What changed in this filing

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Item 1. Business

2022-02-28 compared with 2021-02-26 · 95 added, 87 removed, 366 unchanged (33% of the section changed)

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At December 31, 2021, the Company had total assets of $20.4 billion, total deposits of $16.9 billion, and stockholders’ equity of $3.0 billion.

On November 12, 2021, the Company completed the acquisition of Meridian Bancorp, Inc.

("Meridian"), parent of East Boston Savings Bank.

The transaction qualified as a tax-free reorganization for federal income tax purposes and provided a tax-free exchange to Meridian stockholders with respect to the common stock received in the merger.

For each share of Meridian common stock, Meridian stockholders received 0.2750 shares of the Company's common stock, with cash paid in lieu of fractional shares.

Total consideration of $1.3 billion consisted of 14.3 million shares of the Company's common stock issued, as well as $11.2 million in cash paid for stock option cancellations and in lieu of fractional shares.

The Company is currently the sponsor of Independent Capital Trust V, a Delaware statutory trust, Central Bancorp Capital Trust I, a Delaware statutory trust, and Central Bancorp Statutory Trust II, a Connecticut statutory trust, each of which was formed to issue trust preferred securities.

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• Compass Exchange Advisors LLC, which provides like-kind exchange services pursuant to section 1031 of the Internal Revenue Code.

Periodically, Compass Exchange Advisors LLC, a wholly owned subsidiary of the Bank, acts as an Exchange Accommodation Titleholder ("EAT") in connection with customers' like-kind exchanges under Section 1031 of the Internal Revenue Code.

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Revenue Code.

When Compass Exchange Advisors LLC provides EAT services, it establishes an EAT entity to hold title to property for its customers for up to 180 days in accordance with Internal Revenue Service guidelines.

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A typical EAT entity is a Massachusetts corporation whose directors are all Rockland Trust officers and which has Compass Exchange Advisors LLC as its sole shareholder.

The EAT entity owns all of the membership interest in a LLC which holds title to the property and is managed by the customer.

All financial benefits and burdens of

property ownership are borne by the customer.

EAT entities are therefore not consolidated onto Compass Exchange Advisors LLC's balance sheet in accordance with requirements of the consolidation topic of the ASC.

The EAT entity owns all of the membership interest in an LLC which holds title to the property and is managed by the customer.

All financial benefits and burdens of property ownership are borne by the customer.

EAT entities are therefore not consolidated onto Compass Exchange Advisors LLC's balance sheet in accordance with the requirements of the consolidation topic of the ASC.

Market Area and Competition

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Customers visiting the branch took advantage of the Bank’s Video Teller services which provide a hybrid approach to banking balancing both the fast-paced transactional nature of ATMs and the personalized experience of interacting with a live banker.

The Bank also introduced Your Banker, a digital tool allowing customers to chat securely with their own dedicated banker from their mobile device or computer.

Commercial and mortgage customers were able to leverage the Bank’s electronic signature tool and new streamlined commercial loan platform.

The Bank’s market area is attractive and entry into the market by financial institutions previously not competing in the market area may continue to occur which could impact the Bank’s growth or profitability.

The Bank’s market area is generally comprised of Eastern Massachusetts, including Greater Boston, the South Shore, Cape Cod and the Islands, South Coast as well as Worcester County and Rhode Island.

The Bank’s market area is generally comprised of Eastern Massachusetts, including Greater Boston, North Shore, South Shore, Cape Cod and the Islands, as well as Worcester County and Rhode Island.

Lending Activities

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Commercial loans consist of commercial and industrial loans, commercial real estate, commercial construction, and small business loans.

Commercial and industrial loans generally consist of loans to customers with credit needs in excess of $750,000 and revenue in excess of $2.5 million, and are made for working capital and other business-related purposes and floor plan financing.

These loan also consist of floor plan financing as well as asset-based lending.

Commercial real estate loans are comprised of commercial mortgages, including mortgages for construction purposes that are secured by nonresidential properties, multifamily properties, or one-to-four family rental properties.

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Rates are further subject to competitive pressures, the current interest rate environment, availability of funds, and government regulations.

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The Bank’s principal earning assets are its loans.

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Loans are approved based upon a hierarchy of authority, predicated upon the size of the loan.

Levels within the hierarchy of lending authorities range from individual lenders to the Executive Committee of the Board of Directors.

