 2020.

The allowance for credit losses as of December 31, 2021 is based upon lifetime
loss rate models developed from an estimation framework that uses historical
lifetime loss experiences to derive loss rates at a collective pool level. We
measure the expected credit losses on a collective (pooled) basis for those
loans that share similar risk characteristics. We have three collective loan
pools: Commercial Real Estate, Commercial and Industrial, and Consumer. Our ACL
amounts are largely driven by portfolio characteristics, including loss history
and various risk attributes, and the economic outlook for certain macroeconomic
variables. The allowance for credit loss is sensitive to both changes in these
portfolio characteristics and the forecast of macroeconomic variables. Risk
attributes for commercial real estate loans include OLTV, origination year, loan
seasoning, and macroeconomic variables that include GDP growth, commercial real
estate price index and unemployment rate. Risk attributes for commercial and
industrial loans include internal risk ratings, borrower industry sector, loan
credit spreads and macroeconomic variables that include unemployment rate and
BBB spread. The macroeconomic variables for Consumer include unemployment rate
and GDP. The Commercial Real Estate methodology is applied over commercial real
estate loans, a portion of construction loans, and a portion of SBA loans
(excluding Payment Protection Program loans). The Commercial and Industrial
methodology is applied over a substantial portion of the Company's commercial
and industrial loans, all dairy & livestock and agribusiness loans, municipal
lease receivables, as well as the remaining portion of Small Business
Administration (SBA) loans (excluding Payment Protection Program loans). The
Consumer methodology is applied to SFR mortgage loans, consumer loans, as well
as the remaining construction loans. In addition to determining the quantitative
life of loan loss rate to be applied against the portfolio segments, management
reviews current conditions and forecasts to determine whether adjustments are
needed to ensure that the life of loan loss rates reflect both the current state
of the portfolio, and expectations for macroeconomic changes.

Based on the magnitude of government economic stimulus and the wide availability
of vaccines, our latest economic forecast reflects continued improvement in key
macroeconomic variables, including GDP, the commercial real estate price index
and the unemployment rate. Our economic forecast continues to be a blend of
multiple forecasts produced by Moody's. These U.S. economic forecasts include a
baseline forecast, as well as upside and downside forecasts. The baseline
forecast continues to represent the largest weighting in our multi-weighted
forecast scenario, with downside risks weighted heavier than the more optimistic
forecasts. Our weighted forecast assumes GDP will increase by 2.7% in 2022, 2%
for 2023 and then grow by 3% in 2024. The unemployment rate is forecasted to be
over 5% in 2022 and 2023 and then declining to 4.8% in 2024. Management believes
that the ACL was appropriate at December 31, 2021 and 2020. As there continues
to be a degree of uncertainty around the epidemiological assumptions and impact
of government responses to the pandemic that impact our economic forecast, no
assurance can be given that economic conditions that adversely affect the
Company's service areas or other circumstances will not be reflected in an
increased allowance for credit losses in future periods.

                                       59
--------------------------------------------------------------------------------


The table below presents a summary of charge-offs and recoveries by type, the
provision for credit losses on loans, and the resulting allowance for credit
losses for the periods presented.

                                                             Year Ended December 31,
                                     2021             2020             2019            2018            2017
                                                             (Dollars in thousands)
Allowance for credit losses at
beginning of period               $    93,692      $    68,660      $    63,613     $    59,585     $    61,540
Impact of adopting ASU 2016-13              -            1,840                -               -               -
Charge-offs:
Commercial real estate                      -                -                -               -               -
Construction                                -                -                -               -               -
SBA                                      (223 )           (362 )           (321 )          (257 )             -
Commercial and industrial              (3,019 )           (195 )            (48 )           (10 )          (138 )
Dairy & livestock and
agribusiness                             (118 )              -              (78 )             -               -
SFR mortgage                                -                -                -             (13 )             -
Consumer and other loans                  (11 )           (109 )             (7 )           (11 )           (13 )
Total charge-offs                      (3,371 )           (666 )           (454 )          (291 )          (151 )
Recoveries:
Commercial real estate                      -                -                -               -             154
Construction                               58               11               12           2,506           6,036
SBA                                        23               72                9              20              78
Commercial and industrial                  12               10              255              82             118
Dairy & livestock and
agribusiness                                -                -               19              19              19
SFR mortgage                               79              206              196              51             212
Consumer and other loans                   26               59               10             141              79
Total recoveries                          198              358              501           2,819           6,696
Net (charge-offs) recoveries           (3,173 )           (308 )             47           2,528           6,545
(Recapture of) provision for
credit losses                         (25,500 )         23,500            5,000           1,500          (8,500 )
Allowance for credit losses at
end of period                     $    65,019      $    93,692      $    68,660     $    63,613     $    59,585
Summary of reserve for unfunded
loan commitments:
Reserve for unfunded loan
commitments at beginning of
period                            $     9,000      $     8,959      $     8,959     $     6,306     $     6,706
Impact of adopting ASU 2016-13                              41
Estimated fair value of reserve
for unfunded loan commitment
assumed from Community Bank                 -                -                -           2,903               -
(Recapture of) provision for
unfunded loan commitments              (1,000 )              -                -            (250 )          (400 )
Reserve for unfunded loan
commitments at end of period      $     8,000      $     9,000      $     8,959     $     8,959     $     6,306
Reserve for unfunded loan
commitments to total unfunded
loan commitments                         0.49 %           0.54 %           0.56 %          0.51 %          0.66 %
Amount of total loans at end of
period (1)                        $ 7,887,713      $ 8,348,808      $ 7,564,577     $ 7,764,611     $ 4,830,631
Average total loans outstanding
(1)                               $ 8,065,877      $ 8,066,483      $ 7,552,505     $ 5,905,674     $ 4,623,244
Net (charge-offs) recoveries to
average total loans                     (0.04 )%         (0.00 )%          0.00 %          0.04 %          0.14 %
Net (charge-offs) recoveries to
total loans at end of period            (0.04 )%         (0.00 )%          0.00 %          0.03 %          0.14 %
Allowance for credit losses to
average total loans                      0.81 %           1.16 %           0.91 %          1.08 %          1.29 %
Allowance for credit losses to
total loans at end of period             0.82 %           1.12 %           0.91 %          0.82 %          1.23 %
Net (charge-offs) recoveries to
allowance for credit losses             (4.88 )%         (0.33 )%          0.07 %          3.97 %         10.98 %
Net (charge-offs) recoveries to
(recapture of) provision for
credit losses                           12.44 %          (1.31 )%          0.94 %        168.53 %        (77.00 )%



(1)

Net of deferred loan origination fees, costs and discounts (amortized cost).

The ACL/Total Loan Coverage Ratio as of December 31, 2021 decreased to 0.82%, compared to 1.12% as of December 31, 2020 due to the forecasted impact of improved economic conditions on future life of loan loss rates.



