Item 7. Management’s Discussion and Analysis
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
In this Annual Report on Form 10-K, unless otherwise mentioned, the terms the “Company”, “we”, “us” and “our” refer to Dime Community Bancshares, Inc. and our wholly-owned subsidiary, Dime Community Bank (the “Bank”). We use the term “Holding Company” to refer solely to Dime Community Bancshares, Inc. and not to our consolidated subsidiary.
Overview
Dime Community Bancshares, Inc., a New York corporation, is a bank holding company formed in 1988. On a parent-only basis, the Holding Company has minimal operations, other than as owner of Dime Community Bank. The Holding Company is dependent on dividends from its wholly-owned subsidiary, Dime Community Bank, its own earnings, additional capital raised, and borrowings as sources of funds. The information in this report reflects principally the financial condition and results of operations of the Bank. The Bank's results of operations are primarily dependent on its net interest income, which is the difference between interest income on loans and investments and interest expense on deposits and borrowings. The Bank also generates non-interest income, such as fee income on deposit and loan accounts, merchant credit and debit card processing programs, loan swap fees, investment services, income from its title insurance subsidiary, and net gains on sales of securities and loans. The level of non-interest expenses, such as salaries and benefits, occupancy and equipment costs, other general and administrative expenses, expenses from the Bank’s title insurance subsidiary, and income tax expense, further affects our net income. Certain reclassifications have been made to prior year amounts and the related discussion and analysis to conform to the current year presentation. These reclassifications did not have an impact on net income or total stockholders' equity.
Critical Accounting Estimates
Critical accounting estimates are those estimates made in accordance with Generally Accepted Accounting Principles that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on the financial condition or the results of the operations of the Registrant. Note 1 Summary of Significant Accounting Policies (page 51), to the Company’s Audited Consolidated Financial Statement for the year ended December 31, 2023 contains a summary of significant accounting policies. These accounting policies may require various levels of subjectivity, estimates or judgment by management. Policies with respect to the methodologies it uses to determine the allowance for credit losses on loans held for investment and fair value of loans acquired in a business combinations are critical accounting policies because they are important to the presentation of the Company’s consolidated financial condition and results of operations. These critical accounting estimates involve a significant degree of complexity and require management to make difficult and subjective judgments which often necessitate assumptions or estimates about highly uncertain matters. The use of different judgments, assumptions or estimates could result in material variations in the Company’s consolidated results of operations or financial condition.
Management has reviewed the following critical accounting estimates and related disclosures with its Audit Committee.
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Allowance for Credit Losses on Loans Held for Investment
Methods and Assumptions Underlying the Estimate
On January 1, 2021, we adopted the Current Expected Credit Losses (“CECL”) Standard, which requires that loans held for investment be accounted for under the current expected credit losses model. The allowance for credit losses is established and maintained through a provision for credit losses based on expected losses inherent in our loan portfolio. Management evaluates the adequacy of the allowance on a quarterly basis, and additions to the allowance are charged to expense and realized losses, net of recoveries, are charged against the allowance.
Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. In determining the allowance for credit losses for loans that share similar risk characteristics, the Company utilizes a model which compares the amortized cost basis of the loan to the net present value of expected cash flows to be collected. Expected credit losses are determined by aggregating the individual cash flows and calculating a loss percentage by loan segment, or pool, for loans that share similar risk characteristics. For a loan that does not share risk characteristics with other loans, the Company will evaluate the loan on an individual basis. Within the model, assumptions are made in the determination of probability of default, loss given default, reasonable and supportable economic forecasts, prepayment rate, curtailment rate, and recovery lag periods. Management assesses the sensitivity of key assumptions at least annually by stressing the assumptions to understand the impact on the model. At June 30, 2023, if the four-quarter national unemployment rate forecast had increased 100 basis points our quantitative ACL reserve would have increased 10.5%. Changes in quantitative inputs may not occur in the same direction or magnitude across all segments of our loan portfolio and deterioration in some quantitative inputs may offset improvement in others. This sensitivity analysis does not represent a change to our expectations of the economic environment but provides a hypothetical result to assess the sensitivity of the ACL to a change in a key input. This sensitivity analysis does not incorporate changes to management’s judgment of qualitative loss factors.
Statistical regression is utilized to relate historical macro-economic variables to historical credit loss experience of a peer group of banks that operate in and around Dime’s footprint. These models are then utilized to forecast future expected loan losses based on expected future behavior of the same macro-economic variables. Adjustments to the quantitative results are made using qualitative factors, which are subjective and require significant management judgment . These factors include: (1) lending policies and procedures; (2) international, national, regional and local economic business conditions and developments that affect the collectability of the portfolio, including the condition of various markets; (3) the nature and volume of the loan portfolio; (4) the experience, ability, and depth of the lending management and other relevant staff; (5) the volume and severity of past due loans; (6) the quality of our loan review system; (7) the value of underlying collateral for collateralized loans; (8) the existence and effect of any concentrations of credit, and changes in the level of such concentrations; and (9) the effect of external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio.
For loans that do not share risk characteristics, the Company evaluates these loans on an individual basis based on various factors. Factors that may be considered are borrower delinquency trends and non-accrual status, probability of foreclosure or note sale, changes in the borrower’s circumstances or cash collections, borrower’s industry, or other facts and circumstances of the loan or collateral. The expected credit loss is measured based on net realizable value, that is, the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the amortized cost basis of the loan. For collateral dependent loans, expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral, less estimated costs to sell.
Uncertainties Regarding the Estimate
Estimating the timing and amounts of future losses is subject to significant management judgment as these projected cash flows rely upon the estimates discussed above and factors that are reflective of current or future expected conditions. These estimates depend on the duration of current overall economic conditions, industry, borrower, or portfolio specific conditions. Volatility in certain credit metrics and differences between expected and actual outcomes are to be expected.
Customers may not repay their loans according to the original terms, and the collateral securing the payment of those loans may be insufficient to pay any remaining loan balance. Bank regulators periodically review our allowance for credit losses and may require us to increase our provision for credit losses or loan charge-offs.
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Impact on Financial Condition and Results of Operations
If our assumptions prove to be incorrect, the allowance for credit losses may not be sufficient to cover expected losses in the loan portfolio, resulting in additions to the allowance. Future additions or reductions to the allowance may be necessary based on changes in economic, market or other conditions. Changes in estimates could result in a material change in the allowance through charges to earnings and would materially decrease our net income.
We may experience significant credit losses if borrowers experience financial difficulties, which could have a material adverse effect on our operating results.
In addition, various regulatory agencies, as an integral part of the examination process, periodically review the allowance for credit losses. Such agencies may require the Bank to recognize adjustments to the allowance based on their judgments of the information available to them at the time of their examination.