Levels within the hierarchy of lending authorities range from individual lenders to the Senior Loan Approval Committee.

In accordance with federal and state banking law, the Bank is permitted, with certain exceptions, to make loans and commitments to any one borrower, including related entities, in the aggregate amount of not more than 20% of the Bank’s stockholders’ equity, or $590.0 million at December 31, 2021, which is the Bank’s legal lending limit.

Notwithstanding the foregoing, the Bank has established a more restrictive limit of not more than 75% of the Bank’s legal lending limit, or $263.9 million at December 31, 2020, which may only be exceeded with the approval of the Board of Directors.

Notwithstanding the foregoing, the Bank has established a more restrictive limit of $190.0 million as of December 31, 2021, which may only be exceeded with the approval of the Board of Directors.

There were no borrowers whose total indebtedness in aggregate exceeded the Bank’s self-imposed restrictive limit.

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Loan sales in the secondary market provide funds for additional lending and other banking activities.

Currently, the Bank sells the servicing of the sold loans for a servicing released premium, simultaneous with the sale of the loan.

In the past, the Bank may have opted to sell loans and retain the servicing.

In these instances, a mortgage servicing rights asset would have been recognized.

Depending on market conditions, the Bank may sell the servicing of the sold loans for a servicing released premium, simultaneous with the sale of the loan.

For the remainder of the sold loans for which the Company retains the servicing, a mortgage servicing asset is recognized.

As part of its asset/liability management strategy, the Bank may opt to retain certain adjustable rate and fixed rate residential real estate loan originations for its portfolio.

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For loans originated by the Bank where it sells participating interests, the Bank will generally retain the lead servicing position for the loan.

As of December 31, 2020, the unamortized balance of participation loans purchased was $751.7 million, while the sold portion of the unamortized balance of participation loans originated and sold totaled $312.2 million.

Loan Portfolio The following table shows the balance of the gross loan portfolio by category, the percentage of the gross loan portfolio, and the percentage of total interest income that the loans generated, by category, for the fiscal years indicated:

As of % of Total

As of December 31, 2021 the unamortized balance of participation loans purchased was $761.4 million, while the sold portion of the unamortized balance of participation loans originated and sold totaled $408.0 million, both inclusive of acquired participation loans from the Meridian acquisition.

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Loan Portfolio The following table shows the balance of the gross average loan portfolio by category, the percentage of the gross average loan portfolio, and the percentage of total interest income that the loans generated, by category, for the fiscal years indicated:

Average Balance for the Year Ended % of Total

Loans % of Total Interest Income

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Total $ 9,658,934 100.0 % 91.8 % 92.0 % 92.0 %

Commercial Loans Commercial loans consist of commercial and industrial loans, asset-based loans, commercial real estate loans, commercial construction loans and small business loans.

Commercial Loans Commercial loans consist of commercial and industrial loans,commercial real estate loans, commercial construction loans and small business loans.

The Bank offers secured and unsecured commercial loans for business purposes.

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These loans may be collateralized by either owner or nonowner-occupied commercial mortgages or other assets.

The Company's participation in the Paycheck Protection Program ("PPP") resulted in significant loan fundings within the commercial and industrial portfolio, which totaled $791.9 million at December 31, 2020, comprising 37.7% of the total portfolio.

Accordingly, the composition of the portfolio by sector is skewed as compared to periods prior to commencement of the PPP, as the PPP loans are reflected within the various sectors below.

The following pie chart shows the diversification of the commercial and industrial portfolio as of December 31, 2020:

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The Company's participation in the Paycheck Protection Program ("PPP") resulted in significant loan fundings within the commercial and industrial category throughout 2020 and the first half of 2021, with total PPP loan originations of approximately $1.2 billion.

As a result of the ongoing loan forgiveness process, outstanding balances of PPP loans declined to $216.2 million at December 31, 2021, which comprised 13.8% of the total commercial and industrial category and are reflected within the various sectors below.

Fee income earned in connection with PPP loan originations is deferred and amortized over the life of the loan.

During the twelve months ended December 31, 2021, the Company amortized into income $26.5 million in PPP fee revenue related to loans forgiven under the program, which were originated in both 2020 and 2021.