The Bank's ACL methodology also produced an allowance of $8.0 million for our
off-balance sheet credit exposures as of December 31, 2021, compared to $9.0
million as of December 31, 2020. The year-over-year decrease included a $1.0
million recapture of provision for unfunded loan commitments in the second
quarter of 2021.

While we believe that the allowance at December 31, 2021 was appropriate to
absorb losses from known or inherent risks in the portfolio, no assurance can be
given that economic conditions, interest rate fluctuations, conditions of our
borrowers (including fraudulent activity), or natural disasters, which adversely
affect our service areas or other circumstances or conditions, including those
defined above, will not be reflected in increased provisions for credit losses
in the future.

                                       60
--------------------------------------------------------------------------------


Changes in economic and business conditions have had an impact on our market
area and on our loan portfolio. We continually monitor these conditions in
determining our estimates of needed reserves. However, we cannot predict the
extent to which the deterioration in general economic conditions, real estate
values, changes in general rates of interest and changes in the financial
conditions or business of a borrower may adversely affect a specific borrower's
ability to pay or the value of our collateral. See "Risk Management - Credit
Risk Management" contained herein.

The following table provides a summary of the allocation of the allowance for credit losses by loan type at the dates indicated for total loans. The allocations presented should not be interpreted as an indication that loans charged to the allowance for credit losses will occur in these amounts or proportions.



                    Allowance for Credit Losses by Loan Type

                                                                                       December 31,
                               2021                          2020                          2019                          2018                          2017
                                       Loans                         Loans                         Loans                         Loans                         Loans
                                      as % of                       as % of                       as % of                       as % of                       as % of
                      Allowance        Total        Allowance        Total        Allowance        Total        Allowance        Total        Allowance        Total
                       Amount          Loans         Amount          Loans         Amount          Loans         Amount          Loans         Amount          Loans
                                                                                  (Dollars in thousands)

Commercial real
estate               $    50,950          73.4 %   $    75,439          65.9 %   $    48,629          71.0 %   $    44,934          69.4 %   $    41,722          69.8 %
Construction                 765           0.8 %         1,934           1.0 %           858           1.5 %           981           1.6 %           984           1.6 %
SBA                        2,668           3.6 %         2,992           3.6 %         1,453           4.0 %         1,062           4.5 %           869           2.5 %
SBA - PPP                      -           2.4 %             -          10.6 %             -             -               -             -               -             -
Commercial and
industrial                 6,669          10.3 %         7,142           9.7 %         8,880          12.4 %         7,520          12.9 %         7,280          10.6 %
Dairy & livestock
and
  agribusiness             3,066           4.9 %         3,949           4.4 %         5,255           5.1 %         5,215           5.1 %         4,647           7.2 %
Municipal lease
finance
  receivables                100           0.6 %            74           0.5 %           623           0.7 %           775           0.8 %           851           1.5 %
SFR mortgage                 188           3.1 %           367           3.2 %         2,339           3.8 %         2,196           3.8 %         2,112           4.9 %
Consumer and other
loans                        613           0.9 %         1,795           1.1 %           623           1.5 %           726           1.7 %           753           1.3 %
PCI loans                      -             -               -             -               -             -             204           0.2 %           367           0.6 %
Total                $    65,019         100.0 %   $    93,692         100.0 %   $    68,660         100.0 %   $    63,613         100.0 %   $    59,585         100.0 %



Deposits

The primary source of funds to support earning assets (loans and investments) is the generation of deposits.



Total deposits were $12.98 billion at December 31, 2021. This represented an
increase of $1.24 billion, or 10.56%, over total deposits of $11.74 billion at
December 31, 2020.

The average balance of deposits by category and the average effective interest
rates paid on deposits is summarized for the periods presented in the table
below.

                                                     Year Ended December 31,
                                 2021                         2020                          2019
                                                             Average
                         Balance         Rate         Balance          Rate         Balance         Rate
                                                     (Dollars in thousands)
Noninterest-bearing
deposits               $  7,817,627           -     $  6,281,989            -     $ 5,177,035            -
Interest-bearing
deposits
Investment checking         599,978        0.03 %        478,458         0.08 %       452,437         0.11 %
Money market              3,114,222        0.12 %      2,599,553         0.31 %     2,197,194         0.54 %
Savings                     535,179        0.05 %        452,595         0.09 %       399,154         0.10 %
Time deposits               375,666        0.32 %        445,962         0.85 %       487,221         0.91 %
Total deposits         $ 12,442,672                 $ 10,258,557                  $ 8,713,041



The amount of noninterest-bearing deposits in relation to total deposits is an
integral element in our strategy of seeking to achieve a low cost of funds.
Average noninterest-bearing deposits totaled $7.82 billion for 2021,
representing an increase of $1.54 billion, or 24.45%, from average demand
deposits of $6.28 billion for 2020. Average noninterest-bearing deposits
represented 62.83% of total average deposits for 2021, compared to 61.24% of
total average deposits for 2020.

Average savings deposits, which include savings, interest-bearing demand, and
money market accounts, were $4.25 billion for 2021, representing an increase of
$718.8 million, or 20.36%, from average savings deposits of $3.53 billion for
2020.

                                       61
--------------------------------------------------------------------------------


Average time deposits totaled $375.7 million for 2021, representing a decrease
of $70.3 million, or 15.76%, from total average time deposits of $446.0 million
for 2020.

The following table provides the remaining maturities of large denomination
($250,000 or more) time deposits, including public funds, at December 31, 2021.

           Maturity Distribution of Large Denomination Time Deposits

                                     December 31, 2021
                                   (Dollars in thousands)
3 months or less                  $                 29,201
Over 3 months through 6 months                      16,366
Over 6 months through 12 months                     23,558
Over 12 months                                      12,476
Total                             $                 81,601


Time deposits totaled $327.7 million at December 31, 2021, representing a decrease of $74.0 million, or 18.42%, from total time deposits of $401.7 million for December 31, 2020.




Borrowings

The following table summarizes information about our term FHLB advances,
repurchase agreements and other borrowings outstanding for the periods
presented.