Fair value of loans acquired in a business combination
Methods and Assumptions Underlying the Estimate
On February 1, 2021, the Company completed a merger of equals business combination accounted for as a reverse merger using the acquisition method of accounting. As a part of accounting for the Merger, fair value estimates were calculated with a combination of assumptions by management and by using a third party. The fair value often involved third-party estimates utilizing input assumptions by management which may be complex or uncertain. The fair value of acquired loans was based on a discounted cash flow methodology that considers factors such as type of loan and related collateral, and requires management’s judgment on estimates about discount rates, expected future cash flows, market conditions and other future events.
For purchased financial loans with credit deterioration (“PCD”), an estimate of expected credit losses was made for loans with similar risk characteristics and was added to the purchase price to establish the initial amortized cost basis of the PCD loans. Any difference between the unpaid principal balance and the amortized cost basis is considered to relate to non-credit factors and resulted in a discount or premium. Discounts and premiums are recognized through interest income on a level-yield method over the life of the loans. For acquired loans not deemed PCD at acquisition, the differences between the initial fair value and the unpaid principal balance are recognized as interest income on a level-yield basis over the lives of the related loans.
Uncertainties Regarding the Estimate
Management relied on economic forecasts, internal valuations, or other relevant factors which were available at the time of the Merger in the determination of the assumptions used to calculate the fair value of the acquired loans. The estimates about discount rates, expected future cash flows, market conditions and other future events were subjective and may differ from estimates.
Impact on Financial Condition and Results of Operations
The estimate of fair values on acquired loans contributed to the recorded goodwill from the Merger. In future income statement periods, interest income on loans will include the amortization and accretion of any premiums and discounts resulting from the fair value of acquired loans. Additionally, the provision for credit losses on acquired individually analyzed PCD loans may be impacted due to changes in the assumptions used to calculate expected cash flows.
Comparison of Operating Results For The Years Ended December 31, 2023, 2022 and 2021
The Company’s results of operations for the year ended December 31, 2021, include income for the eleven months following the Merger and the results of Legacy Dime for the month ended January 31, 2021. The Company’s historical operating results as of and for periods before February 1, 2021, as presented and discussed in this Annual Report on Form 10-K, do not include the historical results of Bridge.
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General. Net income was $96.1 million in 2023, compared to $152.6 million in 2022, and $104.0 million in 2021. During 2023, net interest income decreased by $63.3 million, non-interest expense increased by $12.4 million and non-interest income decreased by $2.0 million, partially offset by a decrease of $18.6 million in income tax expense and a decrease of $2.6 million in provision for credit losses. During 2022, net interest income increased by $22.3 million, provision for credit losses decreased by $0.8 million, and non-interest expense decreased by $44.6 million, partially offset by a non-interest income decrease of $3.9 million and an income tax expense increase of $15.2 million. During 2021, net interest income increased by $179.9 million, provision for credit losses decreased by $20.0 million and non-interest income increased $20.8 million, partially offset by a non-interest expense increase of $127.5 million and an income tax expense increase of $31.5 million.
The discussion of net interest income for the years ended December 31, 2023, 2022, and 2021 should be read in conjunction with the following tables, which set forth certain information related to the consolidated statements of operations for those periods, and which also present the average yield on assets and average cost of liabilities for the periods indicated. The average yields and costs were derived by dividing income or expense by the average balance of their related assets or liabilities during the periods represented. Average balances were derived from average daily balances. No tax-equivalent adjustments have been made for interest income exempt from Federal, state, and local taxation. The yields include loan fees consisting of amortization of loan origination and commitment fees and certain direct and indirect origination costs, prepayment fees, and late charges that are considered adjustments to yields. Loan fees included in interest income were $1.5 million in 2023, $3.1 million in 2022, and $12.5 million in 2021. The decrease in loan fees in 2023 was primarily due to a decline in loan prepayment fees. There are no out-of-period adjustments included in the rate/volume analysis in the following table.
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Average Balance Sheets
Year Ended December 31,
2023
2022
2021
Average
Average
Average
Average
Yield/
Average
Yield/
Average
Yield/
Balance
Interest
Cost
Balance
Interest
Cost
Balance
Interest
Cost
Assets:
Interest-earning assets:
Real estate loans (1) (4)
$
9,708,119
$
473,425
4.88
%
$
8,798,852
$
354,418
4.03
%
$
7,969,344
$
298,682
3.75
%
Commercial and industrial loans ("C&I") (1)
1,049,965
80,670
7.68
937,542
51,556
5.50
1,494,970
58,909
3.94
Other loans (1)
6,514
393
6.03
11,493
627
5.46
19,891
1,425
7.16
Securities
1,640,066
32,179
1.96
1,687,835
29,224
1.73
1,295,439
22,634
1.75
Other short-term investments
442,574
22,693
5.13
248,779
3,400
1.37
574,467
2,976
0.52
Total interest-earning assets
12,847,238
609,360
4.74
11,684,501
439,225
3.76
11,354,111
384,626
3.39
Non-interest earning assets
777,977
782,261
758,689
Total assets
$
13,625,215
$
12,466,762
$
12,112,800
Liabilities and Stockholders' Equity:
Interest-bearing liabilities:
Interest-bearing checking
$
775,904
$
8,562
1.10
%
$
851,931
$
3,115
0.37
%
$
924,122
$
1,655
0.18
%
Money market
2,882,859
83,950
2.91
2,971,312
10,879
0.37
3,491,870
6,521
0.19
Savings
2,311,275
73,270
3.17
1,815,198
15,906
0.88
1,142,111
697
0.06
Certificates of deposit ("CDs")
1,444,554
53,263
3.69
926,837
8,533
0.92
1,247,425
7,654
0.61
Total interest-bearing deposits
7,414,592
219,045
2.95
6,565,278
38,433
0.59
6,805,528
16,527
0.24
FHLBNY advances
1,251,871
56,140
4.48
252,838
7,062
2.79
259,203
1,963
0.76
Subordinated debt, net
200,243
10,212
5.10
217,753
10,616
4.88
190,128
8,523
4.48
Other short-term borrowings
3,150
120
3.81
56,030
1,439
2.57
6,282
4
0.06
Total borrowings
1,455,264
66,472
4.57
526,621
19,117
3.63
455,613
10,490
2.30
Derivative cash collateral
143,735
7,272
5.06
97,225
1,812
1.86
1,982
—
—
Total interest-bearing liabilities
9,013,591
292,789
3.25
7,189,124
59,362
0.83
7,263,123
27,017
0.37
Non-interest-bearing checking
3,126,575
3,890,642
3,513,354
Other non-interest-bearing liabilities
270,033
218,194
175,075
Total liabilities
12,410,199
11,297,960
10,951,552
Stockholders' equity
1,215,016
1,168,802
1,161,248
Total liabilities and stockholders' equity
$
13,625,215
$
12,466,762
$
12,112,800
Net interest income
$
316,571
$
379,863
$
357,609
Net interest spread (2)
1.49
%
2.93
%
3.02
%
Net interest-earning assets
$
3,833,647
$
4,495,377
$
4,090,988
Net interest margin (3)
2.46
%
3.25
%
3.15
%
Ratio of interest-earning assets to interest-bearing liabilities
142.53
%
162.53
%
156.33
%
Deposits (including non-interest-bearing checking accounts)
$
10,541,167
$
219,045
2.08
%
$
10,455,920
$
38,433
0.37
%
$
10,318,882
$
16,527
0.16
%
(1) Amounts are net of deferred origination costs/ (fees) and allowance for credit losses, and include loans held for sale.