The following pie chart shows the diversification of the commercial and industrial portfolio as of December 31, 2021, which also reflects the loans acquired in the acquisition of Meridian:

Select Statistics Regarding the Commercial and Industrial Portfolio

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In addition, the Bank generally obtains personal guarantees from the principal owners of the borrower for its commercial and industrial loans.

At December 31, 2020, there were $1.3 billion of term loans in the commercial and industrial loan portfolio.

At December 31, 2021, there were $764.9 million of term loans in the commercial and industrial loan portfolio.

Collateral for commercial and industrial revolving lines of credit, including asset-based lines and term loans, may consist of accounts receivable, inventory, or both, as well as other business assets.

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Asset-based term loans are typically secured by owner occupied commercial real estate and machinery and equipment.

Also included in the commercial and industrial portfolio are dealer floor plan financing and loans for boats and recreational vehicles.

Floor plan loans are secured by the automobiles, boats, or other vehicles which constitute the dealer’s inventory.

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Also included in the commercial and industrial portfolio are dealer floor plan loans which are secured by the automobiles, boats, or other vehicles which constitute the dealer’s inventory.

Upon the sale of a floor plan unit, the proceeds of the sale are applied to reduce the loan balance.

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Contractors hired by the Bank make unannounced periodic inspections of each dealer to review the condition of the underlying collateral and ensure that each unit that the Company has financed is accounted for.

At December 31, 2020, there were $112.6 million in floor plan loans, all of which have variable rates of interest.

At December 31, 2021, there were $120.4 million in dealer floor plan loans, all of which have variable rates of interest.

Small business lending caters to all of the banking needs of businesses with commercial credit requirements and revenues typically less than or equal to $750,000 and $2.5 million, respectively, and uses partially automated loan underwriting capabilities.

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Commercial real estate also includes loans secured by certain residential-related property types including multi-family apartment buildings, residential development tracts and condominiums.

The following pie chart shows the diversification of the commercial real estate portfolio as of December 31, 2020:

The following pie chart shows the diversification of the commercial real estate portfolio as of December 31, 2021, which also reflects the loans acquired in the acquisition of Meridian:

Select Statistics Regarding the Commercial Real Estate Portfolio

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These loans generally have amortization periods of 20 to 25 years, with interest rates that float in accordance with a designated index

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or that are fixed during the origination process.

For loans with terms greater than five years, with certain exceptions, interest rates may be fixed for no longer than five years and are reset typically on the fifth anniversary of the loan.

It is the Bank’s practice to obtain personal guarantees from the principals of the borrower on commercial real estate loans and to obtain financial statements at least annually from all actively managed commercial and multi-family borrowers.

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The majority of the Bank’s commercial construction loans have floating rates of interest.

At December 31, 2020, the commercial construction portfolio amounted to $553.9 million.

At December 31, 2021, the commercial construction portfolio amounted to $1.2 billion.

Construction loans are generally considered to present a higher degree of risk than permanent real estate loans and may be affected by a variety of factors, such as adverse changes in interest rates and the borrower’s ability to control costs and adhere to time schedules.

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Management actively tracks and monitors these accounts.

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Consumer Real Estate Loans The Bank’s consumer real estate loans consist of loans and lines secured by one-to-four family residential properties.

The consumer real estate loan portfolio at December 31, 2020 was as follows:

The consumer real estate loan portfolio at December 31, 2021, which also reflects the loans acquired in the acquisition, was as follows:

The Bank originates both fixed-rate and adjustable-rate residential real estate loans.

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See Note 4, "Loans, Allowance for Credit Losses and Credit Quality" within the Notes to the Consolidated Financial Statements included in Item 8 of this Report for more information regarding FICO and LTV estimates.

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Other Consumer Loans Other consumer loans primarily consist of investment management secured lines of credit, installment loans, credit cards and overdraft protection.

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The Bank’s securities portfolio primarily consists of U.S.

Treasury, U.S.

government agency securities, agency mortgage-backed securities, agency collateralized mortgage obligations, and small business administration pooled securities.

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At December 31, 2021, the Company's securities totaled $2.7 billion, and generated interest and dividends of 7.3%, 7.5%, and 7.3% of total interest income for the fiscal years ended December 31, 2021, 2020, and 2019, respectively.

The Company reviews its security portfolio for impairment and to evaluate collection of principal and interest.

If any securities are deferring interest payments, as they may be contractually entitled to do, the Company would place these securities on nonaccrual status and reverse any accrued but uncollected interest.