                                Repurchase                              Other
                                Agreements       FHLB Advances        Borrowings        Total
                                                    (Dollars in thousands)
At December 31, 2021
Amount outstanding             $    642,388     $              -     $      2,281     $  644,669
Weighted-average interest
rate                                   0.08 %                  -             1.45 %         0.09 %
Year ended December 31,
2021
Highest amount at
month-end                      $    659,579     $              -     $      5,000     $  664,579
Daily-average amount
outstanding                    $    610,479     $              -     $      2,008     $  612,487
Weighted-average interest
rate                                   0.09 %                  -             0.01 %         0.09 %
At December 31, 2020
Amount outstanding             $    439,406     $              -     $      5,000     $  444,406
Weighted-average interest
rate                                   0.10 %                  -                -           0.10 %
Year ended December 31,
2020
Highest amount at
month-end                      $    501,881     $              -     $     10,000     $  511,881
Daily-average amount
outstanding                    $    479,956     $              -     $      5,674     $  485,630
Weighted-average interest
rate                                   0.24 %                  -             0.04 %         0.23 %
At December 31, 2019
Amount outstanding             $    428,659     $              -     $          -     $  428,659
Weighted-average interest
rate                                   0.44 %                  -                -           0.44 %
Year ended December 31,
2019
Highest amount at
month-end                      $    547,730     $              -     $    295,000     $  842,730
Daily-average amount
outstanding                    $    435,317     $              -     $     76,873     $  512,190
Weighted-average interest
rate                                   0.47 %                  -             2.51 %         0.77 %



At December 31, 2021, our borrowings included $642.4 million of repurchase
agreements and $2.3 million in overnight borrowings. At December 31, 2020, our
borrowings included $439.4 million in repurchase agreements and $5.0 million in
other short-term borrowing at an interest rate of 0%.

We offer a repurchase agreement product to our deposit customers. This product,
known as Citizens Sweep Manager, sells our investment securities overnight to
our customers under an agreement to repurchase them the next day at a price
which reflects the market value of the use of funds by the Bank for the period
concerned. These repurchase agreements are signed with customers who want to
invest their excess deposits, above a pre-determined balance in a demand deposit
account, in order to earn interest. As of December 31, 2021, total funds
borrowed under these agreements were $642.4 million with a

                                       62
--------------------------------------------------------------------------------

weighted average interest rate of 0.08%, compared to $439.4 million with a weighted average rate of 0.10% as of December 31, 2020.

We had $2.3 million in overnight borrowings at December 31, 2021, compared to $5.0 million in zero-interest rate short-term borrowings at December 31, 2020.



On June 15, 2021, we redeemed our junior subordinated debentures of $25.8
million, representing the amounts that are due from the Company to CVB Statutory
Trust III, which had a borrowing cost of approximately 1.60% at the time of
repayment. The debentures and the Trust Preferred Securities had an original
maturity date of 2036. The interest rate on these debentures were based on
three-month LIBOR plus 1.38%. Refer to Note 12 - Borrowings of the notes to the
consolidated financial statements for a more detailed discussion.

At December 31, 2021, $3.96 billion of loans and $2.18 billion of investment
securities, at carrying value, were pledged to secure public deposits of $718.9,
short and long-term borrowings, and for other purposes as required or permitted
by law, with a remaining borrowing capacity at December 31, 2021 of $4.52
billion.

Aggregate Contractual Obligations



The following table summarizes the aggregate contractual obligations as of
December 31, 2021.

                                                                  Maturity by Period
                                             Less Than         One Year         Four Years         Over
                                                One             Through          Through           Five
                              Total             Year          Three Years       Five Years        Years
                                                       (Dollars in thousands)
Deposits (1)               $ 12,976,442     $ 12,952,767     $      13,138     $     10,005     $      532
Customer repurchase
agreements (1)                  642,388          642,388                 -                -              -
Deferred compensation            21,111              652               767              621         19,071
Operating leases                 21,908            6,515             8,742            5,213          1,438
Affordable housing
investment                        1,350            1,259                55               30              6
Total                      $ 13,663,199     $ 13,603,581     $      22,702     $     15,869     $   21,047



(1)

Amounts exclude accrued interest.

Deposits represent noninterest-bearing, money market, savings, NOW, certificates of deposits, brokered and all other deposits held by the Bank.

Customer repurchase agreements represent excess amounts swept from customer demand deposit accounts, which mature the following business day and are collateralized by investment securities. These amounts are due to customers.



Deferred compensation represents the amounts that are due to former employees
based on salary continuation agreements as a result of acquisitions and amounts
due to current and retired employees under our deferred compensation plans.

Operating leases represent the total minimum lease payments due under non-cancelable operating leases. Refer to Note 22 - Leases of the notes to the consolidated financial statements for a more detailed discussion about leases.


                                       63
--------------------------------------------------------------------------------

Off-Balance Sheet Arrangements



The following table summarizes the off-balance sheet items at December 31, 2021.

                                                                 Maturity by Period
                                              Less Than       One Year        Four Years        After
                                                 One          to Three         to Five           Five
                                Total           Year            Years           Years           Years
                                                       (Dollars in thousands)
Commitment to extend
credit:
Commercial real estate       $   330,045     $         -     $   107,736
 $    145,152     $   77,157
Construction                      81,319               -          81,319                -              -
SBA                                1,872               -           1,275                -            597
SBA - PPP                              -               -               -                -              -

Commercial and industrial 891,508 29,604 785,997

        11,649         64,258
Dairy & livestock and
agribusiness (1)                 143,236               -         143,236                -              -
Municipal lease finance
receivables                       17,948               -               -                -         17,948
SFR Mortgage                       5,585               -           2,550                -          3,035
Consumer and other loans         113,204               -          18,935    

3,724 90,545


 Total commitment to
extend credit                  1,584,717          29,604       1,141,048          160,525        253,540
Obligations under letters
of credit                         44,914           5,753          39,161                -              -
  Total                      $ 1,629,631     $    35,357     $ 1,180,209     $    160,525     $  253,540



(1)

Total commitments to extend credit to agribusiness were $23.9 million at December 31, 2021.



As of December 31, 2021, we had commitments to extend credit of approximately
$1.58 billion, and obligations under letters of credit of $44.9 million.
Commitments to extend credit are agreements to lend to customers, provided there
is no violation of any material condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses
and may require payment of a fee. Commitments are generally variable rate, and
many of these commitments are expected to expire without being drawn upon. As
such, the total commitment amounts do not necessarily represent future cash
requirements. We use the same credit underwriting policies in granting or
accepting such commitments or contingent obligations as we do for on-balance
sheet instruments, which consist of evaluating customers' creditworthiness
individually. Due to the adoption of CECL on January 1, 2020, a transition
adjustment of $41,000 was added to the beginning balance of the reserve for
unfunded loan commitments. As of December 31, 2021 and 2020, the balance in this
reserve was $8.0 million and $9.0 million, respectively, and was included in
other liabilities. The year-over-year decrease included a $1.0 million recapture
of provision for unfunded loan commitments in the second quarter of 2021. There
was no provision or recapture of provision for unfunded commitments for the year
ended December 31, 2020.

Standby letters of credit are conditional commitments issued by the Bank to guarantee the financial performance of a customer to a third party. Those guarantees are primarily issued to support private borrowing or purchase arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. When deemed necessary, we hold appropriate collateral supporting those commitments.