(2) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(3) Net interest margin represents net interest income divided by average interest-earning assets.
(4) At December 31, 2023, the loan portfolio included a fair value hedge basis point adjustment to the carrying amount of hedged one-to-four family residential mortgage loans, multifamily residential mortgage loans and CRE loans.
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Rate/Volume Analysis
Year Ended December 31,
2023 over 2022
2022 over 2021
Increase/(Decrease) Due to
Increase/(Decrease) Due to
(In thousands)
Volume
Rate
Total
Volume
Rate
Total
Interest-earning assets:
Real estate loans (1)
$
40,430
$
78,577
$
119,007
$
32,265
$
23,471
$
55,736
C&I (1)
7,429
21,685
29,114
(26,319)
18,966
(7,353)
Other loans (1)
(286)
52
(234)
(531)
(267)
(798)
Securities
(877)
3,832
2,955
6,858
(268)
6,590
Other short-term investments
6,297
12,996
19,293
(3,077)
3,501
424
Total interest-earning assets
52,993
117,142
170,135
9,196
45,403
54,599
Interest-bearing liabilities:
Interest-bearing checking
(527)
5,974
5,447
(213)
1,673
1,460
Money market
(1,364)
74,435
73,071
(1,458)
5,816
4,358
Savings
10,080
47,284
57,364
3,124
12,085
15,209
CDs
11,910
32,820
44,730
(2,472)
3,351
879
FHLBNY advances
36,339
12,739
49,078
(106)
5,205
5,099
Subordinated debt, net
(869)
465
(404)
1,285
808
2,093
Other short-term borrowings
(1,687)
368
(1,319)
654
781
1,435
Derivative cash collateral
1,607
3,853
5,460
888
924
1,812
Total interest-bearing liabilities
55,489
177,938
233,427
1,702
30,643
32,345
Net change in net interest income
$
(2,496)
$
(60,796)
$
(63,292)
$
7,494
$
14,760
$
22,254
(1) Amounts are net of deferred origination costs/ (fees) and allowance for credit losses, and include loans held for sale.
Net Interest Income. Net interest income was $316.6 million in 2023, $379.9 million in 2022, and $357.6 million in 2021. Average interest-earning assets were $12.85 billion in 2023, $11.68 billion in 2022 and $11.35 billion in 2021. Net interest margin was 2.46% in 2023, 3.25% in 2022, and 3.15% in 2021.
Interest Income. Interest income was $609.4 million in 2023, $439.2 million in 2022, and $384.6 million in 2021. During 2023, interest income increased $170.2 million from 2022, primarily reflecting increases in interest income of $119.0 million on real estate loans, $29.1 million on C&I loans and $19.3 million on short-term investments. The increased interest income on real estate loans was primarily due to an 85-basis point increase in yield and an increase of $909.3 million in the average balances of such loans in the period. The increased interest income on C&I loans was primarily due to a 218-basis point increase in yield and an increase of $112.4 million in the average balances of such loans in the period. The increased interest income from short-term investments was primarily due to a 376-basis point increase in yield and an increase of $193.8 million in the average balances of such short-term investments in the period. Increased yields across interest-earning assets were a result of the rising interest rate environment. During 2022, interest income increased $54.6 million from 2021, primarily reflecting increases in interest income of $55.7 million on real estate loans and $6.6 million on securities. The increased interest income on real estate loans was primarily due to an increase of $829.5 million in the average balance of real estate loans and a 28-basis point increase in the yield of such loans. The increased interest income from securities was primarily due to an increase of $392.4 million in the average balance of securities, offset by a 2-basis point decrease in the yield of such securities.
Interest Expense. Interest expense was $292.8 million in 2023, $59.4 million in 2022, and $27.0 million in 2021. During 2023, interest expense increased $233.4 million from 2022, primarily reflecting increases in interest expense of $73.1 million on money market accounts, $57.4 million on savings accounts, $49.1 million on Federal Home Loan Bank of New York (“FHLBNY”) advances and $44.7 million on CDs. The increase in interest expense on money market accounts was primarily due to a 254-basis point increase in rates paid on money market accounts, offset by a decrease of $88.5 million
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in the average balances of such deposits in the period. The increase in interest expense on savings accounts was primarily due to a 229-basis point increase in rates paid on savings accounts and an increase of $496.1 million in the average balances of such deposits in the period. The increase in interest expense on CDs was primarily due to a 277-basis point increase in rates paid on CDs and an increase of $517.7 million in the average balances of such deposits in the period. The increase in interest expense on FHLBNY advances primarily reflects a $999.0 million increase in the average balance of FHLBNY advances and a 169-basis point increase in rates paid on such advances. During 2022, interest expense increased $32.3 million from 2021, primarily reflecting increases in interest expense of $15.2 million on savings accounts, $5.1 million on FHLBNY advances, and $4.4 million on money market accounts. The increase in interest expense on savings accounts was primarily due to an 82-basis point increase in yield on savings account and an increase of $673.1 million in the average balances of such deposits in the period. The increase in interest expense on FHLBNY advances was primarily due to a 203-basis point increase in rates paid on FHLBNY wholesale borrowings, partially offset by a $6.4 million decrease in the average balance of such borrowings. The increase in interest expense on money market accounts was primarily due to an 18-basis point increase in rates paid on money market accounts, partially offset by a $520.6 million decrease in the average balance of such accounts.
Provision for Credit Losses. The Company recognized a provision for credit losses of $2.8 million in 2023, $5.4 million in 2022 and $6.2 million in 2021. The $2.8 million provision for credit losses recognized in 2023 was associated with increased provisioning for individually analyzed loans. The $5.4 million provision for credit losses recognized in 2022 was associated with growth in the loan portfolio and a deterioration of forecasted macroeconomic conditions, offset by a reduction in reserves on individually analyzed loans and unfunded commitments. The $6.2 million provision for credit losses recognized in 2021 included a provision recorded on acquired non-PCD loans for the Day 2 accounting of acquired loans from the Merger, offset by improvements in forecasted macroeconomic conditions, and releases of reserves on individually analyzed loans. The provision for credit losses recognized in 2023, 2022 and 2021 was calculated in accordance with the CECL Standard adopted by the Company on January 1, 2021.