The Company assesses it securities portfolio for expected credit losses in accordance with the current expected credit loss ("CECL") methodology, with separate approaches depending upon whether a security is classified as available for sale or held to maturity.

Sources of Funds

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Additionally, the Bank has a municipal banking department that focuses on providing core depository services to local municipalities.

Municipal deposits totaled $771.2 million as of December 31, 2020.

Municipal deposits totaled $1.0 billion as of December 31, 2021.

The Company also participates in the IntraFi Network, allowing the Bank to provide easy access to multi-million dollar Federal Deposit Insurance Corporation ("FDIC") deposit insurance protection on certificate of deposit and money market investments for consumers, businesses and public entities.

This channel allows the Company to seek additional funding in potentially large quantities by attracting deposits from outside the Bank’s core market and amounted to $237.9 million and $211.2 million, at December 31, 2020 and December 31, 2019, respectively.

In addition, the Company may occasionally raise funds through the use of brokered deposits outside of the IntraFi Network, which totaled $8.5 million and $281.8 million at December 31, 2020 and December 31, 2019, respectively.

Rockland Trust’s ninety-eight branch locations feature expanded use of video-tellers, and are supplemented by internet and mobile banking services as well as automated teller machine ("ATM") cards and debit cards which may be used to conduct various banking transactions at ATMs maintained at each of the Bank’s full-service offices and twenty-three additional remote ATM locations.

This channel allows the Company to seek additional funding in potentially large quantities by attracting deposits from outside the Bank’s core market and amounted to $998.1 million as of December 31, 2021.

In addition, the Company may occasionally raise funds through the use of brokered deposits outside of the IntraFi Network, which totaled $141.6 million at December 31, 2021.

The increase in IntraFi Network deposits and brokered deposits at December 31, 2021 was primarily the result of Meridian acquired balances.

Rockland Trust’s one hundred twenty-three branch locations feature expanded use of video-tellers, and are supplemented by internet and mobile banking services as well as automated teller machine ("ATM") cards and debit cards which may be used to conduct various banking transactions at ATMs maintained at each of the Bank’s full-service offices and twenty-nine additional remote ATM locations.

The ATM cards and debit cards also allow customers access to a variety of national and international ATM networks.

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Customers can also transfer funds between Rockland Trust accounts, deposit checks into their account, and identify the nearest branch or ATM directly from their mobile device.

Rockland Trust also now offers person-to-person payment capabilities, allowing for simple and secure funds transfers between most banks and credit unions.

Borrowings As of December 31, 2021, total borrowings were $152.4 million.

Borrowings consist of short-term and long-term obligations and may consist of Federal Home Loan Bank ("FHLB") advances, federal funds purchased, and junior subordinated debentures.

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Rockland Trust is a member of the FHLB of Boston.

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As a member of the FHLB of Boston, the Bank is required to purchase stock in the FHLB.

Accordingly, the Company had invested $10.3 million in FHLB stock and had $35.7 million outstanding in FHLB borrowings with original maturities ranging from less than 3 months to 20 years at December 31, 2020.

Accordingly, the Company had invested $11.4 million in FHLB stock and had $25.7 million outstanding in FHLB borrowings with original maturities ranging from 3 months to 20 years at December 31, 2021.

In addition, the Bank had $1.6 billion of borrowing capacity remaining with the FHLB at December 31, 2021, inclusive of a $5.0 million line of credit.

Also included in borrowings at December 31, 2020 were $62.9 million of junior subordinated debentures, which are inclusive of unamortized fair value marks associated with previous acquisitions and net of unamortized issuance costs.

Also included in borrowings at December 31, 2021 were $62.9 million of junior subordinated debentures, which are net of unamortized issuance costs.

Total borrowings also includes $49.8 million of subordinated debt, net of unamortized issuance costs.

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The BHCA also prohibits the Company from, with certain exceptions, acquiring 5% or more of any class of voting shares of any company that is not a bank and from engaging in any business other than banking or managing or controlling banks.

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Under the BHCA, the Federal Reserve is authorized to approve the ownership by the Company of shares in any company, the activities of which the Federal Reserve has determined to be so closely related to banking or to managing or controlling banks as to be a proper incident thereto.