Capital Resources



Our primary source of capital has been the retention of operating earnings and
issuance of common stock in connection with periodic acquisitions. In order to
ensure adequate levels of capital, we conduct an ongoing assessment of projected
sources, needs and uses of capital in conjunction with projected increases in
assets and the level of risk. As part of this ongoing assessment, the Board of
Directors reviews the various components of our capital.

Total equity increased $73.5 million, or 3.66%, to $2.08 billion at December 31,
2021, compared to total equity of $2.01 billion at December 31, 2020. The $73.5
million increase in equity was primarily due to $212.5 million, partially offset
by $97.8 million in cash dividends and a $39.3 million decrease in other
comprehensive income from the tax effected impact of the decline in market value
of available-for-sale securities. During the third quarter of 2021, we
repurchased 390,336 shares of common stock for $7.4 million, or an average
repurchase price of $18.97, under our 10b5-1 stock repurchase program. Our
tangible common equity ratio was 9.16% at December 31, 2021.

                                       64
--------------------------------------------------------------------------------


During 2021, the Board of Directors of CVB declared quarterly cash dividends
totaling $0.72 per share. Dividends are payable at the discretion of the Board
of Directors and there can be no assurance that the Board of Directors will
continue to pay dividends at the same rate, or at all, in the future. CVB's
ability to pay cash dividends to its shareholders is subject to restrictions
under federal and California law, including restrictions imposed by the Federal
Reserve, and covenants set forth in various agreements we are a party to
including covenants set forth in our junior subordinated debentures.

On August 11, 2016, our Board of Directors approved a program to repurchase up
to 10,000,000 shares of CVB common stock in the open market or in privately
negotiated transactions, at times and at prices considered appropriate by us,
depending upon prevailing market conditions and other corporate and legal
considerations. As of December 31, 2021, the Company had cumulatively
repurchased 5,805,191 shares of CVB common stock outstanding under this program.
As of December 31, 2021, we had 4,194,809 shares of CVB common stock remaining
eligible for repurchase under the common stock repurchase program.

On February 1, 2022, the Company announced that our Board of Directors approved
a new program (the "2022 Repurchase Program") to repurchase up to 10,000,000
shares of CVB common stock, replacing the previous 2016 repurchase plan. The
2022 Repurchase Program includes an initial accelerated share repurchase
agreement involving $70 million of the Company's common stock and one or more
rule 10b5-1 plans or other appropriate buy-back arrangements, including open
market and private transactions.

The Bank and the Company are required to meet risk-based capital standards under
the revised capital framework referred to as Basel III set by their respective
regulatory authorities. The risk-based capital standards require the achievement
of a minimum total risk-based capital ratio of 8.0%, a Tier 1 risk-based capital
ratio of 6.0% and a common equity Tier 1 ("CET1") capital ratio of 4.5%. In
addition, the regulatory authorities require the highest rated institutions to
maintain a minimum leverage ratio of 4.0%. To be considered "well-capitalized"
for bank regulatory purposes, the Bank and the Company are required to have a
CET1 capital ratio equal to or greater than 6.5%, a Tier 1 risk-based capital
ratio equal to or greater than 8.0%, a total risk-based capital ratio equal to
or greater than 10.0% and a Tier 1 leverage ratio equal to or greater than 5.0%.
At December 31, 2021, the Bank and the Company exceeded the minimum risk-based
capital ratios and leverage ratios required to be considered "well-capitalized"
for regulatory purposes. For further information about capital requirements and
our capital ratios, see "Item 1. Business-Regulation and Supervision-Capital
Adequacy Requirements".

At December 31, 2021, the Bank and the Company exceeded the minimum risk-based
capital ratios and leverage ratios, under the revised capital framework referred
to as Basel III, required to be considered "well-capitalized" for regulatory
purposes. We did not elect to phase in the impact of CECL on regulatory capital,
as allowed under the interim final rule of the FDIC and other U.S. banking
agencies.

The table below presents the Company's and the Bank's risk-based and leverage capital ratios for the periods presented.

December 31, 2021 December 31, 2020


                                       Minimum
                                       Required
                       Adequately    Plus Capital      Well       CVB Financial   Citizens   CVB Financial   Citizens
                       Capitalized   Conservation   Capitalized       Corp.       Business       Corp.       Business
Capital Ratios           Ratios         Buffer        Ratios      Consolidated      Bank     Consolidated      Bank
Tier 1 leverage
capital ratio             4.00%         4.00%          5.00%          9.18%        8.90%         9.90%        9.58%
Common equity Tier 1
capital ratio             4.50%         7.00%          6.50%         14.86%        14.41%       14.77%        14.57%
Tier 1 risk-based
capital ratio             6.00%         8.50%          8.00%         14.86%        14.41%       15.06%        14.57%
Total risk-based
capital ratio             8.00%         10.50%        10.00%         15.63%        15.18%       16.24%        15.75%



                                RISK MANAGEMENT

All financial institutions must manage and control a variety of business risks
that can significantly affect their financial performance. Our Board of
Directors (Board) and executive management team have overall and ultimate
responsibility for management of these risks, which they carry out through
committees with specific and well-defined risk management functions. The Risk
Management Plan that we have adopted seeks to implement the proper control and
management of key risk factors inherent in the operation of the Company and the
Bank. Some of the key risks that we must manage are credit risks, interest rate
risk, liquidity risk, market risks, transaction risk, compliance risk, strategic
risk, and cybersecurity risk. These specific risk factors are not mutually
exclusive. It is recognized that any product or service offered by us may expose
the Bank to one or more of these risks. Our Risk Management Committee and Risk
Management Division monitor these risks to minimize exposure to the Company. The
Board and its committees work closely with management in overseeing risk. Each
Board committee receives reports and information regarding risk issues directly
from management.

                                       65
--------------------------------------------------------------------------------

Credit Risk Management



Loans represent the largest component of assets on our balance sheet and their
related credit risk is among the most significant risks we manage. We define
credit risk as the risk of loss associated with a borrower or counterparty
default (failure to meet obligations in accordance with agreed upon terms).
Credit risk is found in all activities where success depends on a counter party,
issuer, or borrower performance. Credit risk arises through the extension of
loans and leases, certain securities, and letters of credit.

Natural disasters, such as storms, earthquakes, drought and other weather
conditions, effects of pandemics, as well as natural disasters and problems
related to possible climate changes, may from time-to-time cause or create the
risk of damage to facilities, buildings, property or other assets of Bank
customers, borrowers or municipal debt issuers. This could in turn affect their
financial condition or results of operations and as a consequence their ability
or capacity to repay debt or fulfill other obligations to the Bank.

Credit risk in the investment portfolio and correspondent bank accounts is in
part addressed through defined limits in the Company's policy statements. In
addition, certain securities carry insurance to enhance the credit quality of
the bond. Limitations on industry concentration, aggregate customer borrowings,
geographic boundaries and standards on loan quality also are designed to reduce
loan credit risk. Senior Management, Directors' Committees, and the Board of
Directors are provided with information to appropriately identify, measure,
control and monitor the credit risk of the Company.