Non-Interest Income. Non-interest income was $36.2 million in 2023, $38.2 million in 2022, and $42.1 million in 2021. During 2023, non-interest income decreased $2.0 million from 2022, primarily due to a decrease of $2.9 million from net gain on sale of securities and other assets, offset by a $3.4 million increase in loan level derivative income. During 2022, non-interest income decreased $3.9 million from 2021, due primarily to a decrease in gain on the sales of SBA PPP loans, and a decrease in gain on sale of residential loans and other non-interest income of $1.3 million each. Offsetting these declines was an increase in BOLI income of $3.3 million and no loss on termination of derivatives in 2022 (versus a $16.5 million loss on termination of derivatives in 2021).
Non-Interest Expense. Non-interest expense was $213.1 million in 2023, $200.7 million in 2022, and $245.3 million in 2021. During 2023, non-interest expense increased $12.4 million from 2022, primarily due to a $6.9 million increase in severance expense, a $5.0 million increase in federal deposit insurance premiums (including $1.0 million of pre-tax expense related to the FDIC special assessment for the recovery of losses related to the closures of Silicon Valley Bank and Signature Bank), partially offset by a $2.7 million decrease in salaries and employee benefits. During 2022, non-interest expense decreased $44.6 million from 2021, primarily due to not recognizing any merger expenses and transaction costs and branch restructuring costs in 2022 (versus $44.8 million in merger expenses and transaction costs and $5.1 million of branch restructuring costs in 2021). These declines were offset by an increase of $11.8 million in salaries and employee benefits expenses.
Non-interest expense was 1.56%, 1.61%, and 2.03% of average assets during 2023, 2022, and 2021, respectively.
Income Tax Expense. Income tax expense was $40.8 million in 2023, $59.4 million in 2022, and $44.2 million in 2021. Income tax expense decreased $18.6 million during 2023 compared to 2022, primarily as a result of $75.0 million of lower pre-tax income during 2023. Income tax expense increased $15.2 million during 2022 compared to 2021, primarily as a result of $63.7 million of higher pre-tax income during 2022.
The Company’s consolidated tax rate was 29.8%, 28.0% and 29.8% in 2023, 2022, and 2021, respectively.
Comparison of Financial Condition at December 31, 2023 and December 31, 2022
Assets. Assets totaled $13.64 billion at December 31, 2023, $446.1 million above their level at December 31, 2022, primarily due to an increase in cash and due from banks of $288.3 million, an increase in the loan portfolio of $218.4
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million, partially offset by a decrease in total securities of $55.5 million, and a decrease in derivative assets of $32.4 million.
Total net loans held for investment increased $218.4 million during the year ended December 31, 2023, to $10.70 billion at period end. During the period, the Bank had originations of $997.8 million.
Total securities decreased $55.5 million during the year ended December 31, 2023, to $1.48 billion at period end, primarily due to proceeds from principal payments, calls, maturities and sales of $177.8 million offset in part by purchases of $114.4 million and a decrease in unrealized losses of $11.8 million. There were no transfers to or from securities held-to-maturity for the year ended ended December 31, 2023.
Liabilities. Total liabilities increased $389.4 million during the year ended December 31, 2023, to $12.41 billion at period end, primarily due to an increase of $276.2 in deposits, an increase of $182.0 million in FHLBNY advances, partially offset by a decrease of $44.9 million in derivative cash collateral and a decrease of $16.1 million in derivative liabilities. We maintained a higher level of borrowings to support loan growth.
Stockholders’ Equity. Stockholders’ equity increased $56.6 million during the year ended December 31, 2023 to $1.23 billion at period end, primarily due to net income for the period of $96.1 million, a decrease in accumulated other comprehensive loss of $2.8 million, offset in part by common stock dividends of $38.6 million, preferred stock dividends of $7.3 million and repurchases of shares of common stock of $947 thousand.
Loan Portfolio Composition
The following table presents an analysis of outstanding loans by loan type, excluding loans held for sale, net of unearned discounts and premiums and deferred origination fees and costs, at the dates presented:
December 31,
(In thousands)
2023
2022
2021
One-to-four family, including condominium and cooperative apartment
$
887,555
8.2
%
$
773,321
7.3
%
$
669,282
7.2
%
Multifamily residential and residential mixed-use
4,017,176
37.3
4,026,826
38.1
3,356,346
36.3
CRE
4,620,900
42.9
4,457,630
42.2
3,945,948
42.7
Acquisition, development, and construction ("ADC")
168,513
1.6
229,663
2.2
322,628
3.5
Total real estate loans
9,694,144
90.0
9,487,440
89.8
8,294,204
89.7
C&I loans
1,066,938
9.9
1,071,712
10.1
933,559
10.1
Other loans
5,755
0.1
7,679
0.1
16,898
0.2
Total
10,766,837
100.0
%
10,566,831
100.0
%
9,244,661
100.0
%
Fair value hedge basis point adjustments (1)
6,591
—
—
Total loans, net of fair value hedge basis point adjustments
10,773,428
10,566,831
9,244,661
Allowance for credit losses
(71,743)
(83,507)
(83,853)
Loans held for investment, net
$
10,701,685
$
10,483,324
$
9,160,808
(1) At December 31, 2023, the loan portfolio included a fair value hedge basis point adjustment to the carrying amount of hedged one-to-four family residential mortgage loans, multifamily residential mortgage loans and CRE loans.
During the year ended December 31, 2023, our real estate loans increased $206.7 million and our C&I loans decreased $4.7 million.
Loan Purchases, Sales and Servicing
In the event that the Bank were to sell loans in the secondary market or through securitization, it generally retains servicing rights on the loans sold. Servicing fees are typically derived based upon the difference between the actual origination rate and contractual pass-through rate of the loans at the time of sale. At December 31, 2023 and 2022, the Bank had recorded servicing right assets ("SRAs") of $2.9 million and $3.1 million, respectively, associated with the sale of loans to third-party institutions in which the Bank retained the servicing of the loan. The Bank outsources the servicing of a portion of our one-to-four family mortgage loan portfolio to an unrelated third-party under a sub-servicing agreement. Fees paid under the sub-servicing agreement are reported as a component of other non-interest expense in the consolidated statements of operations.
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Loan Maturity and Repricing
As of December 31, 2023, $8.84 billion, or 82.1% of the loan portfolio was scheduled to mature or reprice within five years.
The following table distributes our loans held for investment portfolio at December 31, 2023 by the earlier of the maturity or next repricing date. ARMs are included in the period during which their interest rates are next scheduled to adjust. The table does not include scheduled principal amortization.