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With respect to the Bank, the Rules also revised the "prompt corrective action" regulations pursuant to Section 38 of the Federal Deposit Insurance Act, by:

(i) introducing a CET1 ratio requirement at each capital quality level (other than critically undercapitalized), with the required CET1 ratio being 6.5% for well-capitalized status;

(i) introducing a CET1 ratio requirement at each capital quality level (other than critically under capitalized), with the required CET1 ratio being 6.5% for well-capitalized status;

(ii) increasing the minimum Tier 1 capital ratio requirement for each category, with the minimum Tier 1 capital ratio for well-capitalized status being 8% (as compared to the previous 6%);

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Significantly undercapitalized < 6% or < 4% or < 3% < 3% n/a n/a n/a n/a

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The Company is currently in compliance with the above-described regulatory capital requirements.

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• a purchase of, or an investment in, securities issued by an affiliate;

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• a purchase of assets from an affiliate, with some exceptions;

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Regulation W generally excludes all nonbank and nonsavings association subsidiaries of banks from treatment as affiliates, except to the extent that the Federal Reserve decides to treat these subsidiaries as affiliates.

New Markets Tax Credit Program The New Markets Tax Credit Program was created in December 2000 under federal law to provide federal tax incentives to induce private-sector, market-driven investment in businesses and real estate development projects located in low-income urban and rural communities across the nation.

The New Markets Tax Credit Program is part of the United States Department of the Treasury Community Development Financial Institutions Fund.

The New Markets Tax Credit Program enables investors to acquire federal tax credits by making equity investments for a period of at least seven years in qualified community development entities, which have been awarded tax credit allocation authority by, and entered into an allocation agreement with, the United States Treasury.

Community development entities must use equity investments to make loans to, or other investments in, qualified businesses and individuals in low-income communities in accordance with New Markets Tax Credit Program criteria.

Investors receive an overall tax credit equal to 39% of their total equity investment, credited at a rate of 5% in each of the first 3 years and 6% in each of the final 4 years.

More information on the New Markets Tax Credit Program may be obtained at www.cdfifund.gov .

(The Company has included the web address only as inactive textual references and does not intend it to be an active link to the New Markets Tax Credit Program's website.)

Dodd-Frank Wall Street Reform and Consumer Protection Act During 2010, Congress enacted the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act").

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Under the Durbin Amendment contained in the Dodd-Frank Act, the Federal Reserve adopted rules that apply to banks with more than $10 billion in assets, which establish a maximum permissible interchange fee equal to no more than 21 cents plus 5 basis points of the transaction value for many types of debit interchange transactions.

The Federal Reserve also adopted a rule to allow a debit card issuer to recover 1 cent per transaction for fraud prevention purposes if the issuer complies with

certain fraud-related requirements required by the Federal Reserve.

The Federal Reserve also adopted a rule to allow a debit card issuer to recover 1 cent per transaction for fraud prevention purposes if the issuer complies with certain fraud-related requirements required by the Federal Reserve.

The Federal Reserve also has rules governing routing and exclusivity that require issuers to offer two unaffiliated networks for routing transactions on each debit or prepaid product.

The Bank became subject to the Durbin Amendment, effective July 1, 2020, as a result of crossing the $10 billion in assets threshold.

On May 24, 2018, the EGRRCPA was signed into law, making certain limited amendments to the Dodd-Frank Act, as well as certain targeted modifications to other post-financial crisis regulations.

On May 24, 2018, the Economic Growth, Regulatory Relief, and Consumer Protection Act ("EGRRCPA")") was signed into law, making certain limited amendments to the Dodd-Frank Act, as well as certain targeted modifications to other post-financial crisis regulations.

While the EGRRCPA eased some regulatory obligations imposed by the Dodd-Frank Act, including the requirement to conduct stress testing if and when the Company exceeds the $10 billion asset threshold, it had minimal impact on the Company’s operations.

Incentive Compensation The Dodd-Frank Act required the federal bank regulatory agencies and the U.S Securities and Exchange Commission ("SEC") to establish joint regulations or guidelines prohibiting incentive-based payment arrangements at specified regulated entities, with at least $1 billion in total assets such as the Company and the Bank, that encourage inappropriate risks by providing an executive officer, employee, director or principal shareholder with excessive compensation, fees, or benefits or that could lead to material financial loss to the entity.

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specified regulated entities, with at least $1 billion in total assets such as the Company and the Bank, that encourage inappropriate risks by providing an executive officer, employee, director or principal shareholder with excessive compensation, fees, or benefits or that could lead to material financial loss to the entity.