The Bank's loan policy is updated annually and approved by the Board of
Directors. It prescribes underwriting guidelines and procedures for all loan
categories in which the Bank participates to establish risk tolerance and
parameters that are communicated throughout the Bank to ensure consistent and
uniform lending practices. The underwriting guidelines include, among other
things, approval limitation and hierarchy, documentation standards,
loan-to-value limits, debt coverage ratio, overall credit-worthiness of the
borrower, guarantor support, etc. All loan requests considered by the Bank
should be for a clearly defined legitimate purpose with a determinable primary
source, as well as alternate sources of repayment. All loans should be supported
by appropriate documentation including, current financial statements, credit
reports, collateral information, guarantor asset verification, tax returns,
title reports, appraisals (where appropriate), and other documents of quality
that will support the credit.

The major lending categories are commercial and industrial loans, SBA loans,
owner-occupied and non owner-occupied commercial real estate loans, construction
loans, dairy & livestock and agribusiness loans, residential real estate loans,
and various consumer loan products. Loans underwritten to borrowers within these
diverse categories require underwriting and documentation suited to the unique
characteristics and inherent risks involved.

Commercial and industrial loans require credit structures that are tailored to
the specific purpose of the business loan, involving a thorough analysis of the
borrower's business, cash flow, collateral, industry risks, economic risks,
credit, character, and guarantor support. Owner-occupied real estate loans are
primarily based upon the capacity and stability of the cash flow generated by
the occupying business and the market value of the collateral, among other
things. Non owner-occupied real estate is typically underwritten to the income
produced by the subject property and many considerations unique to the various
types of property (i.e. office, retail, warehouse, shopping center, medical,
etc.), as well as, the financial support provided by sponsors in recourse
transactions. Construction loans will often depend on the specific
characteristics of the project, the market for the specific development, real
estate values, and the equity and financial strength of the sponsors. Dairy &
livestock and agribusiness loans are largely predicated on the revenue cycles
and demand for milk and crops, commodity prices, collateral values of herd,
feed, and income-producing dairies or croplands, and the financial support of
the guarantors. Underwriting of residential real estate and consumer loans are
generally driven by personal income and debt service capacity, credit history
and scores, and collateral values.

SBA loans require credit structures that conform to the various requirements of
the SBA programs specific to the type of loan request and the Bank's loan policy
as it relates to these loans. The SBA 7(a) loans are similar to the commercial
and industrial loans that are tailored to the specific purpose of the business
loan, involving a thorough analysis of the borrower's business, cash flow,
collateral, industry risks, economic risks, credit, character, and guarantor
support for both the Bank and the SBA. Once granted the SBA 7(a) loans require
the Bank to follow SBA servicing guidelines to maintain the SBA guaranty which
typically ranges from 75% to 90% depending on the type of 7(a) loan. SBA 504
loans are similar to the Bank's Owner-occupied real estate loans. As such they
are primarily based upon the capacity and stability of the cash flow generated
by the occupying business and the market value of the collateral, among other
things. When the Bank funds an SBA 504 transaction, which includes the 50% first
trust deed loan and the 40% second trust deed loan, the initial risk is centered
in completing the SBA's requirements to provide for the payoff of the second
trust deed loan from the subordinated debenture. Once the 504 second is paid
off, the remaining first trust deed loan is then managed under the same
requirements applied to the Bank's owner-occupied commercial real estate loan.
It should be noted that both the SBA 7(a) and 504

                                       66
--------------------------------------------------------------------------------


programs provide loans for commercial real estate acquisition. However, the
terms and advances rates available under the 7(a) program are outside of the
Bank's standard loan programs and risk profile and therefore require a credit
enhancement in the form of the SBA guaranty. Additionally, the interest rates
for the 7(a) program are typically variable and can adjust as often as monthly
with quarterly adjustment the most typical. SBA 504 loan interest rates for the
first trust deed loan are at the Bank's discretion and subject to competitive
pressures from other banks.

Implicit in lending activities is the risk that losses will occur and that the
amount of such losses will vary over time. Consequently, we maintain an
allowance for credit losses by charging a provision for credit losses to
earnings. Loans determined to be losses are charged against the allowance for
credit losses. In this regard, it is important to note that the Bank's practice
with regard to these loans, including modified loans or troubled debt
restructurings that are classified as impaired, is to generally charge off any
loss amount against the ACL upon evaluating the loan at the time a probable loss
becomes recognized. As such, the Bank's specific allowance for loans, including
troubled debt restructurings, is relatively low since any known loss amount will
generally have been charged off.

Central to our credit risk management is its loan risk rating system. The
originating credit officer assigns borrowers an initial risk rating, which is
reviewed and possibly changed by credit management. The risk rating is based
primarily on an analysis of each borrower's financial capacity in conjunction
with industry and economic trends. Credit approvals are made based upon our
evaluation of the inherent credit risk specific to the transaction and are
reviewed for appropriateness by senior line and credit management personnel.
Credits are monitored by line and credit management personnel for deterioration
in a borrower's financial condition, which would impact the ability of the
borrower to perform under the contract. Risk ratings may be adjusted as
necessary.

Loans are risk rated into the following categories: Pass, Special Mention, Substandard, Doubtful, and Loss. Each of these groups is assessed and appropriate amounts used in determining the adequacy of our allowance for losses. The Impaired and Doubtful loans are analyzed on an individual basis for allowance amounts. The other categories have formulae used to determine the needed allowance amount.

The Company obtains a semi-annual independent credit review by engaging an outside party to review a sample of our loans and leases. The primary purpose of this review is to evaluate our existing loan ratings.



Refer to additional discussion concerning loans, nonperforming assets, allowance
for credit losses and related tables under the Analysis of Financial Condition
contained herein.

Transaction Risk

Transaction risk is the risk to earnings or capital arising from problems in
service, activity or product delivery. This risk is significant within any bank
and is interconnected with other risk categories in most activities throughout
the Company. Transaction risk is a function of internal controls, information
systems, associate integrity, and operating processes. It arises daily
throughout the Company as transactions are processed. It pervades all divisions,
departments and centers and is inherent in all products and services we offer.

In general, transaction risk is defined as high, medium or low by the Company.
The audit plan ensures that high risk areas are reviewed annually. We utilize
internal auditors and independent audit firms to test key controls of
operational processes and to audit information systems, compliance management
programs, loan credit reviews and trust services.

The key to monitoring transaction risk is in the design, documentation and
implementation of well-defined procedures. Any system of controls, however well
designed and operated, is based in part on certain assumptions and can provide
only reasonable, but not absolute, assurances of the effectiveness of these
systems and controls, and that the objectives of these controls have been met.