Less than
(In thousands)
1 year
1 to 5 years
5 to 15 years
Over 15 years
Total
One-to-four family residential and cooperative/condominium apartment
$
99,518
$
351,192
$
356,680
$
80,165
$
887,555
Multifamily residential and residential mixed-use
930,022
2,440,640
646,486
28
4,017,176
CRE
1,538,046
2,320,776
757,374
4,704
4,620,900
ADC
164,698
3,160
—
655
168,513
Total real estate loans
2,732,284
5,115,768
1,760,540
85,552
9,694,144
C&I
857,752
126,303
82,877
6
1,066,938
Other loans
2,454
937
191
2,173
5,755
Total
$
3,592,490
$
5,243,008
$
1,843,608
$
87,731
$
10,766,837
The following table presents our loans held for investment with maturity or next repricing due after December 31, 2024:
Due after December 31, 2024
(In thousands)
Fixed
Adjustable
Total
One-to-four family residential and cooperative/condominium apartment
$
129,544
$
658,493
$
788,037
Multifamily residential and residential mixed-use
914,032
2,173,122
3,087,154
CRE
1,514,128
1,568,726
3,082,854
ADC
655
3,160
3,815
Total real estate loans
2,558,359
4,403,501
6,961,860
C&I
188,503
20,683
209,186
Other loans
3,301
-
3,301
Total
$
2,750,163
$
4,424,184
$
7,174,347
Asset Quality
General
We do not originate or purchase loans, either whole loans or loans underlying mortgage-backed securities (“MBS”), which would have been considered subprime loans at origination, i.e ., real estate loans advanced to borrowers who did not qualify for market interest rates because of problems with their income or credit history. See Note 4 to our Consolidated Financial Statements for a discussion of evaluation for impaired securities.
Monitoring and Collection of Delinquent Loans
Our management reviews delinquent loans on a monthly basis and reports to our Board of Directors or Committees of the Board of the Directors at each regularly scheduled Board or Committee meeting regarding the status of all non-performing and otherwise delinquent loans in our loan portfolio.
Our loan servicing policies and procedures require that an automated late notice be sent to a delinquent borrower as soon as possible after a payment is ten days late in the case of multifamily residential, CRE loans, and C&I loans, or fifteen days late in connection with one-to-four family and consumer loans. Thereafter, periodic letters are mailed and phone calls are placed to the borrower until payment is received. When contact is made with the borrower at any time prior to foreclosure, we will attempt to obtain the full payment due or negotiate a repayment schedule with the borrower to avoid foreclosure.
Accrual of interest is generally discontinued on a loan that meets any of the following three criteria: (i) full payment of principal or interest is not expected; (ii) principal or interest has been in default for a period of 90 days or more (unless the loan is both deemed to be well secured and in the process of collection); or (iii) an election has otherwise been made to maintain the loan on a cash basis due to deterioration in the financial condition of the borrower. Such non-accrual
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determination practices are applied consistently to all loans regardless of their internal classification or designation. Upon entering non-accrual status, we reverse all outstanding accrued interest receivable.
We generally initiate foreclosure proceedings on real estate loans when a loan enters non-accrual status based upon non-payment, unless the borrower is paying in accordance with an agreed upon modified payment agreement. We obtain an updated appraisal upon the commencement of legal action to calculate a potential collateral shortfall and to reserve appropriately for the potential loss. If a foreclosure action is instituted and the loan is not brought current, paid in full, or refinanced before the foreclosure action is completed, the property securing the loan is transferred to Other Real Estate Owned (“OREO”) status. We generally attempt to utilize all available remedies, such as note sales in lieu of foreclosure, in an effort to resolve non-accrual loans and OREO properties as quickly and prudently as possible in consideration of market conditions, the physical condition of the property and any other mitigating circumstances. We have not initiated any expected or imminent foreclosure proceedings that are likely to have a material adverse impact on our consolidated financial statements. In the event that a non-accrual loan is subsequently brought current, it is returned to accrual status once the doubt concerning collectability has been removed and the borrower has demonstrated performance in accordance with the loan terms and has made at least six months of payments.
The C&I portfolio is actively managed by our lenders and underwriters. Most credit facilities typically require an annual review of the exposure and borrowers are required to submit annual financial reporting and loans are structured with financial covenants to indicate expected performance levels. Smaller C&I loans are monitored based on performance and the ability to draw against a credit line is curtailed if there are any indications of credit deterioration. Guarantors are also required to update their financial reporting. All exposures are risk rated and those entering adverse ratings due to financial performance concerns of the borrower or material delinquency of any payments or financial reporting are subjected to added management scrutiny. Measures taken typically include amendments to the amount of the available credit facility, requirements for increased collateral, additional guarantor support or a material enhancement to the frequency and quality of financial reporting. Loans determined to reach adverse risk rating standards are monitored closely by Credit Administration to identify any potential credit losses. When warranted, loans reaching a Substandard rating could be reassigned to the Workout Group for direct handling.
Non-accrual Loans
Within our held-for-investment loan portfolio, non-accrual loans totaled $29.1 million at December 31, 2023 and $34.2 million at December 31, 2022.
Loan Restructurings
The Company adopted ASU No. 2022-02 on January 1, 2023, which eliminates the recognition and measurement of a TDR. Due to the removal of the TDR designation, the Company applies the loan refinancing and restructuring guidance to determine whether a modification or other forms of restructuring result in a new loan or a continuation of an existing loan. Loan modifications to borrowers experiencing financial difficulty that result in a direct change in the timing or amount of contractual cash flows include conditions where there is principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions, and/or a combinations of these modifications. The disclosures related to loan restructuring are only for modifications that directly affect cash flows.
Please refer to Note 5 to our condensed Consolidated Financial Statements for a further discussion loan restructurings.
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Troubled Debt Restructurings (“TDRs”)
Prior to the adoption of ASU No.2022-02, we were required to recognize loans for which certain modifications or concessions have been made as TDRs. A TDR has been created in the event that, for economic or legal reasons, any of the following concessions has been granted that would not have otherwise been considered to a debtor experiencing financial difficulties. The following criteria are considered concessions:
● A reduction of interest rate has been made for the remaining term of the loan.
● The maturity date of the loan has been extended with a stated interest rate lower than the current market rate for new debt with similar risk.
● The outstanding principal amount and/or accrued interest have been reduced.
In instances in which the interest rate has been reduced, management would not deem the modification a TDR in the event that the reduction in interest rate reflected either a general decline in market interest rates or an effort to maintain a relationship with a borrower who could readily obtain funds from other sources at the current market interest rate, and the terms of the restructured loan are comparable to the terms offered by the Bank to non-troubled debtors.
We modified twelve loans in a manner that met the criteria for a TDR during the year ended December 31, 2022.