In June 2010, the Federal Reserve, OCC and FDIC issued comprehensive final guidance on incentive compensation policies intended to ensure that the incentive compensation policies of banking organizations do not undermine the safety and soundness of such organizations by encouraging excessive risk-taking.

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The Company has no investments that met the definition of Covered Funds under the foregoing rules.

Collins Amendment The Collins Amendment includes provisions which are intended to subject bank holding companies to the same capital requirements as bank subsidiaries and to eliminate, or significantly reduce, the use of hybrid capital instruments, especially trust preferred securities, as regulatory capital.

Accordingly, under the Collins Amendment, trust preferred securities are generally excluded from regulatory capital, however bank holding companies with consolidated assets of less than $15 billion as December 31, 2009 have been able to include these instruments in Tier 1 capital, but no such securities issued after the Collins Amendment was put in place will be included in regulatory capital.

Additionally, if any bank holding company exceeds the $15 billion threshold as a result of an acquisition, subsequent to December 31, 2016, then these hybrid capital instruments are phased out of Tier 1 capital and generally included within Tier 2 capital, prospectively.

Consumer Protection Regulations As a financial institution with more than $10 billion in assets, the Bank is supervised by the Consumer Financial Protection Bureau (“CFPB”) for consumer protection purposes.

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• Regulation CC, which relates to the availability of deposit funds to consumers;

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• The Right to Financial Privacy Act, which imposes a duty to maintain the confidentiality of consumer financial records and prescribes procedures for complying with administrative subpoenas of financial records;

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Regulation E describes the disclosures that financial institutions are required to make to consumers who engage in electronic fund transfers and generally limits a consumer’s liability for unauthorized electronic fund transfers, such as those arising from loss or theft of an access device, to $50 for consumers who notify their bank in a timely manner.

London Interbank Offered Rate Central banks around the world, including the Federal Reserve, have commissioned working groups of market participants and official sector representatives with the goal of finding suitable replacements for the London Interbank Offered Rate ("LIBOR") based on observable market transactions because of the probable phase-out of LIBOR.

It is expected that a transition away from the widespread use of LIBOR to alternative rates will begin to occur as rates will cease to be published for one-week and two-month LIBOR on December 31, 2021, and the overnight, one-month, three-month, six-month and 12-month LIBOR ceasing to be published on June 30, 2023.

Although the full impact of a transition, including the potential or actual discontinuance of LIBOR publication, remains unclear, this change may have an adverse impact on the value of, return on and trading markets for a broad array of financial products, including any LIBOR-based securities, loans and derivatives that are included in the Company’s financial assets and liabilities.

A transition away from LIBOR may also require extensive changes to the contracts that govern these LIBOR-based products, as well as the Company’s systems and processes.

The Company is currently in the process of reviewing its contracts and existing processes in order to assess the risks and potential impact of the transition.

Human Capital

At Rockland Trust, Where Each Relationship Matters ® , management is fully committed to creating a respectful and inclusive environment where everyone is given the chance to succeed.

Rockland Trust has been named one of the Boston Globe’s Top Places to Work for 12 years running and has continued to be the top rated Financial Institution in our category since 2015.

Rockland Trust has been named one of the Boston Globe’s Top Places to Work for 13 years running and has continued to be the top rated financial institution in the Company's category since 2015.

In addition to the Company's regional recognition, Rockland Trust was also nationally recognized for its culture.

Rockland Trust received three cultural excellence awards from Energage granted to institutions that score in the top decile nationally in each of the following three categories:

"Employee Value Proposition" for delivering on the expectations colleagues have at the time of hiring;

"Formal Training" for providing the training colleagues want for their careers;

and "Top Managers," for having managers that support colleagues growth and development, care about their concerns, and strive to make their jobs easier.

Finally, Rockland Trust was also recognized nationally as a "Top Place to Work" in the United States by Energage in 2021.

Rockland Trust has also been recognized as a "Best Place to Work" for LGBTQ Equality, scoring 100% on the Human Rights Campaign’s Corporate Equality Index since 2016.

Demographic s As of December 31, 2020, Rockland Trust employed 1,432 total colleagues, 577 of which are officers of the Bank.

Demographic s As of December 31, 2021, Rockland Trust employed 1,691 total colleagues, 686 of whom are officers of the Bank.