Compliance Risk Management



Compliance risk is the risk to earnings or capital arising from violations of,
or non-conformance with, laws, rules, regulations, prescribed practices, or
ethical standards. Compliance risk also arises in situations where the laws or
rules governing certain products or activities of the Bank's customers, vendors
or business partners may be ambiguous or untested. Compliance risk exposes us to
fines, civil money penalties, payment of damages, and the voiding of contracts.
Compliance risk can also lead to a diminished reputation, reduced business
value, limited business opportunities, lessened expansion potential, and lack of
contract enforceability. The Company utilizes independent compliance audits as a
means of identifying weaknesses in the compliance program.

                                       67
--------------------------------------------------------------------------------


There is no single or primary source of compliance risk. It is inherent in every
activity. Frequently, it blends into operational risk and transaction risk. A
portion of this risk is sometimes referred to as legal risk. This is not limited
solely to risk from failure to comply with consumer protection laws; it
encompasses all laws, as well as prudent ethical standards and contractual
obligations. It also includes the exposure to litigation from all aspects of
banking, traditional and non-traditional.

Our Risk Management Policy and Program and the Code of Ethical Conduct are
cornerstones for controlling compliance risk. An integral part of controlling
this risk is the proper training of associates. The Chief Risk Officer is
responsible for developing and executing a comprehensive compliance training
program. The Chief Risk Officer, in consultation with our internal and external
legal counsel, seeks to provide our associates with adequate training
commensurate to their job functions to ensure compliance with banking laws and
regulations.

Our Risk Management Policy and Program includes a risk-based audit program aimed
at identifying internal control deficiencies and weaknesses. The Compliance
Management Program includes a monitoring process to address external and
internal risks, including regulatory change management, the evolving products
and services, and strategies of the front-line units and control functions.
Additionally, in-depth audits performed by our internal audit department under
the direction of our Chief Audit Executive and supplemented by independent
external firms. Annually, an Audit Plan for the Company is developed and
presented for approval to the Audit Committee of the Board.

The Risk Management Division conducts periodic monitoring of our compliance
efforts with a special focus on business and control functions, assessing the
inherent compliance risk of activities and the effectiveness of controls, and
identifying control weaknesses that are to be strengthened or enhanced. Any
material exceptions identified are brought forward to the appropriate department
head, and appropriate management and board committees. This reporting provides
an independent view of compliance risk across the company, support transparent
communication and management awareness of compliance risk.

We recognize that customer complaints can often identify weaknesses in our
compliance program which could expose us to risk. Therefore, we attempt to
ensure that all complaints are given prompt attention. Our Compliance Management
Policy and Program include provisions on how customer complaints are to be
addressed. The Chief Risk Officer reviews formal complaints to determine if a
significant compliance risk exists and communicates those findings to the
Compliance Management and Risk Management Committees.

Strategic Risk



Strategic risk is the risk to earnings or capital arising from adverse decisions
or improper implementation of strategic decisions. This risk is a function of
the compatibility between an organization's goals, the resources deployed
against those goals and the quality of implementation.

Strategic risks are identified as part of the strategic planning process. Strategic planning sessions, with members of the Board of Directors and Executive Leadership, are held annually. The strategic review consists of results of strategic initiatives, an assessment of the economic outlook, competitive analysis, and an industry outlook, including a legislative and regulatory review.

Cybersecurity Risk



Cybersecurity and fraud risk refers to the risk of failures, interruptions of
services, or breaches of security with respect to the Company's or the Bank's
communication, information, operations, devices, financial control, customer
internet banking, customer information, email, data processing systems, or other
bank or third party applications. The ability of the Company's customers to bank
remotely, including online and through mobile devices, requires secure
transmission of confidential information and increases the risk of data security
breaches. In addition, the Company and the Bank rely primarily on third party
providers to develop, manage, maintain and protect our systems and applications.
Any such failures, interruptions or fraud or security breaches, depending on the
scope, duration, affected system(s) or customers(s), could expose the Company
and/or the Bank to financial loss, reputation damage, litigation, or regulatory
action. We continue to invest in technologies and training to protect our
associates, our clients and our assets. While we have implemented various
detective and preventative measures which seek to protect our Company, our
customers' information and the Bank from the risk of fraud, data security
breaches or service interruptions, there can be no assurance that these measures
will be effective in preventing potential breaches or losses for us or our
customers.

                                       68
--------------------------------------------------------------------------------


                   ASSET/LIABILITY AND MARKET RISK MANAGEMENT

Liquidity and Cash Flow



The objective of liquidity management is to ensure that funds are available in a
timely manner to meet our financial obligations when they come due without
incurring unnecessary cost or risk, or causing a disruption to our normal
operating activities. This includes the ability to manage unplanned decreases or
changes in funding sources, accommodating loan demand and growth, funding
investments, repurchasing securities, paying creditors as necessary, and other
operating or capital needs.

We regularly assess the amount and likelihood of projected funding requirements
through a review of factors such as historical deposit volatility and funding
patterns, present and forecasted market and economic conditions, individual
customer funding needs, as well as current and planned business activities.
Management has an Asset/Liability Committee that meets monthly. This committee
analyzes the cash flows from loans, investments, deposits and borrowings. In
addition, the Company has a Balance Sheet Management Committee of the Board of
Directors that meets quarterly to review the Company's balance sheet and
liquidity position. This committee provides oversight to the balance sheet and
liquidity management process and recommends policy guidelines for the approval
of our Board of Directors, and courses of action to address our actual and
projected liquidity needs.

Our primary sources and uses of funds for the Company are deposits, investment
securities and loans. Our deposit levels and cost of deposits may fluctuate from
period-to-period due to a variety of factors, including the stability of our
deposit base, prevailing interest rates, and market conditions. Total deposits
of $12.98 billion at December 31, 2021 increased $1.24 billion, or 10.56%, over
total deposits of $11.74 billion at December 31, 2020. This deposit growth was
partly due to our customers maintaining greater liquidity during the current
pandemic induced economic cycle.

In general, our liquidity is managed daily by controlling the level of liquid
assets as well as the use of funds provided by the cash flow from the investment
portfolio, loan demand and deposit fluctuations. Our definition of liquid assets
includes cash and cash equivalents in excess of minimum levels needed to fulfill
normal business operations, short-term investment securities, and other
anticipated near term cash flows from investments. Our balance sheet has
significant liquidity and our assets are funded almost entirely with core
deposits. Furthermore, we have significant off-balance sheet sources of
liquidity. To meet unexpected demands, lines of credit are maintained with
correspondent banks, the Federal Home Loan Bank and the Federal Reserve,
although availability under these lines of credit are subject to certain
conditions. The Bank has available lines of credit exceeding $4 billion, most of
which is secured by pledged loans. The sale of investment securities can also
serve as a contingent source of funds. We can obtain additional liquidity from
deposit growth by offering competitive interest rates on deposits from both our
local and national wholesale markets. At December 31, 2021, the Bank had no
borrowings.