Accrual status for TDRs is determined separately for each TDR in accordance with our policies for determining accrual or non-accrual status. At the time an agreement is entered into between the Bank and the borrower that results in our determination that a TDR has been created, the loan can be on either accrual or non-accrual status. If a loan is on non-accrual status at the time it is restructured, it continues to be classified as non-accrual until the borrower has demonstrated compliance with the modified loan terms for a period of at least six months. Conversely, if at the time of restructuring the loan is performing (and accruing) it will remain accruing throughout its restructured period, unless the loan subsequently meets any of the criteria for non-accrual status under our policy and agency regulations. Within the allowance for credit losses, losses are estimated for TDRs on accrual status as well as TDRs on non-accrual status that are one-to-four family loans or consumer loans, on a pooled basis with loans that share similar risk characteristics. TDRs on non-accrual status excluding one-to-four family and consumer loans are individually evaluated to determine expected credit losses. For collateral-dependent TDRs where we have determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and we expect repayment of the loan to be provided substantially through the operation or sale of the collateral, the allowance for credit losses (“ACL”) is measured based on the difference between the fair value of collateral, less the estimated costs to sell, and the amortized cost basis of the loan as of the measurement date. For non-collateral-dependent loans, the ACL is measured based on the difference between the present value of expected cash flows and the amortized cost basis of the loan as of the measurement date.
Please refer to Note 5 to our condensed Consolidated Financial Statements for a further discussion of TDRs.
OREO
Property acquired by the Bank, or a subsidiary, as a result of foreclosure on a mortgage loan or a deed in lieu of foreclosure is classified as OREO. Upon entering OREO status, we obtain a current appraisal on the property and reassesses the likely realizable value ( a/k/a fair value) of the property quarterly thereafter. OREO is carried at the lower of the fair value or book balance, with any write downs recognized through a provision recorded in non-interest expense. Only the appraised value, or either a contractual or formal marketed value that falls below the appraised value, is used when determining the likely realizable value of OREO at each reporting period. We typically seek to dispose of OREO properties in a timely manner. As a result, OREO properties have generally not warranted subsequent independent appraisals.
There was no carrying value of OREO properties on our consolidated statements of financial condition at December 31, 2023 or December 31, 2022. We did not recognize any provisions for losses on OREO properties during the years ended December 31, 2023, 2022 or 2021.
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Past Due Loans
Loans Delinquent 30 to 59 Days
At December 31, 2023, we had loans totaling $12.0 million that were past due between 30 and 59 days. At December 31, 2022, we had loans totaling $23.5 million that were past due between 30 and 59 days. The 30 to 59-day delinquency levels fluctuate monthly, and are generally considered a less accurate indicator of near-term credit quality trends than non-accrual loans.
Loans Delinquent 60 to 89 Days
At December 31, 2023, we had loans totaling $1.3 million that were past due between 60 and 89 days. At December 31, 2022, we had loans totaling $0.7 million that were past due between 60 and 89 days. The 60 to 89-day delinquency levels fluctuate monthly, and are generally considered a less accurate indicator of near-term credit quality trends than non-accrual loans.
Accruing Loans 90 Days or More Past Due
There were no accruing loans 90 days or more past due at December 31, 2023 or 2022.
Reserve for Loan Commitments
We maintain a reserve, recorded in other liabilities, associated with unfunded loan commitments accepted by the borrower. The amount of reserve was $2.7 million at December 31, 2023 and $2.8 million at December 31, 2022. This reserve is determined based upon the outstanding volume of loan commitments at each period end. Any increases or reductions in this reserve are recognized in provision for credit losses.
Allowance for Credit Losses
On January 1, 2021, the Company adopted ASU No. 2016-13 "Financial Instruments – Credit Losses (Topic 326)". ASU 2016-13 was effective for the Company as of January 1, 2020. Under Section 4014 of the CARES Act, financial institutions required to adopt ASU 2016-13 as of January 1, 2020 were provided an option to delay the adoption of the CECL framework. The Company elected to defer adoption of CECL until January 1, 2021. This standard requires that the measurement of all expected credit losses for financial assets held at the reporting date be based on historical experience, current conditions, and reasonable and supportable forecasts. This standard requires financial institutions and other organizations to use forward-looking information to better inform their credit loss estimates.
The adoption of the CECL Standard resulted in an initial decrease of $3.9 million to the allowance for credit losses and an increase of $1.4 million to the reserve for unfunded commitments. The after-tax cumulative-effect adjustment of $1.7 million was recorded as an increase to retained earnings as of January 1, 2021.
A provision of $2.8 million and $5.4 million were recorded during the twelve-month periods ended December 31, 2023 and 2022, respectively. The $2.8 million provision for credit losses recognized in 2023 was primarily associated with provisioning for individually analyzed loans. The $5.4 million provision for credit losses recognized in 2022 was associated with growth in the loan portfolio and a deterioration of forecasted economic conditions, offset by a reduction in reserves on individually analyzed loans and unfunded commitments.
For further discussion of the allowance for credit losses and related activity during the years ended December 31, 2023, 2022 and 2021, please see Note 5 to the Consolidated Financial Statements.
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The following table presents our allowance for credit losses allocated by loan type and the percent of each to total loans at the dates indicated.
December 31,
2023
2022
2021
Percent
Percent
Percent
of Loans
of Loans
of Loans
in Each
in Each
in Each
Category
Category
Category
Allocated
to Total
Allocated
to Total
Allocated
to Total
(Dollars in thousands)
Amount
Loans
Amount
Loans
Amount
Loans
One-to-four family residential and cooperative/condominium apartment
$
6,813
8.24
%
$
5,969
7.32
%
$
5,932
7.24
%
Multifamily residential and residential mixed-use
7,237
37.31
8,360
38.11
7,816
36.31
CRE
26,608
42.92
27,329
42.19
29,166
42.68
ADC
1,989
1.57
1,723
2.17
4,857
3.49
C&I
28,977
9.91
39,853
10.14
35,331
10.10
Other loans
119
0.05
273
0.07
751
0.18
Total
$
71,743
100.00
%
$
83,507
100.00
%
$
83,853
100.00
%
The following table sets forth information about our allowance for credit losses at or for the dates indicated:
At or for the Year Ended December 31,
(Dollars in thousands)
2023
2022
2021
Total loans outstanding at end of period (1)
$
10,766,837
$
10,566,831
$
9,244,661
Average total loans outstanding during the period (2)
10,764,598
9,747,887
9,484,205
Allowance for credit losses balance at end of period
71,743
83,507
83,853
Allowance for credit losses to total loans at end of period
0.67
%
0.79
%
0.91
%
Non-performing loans to total loans at end of period
0.27
0.32
0.37
Allowance for credit losses to total non-performing loans at end of period
246.55
243.91
231.26
Ratio of net charge-offs to average loans outstanding during the period:
One-to-four family residential and cooperative/condominium apartment
—
%
—
%
(0.01)
%
Multifamily residential and residential mixed-use
—
—
0.01
CRE
—
—
0.09
ADC
—
—
—
C&I
1.37
0.77
0.33
Other loans
4.34
0.42
3.89
Total
0.14
0.07
0.10
(1) Total loans represent gross loans (excluding loans held for sale), fair value hedge basis point adjustments, inclusive of deferred fees/costs and premiums/discounts.
(2) Total average loans represent gross loans (including loans held for sale and fair value hedge basis point adjustments), inclusive of deferred loan fees/costs and premiums/discounts.