The Company's largest business units, in terms of total headcount, include Retail, Commercial, and Operations employing 42.8%, 16.9% and 7.6% of colleagues, respectively.

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Rockland Trust’s average Full Time Equivalent (FTE) was 1,604, as of December 31, 2021.

As of December 31, 2020, approximately 64.8% of the Company's workforce was comprised of women and approximately 15.4% was comprised of professionals of color.

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Further, as depicted in the graph below, the workforce is comprised of colleagues of the following generations:

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Colleagues are provided with competitive compensation, a comprehensive benefits package and an environment that supports a healthy work-life balance.

Benefits include Medical, Dental and Vision Insurance, Long Term Disability Insurance, Life Insurance, 401(k) Voluntary Savings Plan, Additional Defined Contribution Retirement Savings Plan, Vacation Time, Illness/Personal Time, Paid Parental Leave, Childcare Assistance, Wellness Program RockFit, AFLAC, Pet Insurance, and more.

Rockland Trust is committed to strengthening the communities in which it operates and where its stakeholders work and live, and build enduring relationships.

To help the Company accomplish its commitment to the communities, colleagues are offered two paid volunteer days per year through the Company's community outreach program, RockCorp.

Additionally, Rockland Trust Charitable Foundations and Rockland Trust - Blue Hill Charitable Foundation and its affiliated foundations donated $1.9 million to community non-profit organizations throughout the Company's footprint in 2020.

Rockland Trust has been named to the Boston Business Journal’s Top Charitable Contributor list for seven consecutive years.

Colleagues are also offered opportunities for professional growth and career advancement.

Benefits include Medical, Dental and Vision Insurance, Long-Term Disability Insurance, Life Insurance, 401(k) Voluntary Savings Plan, Additional Defined Contribution Retirement Savings Plan, Paid Time Off, Illness/Personal Time, Paid Parental Leave, Childcare Assistance, Wellness Program RockFit, AFLAC, Pet Insurance, and more.

Colleagues are also offered a full suite of learning and development programs designed to support professional growth and career advancement.

Formal colleague development programs include the Rising Stars Development Program (for entry level colleague career advancement), Commercial Lender Development Program, and the Management Development Program.

Colleagues are also invited to participate in our Online Learning Platform and in-house training opportunities.

Colleagues are also invited to participate in the Company's Online Learning Platform and in-house training opportunities.

Many of the Company's training and development programs are based on Gestalt based leadership principles, developed by the Gestalt International Study Center.

Rockland Trust also offers Tuition Reimbursement through New England Institute of Business at Cambridge College and other colleges and universities.

Rockland Trust also offers Tuition Reimbursement through Cambridge College and other colleges and universities.

The Company also offers a robust Summer Internship program, typically hiring 10-15 summer interns across the Bank each year.

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In addition to this annual feedback, colleagues are recognized in many other ways periodically.

Colleagues are encouraged to recognize each other's excellent internal and external customer service through a peer recognition, “You Make a Difference” awards.

Colleagues are encouraged to recognize each other's excellent internal and external customer service through a peer recognition, “You Make a Difference” award.

Managers are also provided the opportunity to recognize colleagues privately, through “Kudos”, which have proven to be especially helpful for remote teams.

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Colleagues are also recognized for extraordinary efforts through annual “Shining Star” awards and other awards at the annual all employee meeting.

Response to the COVID-19 Pandemic In response to the COVID-19 pandemic, the Company made efforts to keep its colleagues safe, healthy and engaged.

As an essential business, Rockland Trust colleagues have supported the Bank's customers through the pandemic.

In order to keep colleagues, customers, and communities safe and healthy, colleagues were provided with personal protective equipment (PPE) including face masks, cleaning supplies and Plexiglas barriers in branches,

implemented policies that align with state and CDC guidance and offered mental, physical and financial health resources.

Throughout the pandemic, management has conducted regular surveys of our workforce to better understand our colleagues’ experiences and needs.

To support colleagues who are parents, guardians and caregivers, the Company has offered flexible time off options, childcare and tutoring assistance and offered many colleagues work from home flexibility.

In just a few weeks, the technology team implemented remote work capabilities for hundreds of colleagues.

To assist them with this transition, the Company offered its remote colleagues resources to work productively from home and provided managers with guidance on managing remote teams.