CVB is a holding company separate and apart from the Bank that must provide for
its own liquidity and must service its own obligations. On June 15, 2021, we
redeemed our $25.8 million in subordinated debt with an interest rate of three
month LIBOR plus 1.38% at par. Substantially all of CVB's revenues are obtained
from dividends declared and paid by the Bank to CVB. There are statutory and
regulatory provisions that could limit the ability of the Bank to pay dividends
to CVB. In addition, our regulators could limit the ability of the Bank or CVB
to pay dividends or make other distributions.

Below is a summary of our average cash position and statement of cash flows for
the years ended December 31, 2021 and 2020. For further details, see our
"Consolidated Statements of Cash Flows" under Part IV consolidated financial
statements of this report.

Consolidated Summary of Cash Flows



                                                          Year Ended December 31,
                                                           2021             2020
                                                          (Dollars in thousands)
Average cash and cash equivalents                      $  2,078,439     $  

1,226,262


Percentage of total average assets                            13.54 %           9.48 %
Net cash provided by operating activities              $    195,242     $   

185,096


Net cash (used in) provided by investing activities      (1,730,491 )     (1,268,758 )
Net cash provided by (used in) financing activities       1,309,637        2,856,304
Net (decrease) increase in cash and cash equivalents   $   (225,612 )   $  1,772,642




                                       69

--------------------------------------------------------------------------------

Average cash and cash equivalents increased by $852.2 million, or 69.49%, to
$2.08 billion for the year ended December 31, 2021, compared to $1.23 billion
for 2020.

At December 31, 2021, cash and cash equivalents totaled $1.73 billion. This represented a decrease of $225.6 million, or 11.52%, from $1.96 billion at December 31, 2020.

Market Risk



In the normal course of its business activities, we are exposed to market risks,
including price and liquidity risk. Market risk is the potential for loss from
adverse changes in market rates and prices, such as interest rates (interest
rate risk). Liquidity risk arises from the possibility that we may not be able
to satisfy current or future commitments or that we may be more reliant on
alternative funding sources such as long-term debt. Financial products that
expose us to market risk include securities, loans, deposits, debt, and
derivative financial instruments.

The table below provides the actual balances as of December 31, 2021 of
interest-earning assets and interest-bearing liabilities, including the average
rate earned or incurred for 2021, the projected contractual maturities over the
next five years, and the estimated fair value of each category determined using
available market information and appropriate valuation methodologies.

                                                                                                           Maturing
                               December 31,       Average                                                                       Five Years       Estimated Fair
                                   2021            Rate         One Year       Two Years      Three Years       Four Years      and Beyond           Value
                                                                                                 (Dollars in thousands)
Interest-earning assets:
Investment securities
available-for-sale (1)         $   3,183,923          1.38 %   $    19,073     $  315,386     $    605,595     $    234,084     $ 2,009,785     $      3,183,923
Investment securities
held-to-maturity (1)               1,925,970          1.89 %         5,586         27,336          122,168          114,251       1,656,629           

1,921,693
Investment in FHLB stock              17,688          5.76 %             -              -                -                -          17,688               17,688
Interest-earning deposits
due from Federal
   Reserve and with other
institutions                       1,668,535          0.13 %     1,667,795            740                -                -               -            1,668,535
Loans and lease finance
receivables (2)                    7,887,713          4.42 %       903,187 

      609,421          354,685          453,789       5,566,631           

7,761,229


Total interest-earning
assets                         $  14,683,829                   $ 2,595,641     $  952,883     $  1,082,448     $    802,124     $ 9,250,733     $     14,553,068
Interest-bearing
liabilities:
Interest-bearing deposits      $   4,872,386          0.12 %   $ 4,848,711     $   11,457     $      1,681     $      7,984     $     2,553     $      4,871,531
Borrowings                           644,669          0.09 %       644,669              -                -                -               -              586,645
Junior subordinated
debentures                                 -          1.58 %             -              -                -                -               -                    -
Total interest-bearing
liabilities                    $   5,517,055                   $ 5,493,380     $   11,457     $      1,681     $      7,984     $     2,553     $      5,458,176



(1)
These include mortgage-backed securities which generally prepay before maturity.
(2)
Gross loans, at amortized cost.

Interest Rate Sensitivity Management



During periods of changing interest rates, the ability to re-price
interest-earning assets and interest-bearing liabilities can influence net
interest income, the net interest margin, and consequently, our earnings.
Interest rate risk is managed by attempting to control the spread between rates
earned on interest-earning assets and the rates paid on interest-bearing
liabilities within the constraints imposed by market competition in our service
area. The primary goal of interest rate risk management is to control exposure
to interest rate risk, within policy limits approved by the Board of Directors.
These limits and guidelines reflect our risk appetite for interest rate risk
over both short-term and long-term horizons. We measure these risks and their
impact by identifying and quantifying exposures through the use of sophisticated
simulation and valuation models, which, as described in additional detail below,
are employed by management to understand net interest income (NII) at risk and
economic value of equity (EVE) at risk. Net interest income at risk sensitivity
captures asset and liability repricing mismatches and is considered a shorter
term measure, while EVE sensitivity captures mismatches within the period end
balance sheets through the financial instruments' respective maturities or
estimated durations and is considered a longer term measure.

One of the primary methods that we use to quantify and manage interest rate risk
is simulation analysis, which we use to model NII from the Company's balance
sheet under various interest rate scenarios. We use simulation analysis to
project rate sensitive income under many scenarios. The analyses may include
rapid and gradual ramping of interest rates, rate shocks, basis risk analysis,
and yield curve scenarios. Specific balance sheet management strategies are also
analyzed to determine their impact on NII and EVE. Key assumptions in the
simulation analysis relate to the behavior of interest rates and pricing
spreads, the changes in product balances, and the behavior of loan and deposit
clients in different rate environments. This analysis incorporates several
assumptions, the most material of which relate to the re-pricing characteristics
and balance fluctuations of deposits with indeterminate or non-contractual
maturities, and prepayment of loans and securities.

                                       70
--------------------------------------------------------------------------------

Our interest rate risk policy measures the sensitivity of our net interest income over both a one-year and two-year cumulative time horizon.



The simulation model estimates the impact of changing interest rates on interest
income from all interest-earning assets and interest expense paid on all
interest-bearing liabilities reflected on our balance sheet. This sensitivity
analysis is compared to policy limits, which specify a maximum tolerance level
for net interest income exposure over a one-year horizon assuming no balance
sheet growth, given a 200 basis point upward and a 100 basis point downward
shift in interest rates depending on the level of current market rates. The
simulation model uses a parallel yield curve shift that ramps rates up or down
on a pro rata basis over the 12-month and 24-month time horizon.