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Investment Activities
Securities available-for-sale
The following table presents the amortized cost, fair value and weighted average yield of our securities available-for-sale at December 31, 2023, categorized by remaining period to contractual maturity:
Weighted
Amortized
Fair
Average
(Dollars in thousands)
Cost
Value
Yield
Due within 1 year
$
96,095
$
93,607
0.48
%
Due after 1 year but within 5 years
266,176
250,253
1.44
Due after 5 years but within 10 years
280,157
247,742
3.42
Due after ten years
353,281
294,638
1.50
Total
$
995,709
$
886,240
1.93
%
The entire carrying amount of each security at December 31, 2023 is reflected in the above table in the maturity period that includes the final security payment date and, accordingly, no effect has been given to periodic repayments or possible prepayments. The weighted average duration of our securities available-for-sale approximated 2.9 years as of December 31, 2023 when giving consideration to anticipated repayments or possible prepayments, which is significantly less than their weighted average maturity.
The following table presents the weighted average contractual maturity of our securities available-for-sale:
December 31,
2023
Agency notes
2.85
Treasury securities
1.33
Corporate securities
6.75
Pass-through MBS issued by U.S. GSEs and agency collateralized mortgage obligations ("CMOs")
16.68
State and municipal obligations
3.92
Securities held-to-maturity
The following table presents the amortized cost, fair value and weighted average yield of our securities held-to-maturity at December 31, 2023, categorized by remaining period to contractual maturity:
Weighted
Amortized
Fair
Average
(Dollars in thousands)
Cost
Value
Yield
Due within 1 year
$
—
$
—
—
%
Due after 1 year but within 5 years
32,742
30,710
2.48
Due after 5 years but within 10 years
167,524
144,761
2.48
Due after ten years
394,373
341,459
2.70
Total
$
594,639
$
516,930
2.63
%
The entire carrying amount of each security at December 31, 2023 is reflected in the above table in the maturity period that includes the final security payment date and, accordingly, no effect has been given to periodic repayments or possible prepayments. The weighted average duration of our securities held-to-maturity approximated 5.7 years as of December 31, 2023 when giving consideration to anticipated repayments or possible prepayments, which is significantly less than their weighted average maturity.
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The following table presents the weighted average contractual maturity of our securities held-to-maturity:
December 31,
2023
Agency notes
6.26
Corporate securities
8.59
Pass-through MBS issued by GSEs and agency CMOs
21.21
Sources of Funds
Deposits
The following table presents our deposit accounts and the related weighted average interest rates at the dates indicated (Dollars in thousands):
December 31, 2023
December 31, 2022
December 31, 2021
Percent
Percent
Percent
of
Weighted
Of
Weighted
Of
Weighted
Total
Average
Total
Average
Total
Average
Amount
Deposits
Rate
Amount
Deposits
Rate
Amount
Deposits
Rate
Savings accounts
$
2,335,490
22.2
%
3.67
%
$
2,260,101
22.0
%
2.24
%
$
1,158,040
11.1
%
0.03
%
CDs
1,607,683
15.3
4.43
1,115,364
10.9
2.25
853,242
8.2
0.58
Money market accounts
3,125,996
29.6
3.46
2,532,270
24.7
1.50
3,621,552
34.6
0.07
Interest-bearing checking accounts
515,987
4.9
0.77
827,454
8.1
1.01
905,717
8.7
0.18
Non-interest-bearing checking accounts
2,945,499
28.0
—
3,519,218
34.3
—
3,920,423
37.5
—
Totals
$
10,530,655
100.00
%
2.56
%
$
10,254,407
100.00
%
1.19
%
$
10,458,974
100.00
%
0.09
%
The weighted average maturity of our CDs at December 31, 2023 was 5.1 months, compared to 7.6 months at December 31, 2022.
Non-insured deposits (excluding collateralized deposits and deposits with pass through insurance) represented 28.9% and 31.0% of total deposits as of December 31, 2023 and 2022, respectively. The Bank had $1.88 billion and $1.90 billion of public funds collateralized by securities and Municipal Letters of Credit (“MULOC”), and $680.8 million and $615.6 million of deposits with pass through insurance as of December 31, 2023, and 2022, respectively.
The following table sets forth the amount of time deposits in uninsured accounts by maturity, all of which are CDs at December 31, 2023:
(In thousands)
Three months or less
$
97,664
Over three through six months
95,112
Over six through twelve months
53,347
Over twelve months
26,672
Total
$
272,795
As of December 31, 2023, the portion of uninsured time deposits in excess of the $250,000 FDIC insurance limit was $115.3 million.
Our Board of Directors authorized the Bank to accept brokered deposits up to an aggregate limit of 10.0% of total assets. At December 31, 2023, brokered deposits totaled $898.7 million, which included purchased CDs from the CDARS program, purchased MMAs from the ICS program and purchased CDs through a broker. At December 31, 2022, brokered deposits totaled $538.9 million, which included purchased CDs from the CDARS program, purchased MMAs from the ICS program and purchased CDs through a broker. At December 31, 2021, brokered deposits totaled $200.0 million, which included purchased MMAs from the ICS program.
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Borrowings
The Bank’s total borrowing line with FHLBNY equaled $4.09 billion at December 31, 2023. The Bank had $1.31 billion of FHLBNY advances outstanding at December 31, 2023, and $1.13 billion at December 31, 2022. The Bank maintained sufficient collateral, as defined by the FHLBNY (principally in the form of real estate loans), to secure such advances.
The Company had no outstanding securities sold under agreements to repurchase (“repurchase agreements”) at December 31, 2023. The Company had $1.4 million outstanding of securities sold under agreements to repurchase at December 31, 2022.
Liquidity and Capital Resources
The Board of Directors of the Bank has approved a liquidity policy that it reviews and updates at least annually. Senior management is responsible for implementing the policy. The Bank’s Asset Liability Committee (“ALCO”) is responsible for general oversight and strategic implementation of the policy and management of the appropriate departments are designated responsibility for implementing any strategies established by ALCO. On a daily basis, appropriate senior management receives a current cash position report and one-week forecast to ensure that all short-term obligations are timely satisfied and that adequate liquidity exists to fund future activities. Reports detailing the Bank’s liquidity reserves are presented to appropriate senior management on a monthly basis, and the Board of Directors at each of its meetings. In addition, a twelve-month liquidity forecast is presented to ALCO in order to assess potential future liquidity concerns. A forecast of cash flow data for the upcoming 12 months is presented to the Board of Directors on an annual basis.
Liquidity is primarily needed to meet customer borrowing commitments and deposit withdrawals, either on demand or on contractual maturity, to repay borrowings as they mature, to fund current and planned expenditures and to make new loans and investments as opportunities arise. The Bank’s primary sources of funding for its lending and investment activities include deposits, loan payments, investment security principal and interest payments and advances from the FHLBNY. The Bank may also sell or securitize selected multifamily residential, mixed-use or one-to-four family residential real estate loans to private sector secondary market purchasers, and has in the past sold such loans to FNMA and Federal Home Loan Mortgage Corporation (“FHLMC”). The Company may additionally issue debt or equity under appropriate circumstances. Although maturities and scheduled amortization of loans and investments are predictable sources of funds, deposit flows and prepayments on real estate loans and MBS are influenced by interest rates, economic conditions and competition.
The Bank is a member of American Financial Exchange (“AFX”), through which it may either borrow or lend funds on an overnight or short-term basis with other member institutions. The availability of funds changes daily.
The Bank utilizes repurchase agreements as part of its borrowing policy to add liquidity. Repurchase agreements represent funds received from customers, generally on an overnight basis, which are collateralized by investment securities. As of December 31, 2023 the Bank did not have any repurchase agreements. As of December 31, 2022, the Bank’s repurchase agreements totaled $1.4 million, included in other short-term borrowings on the consolidated statements of financial condition.
The Bank gathers deposits in direct competition with commercial banks, savings banks and brokerage firms, many among the largest in the nation. It must additionally compete for deposit monies against the stock and bond markets, especially during periods of strong performance in those arenas. The Bank’s deposit flows are affected primarily by the pricing and marketing of its deposit products compared to its competitors, as well as the market performance of depositor investment alternatives such as the U.S. bond or equity markets. To the extent that the Bank is responsive to general market increases or declines in interest rates, its deposit flows should not be materially impacted. However, favorable performance of the equity or bond markets could adversely impact the Bank’s deposit flows.
Total deposits (including mortgage escrow deposits) increased $276.2 million during the year ended December 31, 2023 compared to a decrease of $204.6 million during the year ended December 31, 2022. The increase in total deposits during the 2023 period was primarily due to an increase in money market deposits. Within deposits, core deposits ( i.e., non-CDs) decreased $216.1 million during the year ended December 31, 2023 and decreased $466.7 million during the year ended December 31, 2022. CDs increased $492.3 million during the year ended December 31, 2023 compared to an increase of
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$262.1 million during the year ended December 31, 2022. The increase in CDs during the current period was primarily due to a $359.9 million increase in brokered CDs.
The Bank increased its outstanding FHLBNY advances by $182.0 million during the year ended December 31, 2023, compared to a $1.11 billion increase during the year ended December 31, 2022. See Note 13. “Federal Home Loan Bank Advances” to our Consolidated Financial Statements for further information.
Subordinated debentures totaled $200.2 million at December 31, 2023 and $200.3 million at December 31, 2022. See Note 14. “Subordinated Debentures” to our Consolidated Financial Statements for further information.
In the event that the Bank should require funds beyond its ability or desire to generate them internally, additional sources of liquidity are available through its collateralized borrowing lines at the FHLBNY and the FRB, as well as unsecured borrowing capacity through the AFX and lines of credit with unaffiliated correspondent banks. At December 31, 2023, the Bank had remaining borrowing capacity of $1.19 billion through the FHLBNY, subject to customary minimum FHLBNY common stock ownership requirements ( i.e. , 4.5% of the Bank’s drawn FHLBNY borrowings). The Bank also had access to the FRB Discount Window and the FRB Bank Term Funding Program. At December 31, 2023, an available line of credit totaling $848.4 million was in place at the FRB backed by investment securities with no advances drawn. Additionally, at December 31, 2023, a line of credit totaling $2.01 billion was in place at the FRB secured by certain qualifying 1-4 family residential mortgage loans, construction loans and CRE loans with no amounts drawn.
During the year ended December 31, 2023 and 2022, real estate loan originations totaled $885.5 million and $2.67 billion, respectively. During the year ended December 31, 2023 and 2022, C&I loan originations totaled $112.3 million and $160.1 million, respectively.
Sales of securities available-for-sale totaled $77.8 million during the year ended December 31, 2023. There were no sales of securities available-for-sale during the year ended December 31, 2022. Purchases of available-for-sale securities totaled $86.1 million and $39.2 million during the years ended December 31, 2023 and 2022, respectively. Proceeds from pay downs and calls and maturities of available-for-sale securities were $79.9 million and $165.1 million for the years ended December 31, 2023 and 2022, respectively.
The Bank did not have proceeds from sales of held-to-maturity securities during the years ended December 31, 2023 or 2022. Purchases of held-to-maturity securities totaled $28.3 million and $63.2 million during the year ended December 31, 2023 and 2022, respectively. Proceeds from pay downs and calls and maturities of held-to-maturity securities were $23.0 million and $31.7 million for the year ended December 31, 2023 and 2022, respectively.
The Company and the Bank are subject to minimum regulatory capital requirements imposed by its primary federal regulator. As a general matter, these capital requirements are based on the amount and composition of an institution’s assets. At December 31, 2023, each of the Company and the Bank were in compliance with all applicable regulatory capital requirements and the Bank was considered "well capitalized" for all regulatory purposes.
The Holding Company repurchased 36,813 shares of its common stock during the year ended December 31, 2023. The Holding Company repurchased 1,431,241 shares of its common stock during the year ended December 31, 2022. As of December 31, 2023, up to 1,566,947 shares remained available for purchase under the authorized share repurchase programs. See "Part II - Item 5. Issuer Purchases of Equity Securities" for additional information about repurchases of common stock.
The Holding Company paid $7.3 million in cash dividends on its preferred stock during the years ended December 31, 2023 and 2022, respectively.
The Holding Company paid $37.3 million and $36.8 million in cash dividends on its common stock during the years ended December 31, 2023 and 2022, respectively.
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Contractual Obligations
The Bank generally has outstanding at any time borrowings in the form of FHLBNY advances, short-term or overnight borrowings, subordinated debt, as well as customer CDs with fixed contractual interest rates. In addition, the Bank is obligated to make rental payments under leases on certain of its branches and equipment.
Off-Balance Sheet Arrangements
As part of its loan origination business, the Bank generally has outstanding commitments to extend credit to borrowers, which are originated pursuant to its regular underwriting standards. Available lines of credit may not be drawn on or may expire prior to funding, in whole or in part, and amounts are not estimates of future cash flows. As of December 31, 2023, the Bank had $97.0 million of firm loan commitments that were accepted by the borrowers.
Additionally, in connection with a loan securitization transaction that was completed in 2017, the Bank executed a reimbursement agreement with FHLMC that obligates the Company to reimburse FHLMC for any contractual principal and interest payments on defaulted loans, not to exceed 10% of the original principal amount of the loans comprising the aggregate balance of the loan pool at securitization. The maximum exposure under this reimbursement obligation is $28.0 million. The Bank has pledged $28.0 million of pass-through MBS issued by GSEs as collateral.
Recently Issued Accounting Standards
For a discussion of the impact of recently issued accounting standards, please see Note 1 to the Company’s Consolidated Financial Statements.