Additionally, beginning in March of 2020, Rockland Trust and its affiliated foundations approved the distribution of $500,000 over and above its annual giving in response to arising needs brought on by the pandemic.

The first phase of giving supported nine front-line organizations across Rockland Trust’s service area, including local United Way chapters and Community Foundations, to address the immediate, basic needs of our communities.

The second phase of giving focused on meeting the needs of specific at-risk populations including survivors of domestic violence, homeless and housing insecure individuals and immigrant and vulnerable populations.

Commitment to Diversity, Equity and Inclusion At Rockland Trust, management believes each relationship matters, and that statement goes far beyond our customers.

Community Outreach Rockland Trust is committed to strengthening the communities in which it operates and where its stakeholders work and live, and build enduring relationships.

To help the Company accomplish its commitment to the communities it serves, colleagues are offered two paid volunteer days per year through the Company's community outreach program, RockCorp.

In 2021, the affiliated charitable foundations of Rockland Trust (Rockland Trust Charitable Foundation, Rockland Trust – Blue Hills Charitable Foundation and Rockland Trust-East Boston Savings Bank Charitable Foundation) donated over $2.4 million to 390 nonprofit organizations throughout the Company’s footprint.

This total includes over $200,000 granted to 45 nonprofit organizations to support internal and/or external Diversity, Equity and Inclusion (DEI) activities.

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Commitment to Diversity, Equity and Inclusion At Rockland Trust, management believes each relationship matters, and that statement goes far beyond the Company's customers.

Rockland Trust has an inclusive workforce that enables the Company to better perform for its customers and the diverse communities in which it operates.

There has been an established diversity and inclusion program for over sixteen years, which continues to grow and evolve.

The Diversity and Inclusion Council was formed in 2004.

There has been an established diversity and inclusion program for over seventeen years, which continues to grow and evolve.

As of December 31, 2021, approximately 65% of the Company's workforce was comprised of women and approximately 20% was comprised of professionals of color.

Rockland Trust works to ensure colleagues have an opportunity to be heard, valued and engaged.

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Inclusion Network, Women of Action, and Pride Alliance.

These voluntary, employee-led groups join together to provide opportunities for colleagues to get involved in making our workforce and communities more inclusive and equitable.

These voluntary, employee-led groups join together to provide opportunities for colleagues to get involved in making the Company's workforce and communities more inclusive and equitable.

In addition to the efforts described above, there are many other ways the Company promotes diversity and inclusion among its workforce.

The Diversity and Inclusion Council, which is comprised of Executive and Senior Leaders from all business units, develops strategic priorities and works with the ERGs and business units to execute these priorities.

The Diversity and Inclusion Council was formed in 2004 and is comprised of Executive and Senior Leaders from all business units, with a purpose to develop strategic priorities through collaboration with the ERGs and business units to execute these priorities.

Rockland Trust also partners with diverse organizations to support diverse recruitment efforts and provide professional development opportunities for professionals of color.

For example, each year Rockland Trust invites colleagues to participate in The Partnership, a third party organization that offers leadership development programs for racially and ethnically diverse professionals throughout the New England area.

Management has also pledged to increase participation in The Partnership in 2021.

Two additional Diversity, Equity and Inclusion initiatives were launched in 2020, which are designed to advance the careers of professionals of color and encourage everyday allyship.

Statistical Disclosure by Bank Holding Companies

The statistical disclosure relating to Independent Bank Corp.

required under the SEC's Industry Guide 3, "Statistical Disclosure by Bank Holding Companies," is included in Item 6 .

" Selected Financial Data" , Item 7.

" Management’s Discussion and Analysis of Financial Condition and Results of Operations" and Note 9, "Borrowings" within the Notes to the Consolidated Financial Statements included in Item 8 of this Report.

In 2021, seven colleagues participated in The Partnership.

The Company launched a specialized development program, Strategies and Tactics for Emerging Professionals (STEP), in April 2021 to address the factors that can help advance the careers of professionals of color.

At the conclusion of the program, 75% of participants had a three year career plan compared to 21% at the start of the program.

Additionally, 100% of participants said the program increased their trust, commitment, and loyalty to the organization.

Participants will be tracked to monitor their career progression.

Available Information

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(The Company has included its web address and the SEC website address only as inactive textual references and does not intend them to be active links to the Company's website or the SEC website.)

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What changed 10-K

Item 1. Business