The following depicts the Company's net interest income sensitivity analysis for the periods presented below, when rates are ramped up 200bps or ramped down 100bps over a 12-month time horizon.



                                            Estimated Net Interest Income 

Sensitivity (1)


                            December 31, 2021                                            December 31, 2020
Interest Rate                           24-month Period      Interest Rate                           24-month Period
Scenario          12-month Period        (Cumulative)           Scenario       12-month Period        (Cumulative)
+ 200 basis                                                     + 200 basis
points                        9.85 %               16.84 %           points               11.10 %               19.60 %
- 100 basis                                                     - 100 basis
points                       -4.30 %               -4.99 %           points               -1.20 %               -2.40 %




(1)

Percentage change from base scenario, but the current low interest rate environment limits the absolute decline in rates as the model does not assume rates go below zero.



Based on our current simulation models, we believe that the interest rate risk
profile of the balance sheet is asset sensitive over both a one-year and a
two-year horizon. The estimated sensitivity does not necessarily represent a
forecast and the results may not be indicative of actual changes to our net
interest income. These estimates are based upon a number of assumptions
including: the nature and timing of interest rate levels including yield curve
shape, re-pricing characteristics and balance fluctuations of deposits with
indeterminate or non-contractual maturities, prepayments on loans and
securities, pricing strategies on loans and deposits, and replacement of asset
and liability cash flows. While the assumptions used are based on current
economic and local market conditions, there is no assurance as to the predictive
nature of these conditions including how customer preferences or competitor
influences might change. Our exposure in the rates down scenario is impacted by
the current low interest rate environment and the model does not assume that
rates go below zero.

We also perform valuation analysis, which incorporates all cash flows over the
estimated remaining life of all material balance sheet and derivative positions.
The valuation of the balance sheet, at a point in time, is defined as the
discounted present value of all asset cash flows and derivative cash flows minus
the discounted present value of all liability cash flows, the net of which is
referred to as EVE. The sensitivity of EVE to changes in the level of interest
rates is a measure of the longer-term re-pricing risk and options risk embedded
in the balance sheet. EVE uses instantaneous changes in rates, as shown in the
table below. Assumptions about the timing and variability of balance sheet cash
flows are critical in the EVE analysis. Particularly important are the
assumptions driving prepayments and the expected duration and pricing of the
indeterminate deposit portfolios. EVE sensitivity is reported in both upward and
downward rate shocks. At December 31, 2021 and December 31, 2020, the EVE
profile indicates a decline in net balance sheet value due to instantaneous
downward changes in rates, compared to an increase resulting from an increase in
rates.

Economic Value of Equity Sensitivity



Instantaneous Rate Change            December 31, 2021       December 31, 

2020


100 bp decrease in interest rates                 -14.1 %                 -21.0 %
100 bp increase in interest rates                   5.3 %                  16.1 %
200 bp increase in interest rates                  11.8 %                  28.4 %
300 bp increase in interest rates                  13.6 %                  34.4 %
400 bp increase in interest rates                  16.8 %                  

41.6 %





As EVE measures the discounted present value of cash flows over the estimated
lives of instruments, the change in EVE does not directly correlate to the
degree that earnings would be impacted over a shorter time horizon (i.e., the
current year). Further, EVE does not take into account factors such as future
balance sheet growth, changes in asset and liability mix, changes in yield curve
relationships, and changing product spreads that could mitigate the adverse
impact of changes in interest rates.

                                       71
--------------------------------------------------------------------------------

Counterparty Risk



Recent developments in the financial markets have placed an increased awareness
of Counterparty Risks. These risks occur when a financial institution has an
indebtedness or potential for indebtedness to another financial institution. We
have assessed our Counterparty Risk with the following results:


We do not have any investments in the preferred stock of any other company;
•
Most of our investment securities are either municipal securities or securities
either issued or guaranteed by government, agencies, including Fannie Mae,
Freddie Mac, SBA or FHLB;
•
All of our commercial line insurance policies are with companies with the
highest AM Best ratings of A or above;
•
We have no significant exposure to our Cash Surrender Value of Life Insurance
since the Cash Surrender Value balance is predominately supported by insurance
companies that carry an AM Best rating of B+ or greater;
•
We have no significant Counterparty exposure related to derivatives such as
interest rate swaps. Our Counterparty is a major financial institution and our
agreement requires the Counterparty to post cash collateral for mark-to-market
balances due to us;
•
•
We believe our risk of loss associated with our counterparty borrowers related
to interest rate swaps is generally mitigated as the loans with swaps are
underwritten to take into account potential additional exposure;
•
As of December 31, 2021, we had $389.0 million in Fed Funds lines of credit with
other major U.S. banks. These lines of credit are available for overnight
borrowings; and
•
At December 31, 2021, we had no FHLB short-term borrowings. Our secured
borrowing capacity with the FHLB and FRB totaled $4.14 billion, of which $4.14
billion was available as of December 31, 2021.

Price and Foreign Exchange Risk



Price risk arises from changes in market factors that affect the value of traded
instruments. Foreign exchange risk is the risk to earnings or capital arising
from movements in foreign exchange rates.

Our current exposure to price risk is nominal. We do not have trading accounts.
Consequently, the level of price risk within the investment portfolio is limited
to the need to sell securities for reasons other than trading.

We maintain limited deposit accounts with various foreign banks. Our Interbank
Liability Policy seeks to limit the balance in any of these accounts to an
amount that does not in our judgment present a significant risk to our earnings
from changes in the value of foreign currencies.

Our asset liability model seeks to calculate the market value of the Bank's
equity. In addition, management prepares, on a monthly basis, a capital
volatility report that compares changes in the market value of the investment
portfolio. We have as our target to always be well-capitalized by regulatory
standards.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



Market risk is the risk of loss from adverse changes in the market prices and
interest rates. Our market risk arises primarily from interest rate risk
inherent in our lending and deposit taking activities. We currently do not enter
into futures, forwards, or option contracts. LIBOR is expected to be completely
phased out by 2023, as such the Company continues to assess the impacts of this
transition and exploring alternatives to use in place of LIBOR for various
financial instruments, primarily related to our variable-rate loans and interest
rate swap derivatives that are indexed to LIBOR. The Bank will use multiple
alternative indices as replacements for LIBOR for new instruments originated
after 2021. For further quantitative and qualitative disclosures about market
risks in our portfolio, see "Asset/Liability Management and Interest Rate
Sensitivity Management" included in Item 7 - Management's Discussion and
Analysis of Financial Condition and the Results of Operations presented
elsewhere in this report. Our analysis of market risk and market-sensitive
financial information contain forward looking statements and is subject to the
disclosure at the beginning of Part I regarding such forward-looking
information.

                                       72

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses