What changed in this filing

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Item 1. Financial Statements

2024-08-06 compared with 2024-05-09 · 252 added, 151 removed, 1097 unchanged (27% of the section changed)

3 unchanged sentences

CONSOLIDATED BALANCE SHEETS

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

(in thousands, except share data) (Unaudited)

32 unchanged sentences

CONSOLIDATED INCOME STATEMENTS

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands, except share and per share data) 2024 2023 2024 2023

21 unchanged sentences

Total noninterest income

13,227 10,311 22,681 20,501

Noninterest expense:

3 unchanged sentences

General, administrative and other 10,605 9,875 21,982 20,230

Goodwill impairment — 39,857 — 39,857

Total noninterest expense

13 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

19 unchanged sentences

income (loss) Total shareholders' equity

For the quarter ended March 31, 2023

For the quarter ended June 30, 2023

Balance, March 31, 2023 18,767,811 $ 227,293 $ 433,459 $ ( 85,758 ) $ 574,994

Net income (loss) — — ( 31,442 ) — ( 31,442 )

Share-based compensation expense — 968 — — 968

Common stock issued - Stock grants 8,885 — — — —

Other comprehensive income (loss) — — — ( 15,011 ) ( 15,011 )

Dividends declared on common stock ($ 0.10 per share)

— — ( 1,885 ) — ( 1,885 )

Common stock repurchased

( 99 ) ( 1 ) — — ( 1 )

Balance, June 30, 2023

18,776,597 $ 228,260 $ 400,132 $ ( 100,769 ) $ 527,623

For the six months ended June 30, 2023

Balance, December 31, 2022

18,730,380 $ 226,592 $ 435,085 $ ( 99,530 ) $ 562,147

Net income — — 5,058 — 5,058

Net income (loss) — — ( 26,384 ) — ( 26,384 )

Share-based compensation expense — 1,984 — — 1,984

Common stock issued - Stock grants 59,311 — — — —

Other comprehensive income — — — 13,772 13,772

Other comprehensive income (loss) — — — ( 1,239 ) ( 1,239 )

Dividends declared on common stock ($ 0.45 per share)

2 unchanged sentences

( 13,094 ) ( 316 ) — — ( 316 )

Balance, June 30, 2023

18,776,597 $ 228,260 $ 400,132 $ ( 100,769 ) $ 527,623

For the quarter ended June 30, 2024

Balance, March 31, 2024

18,857,565 $ 230,814 $ 387,860 $ ( 91,341 ) $ 527,333

For the quarter ended March 31, 2024

Net income (loss) — — ( 6,238 ) — ( 6,238 )

Share-based compensation expense — 907 — — 907

Common stock issued - Stock grants — — — — —

Other comprehensive income (loss) — — — ( 1,885 ) ( 1,885 )

Common stock repurchased

Balance, June 30, 2024

18,857,565 $ 231,721 $ 381,622 $ ( 93,226 ) $ 520,117

For the six months ended June 30, 2024

Balance, December 31, 2023

2 unchanged sentences

Share-based compensation expense

— 1,966 — — 1,966

Common stock issued - Stock grants 60,483 — — — —

2 unchanged sentences

( 12,973 ) ( 134 ) — — ( 134 )

Balance, March 31, 2024

Balance, June 30, 2024

18,857,565 $ 231,721 $ 381,622 $ ( 93,226 ) $ 520,117

3 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

Quarter Ended March 31,

Six Months Ended June 30,

(in thousands) 2024 2023

2 unchanged sentences

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Goodwill impairment charge — 39,857

Provision for credit losses — 224

18 unchanged sentences

( 8,341 ) ( 29,351 )

Increase (decrease) in accounts payable and other liabilities 9,484 ( 10,415 )

Increase in accounts payable and other liabilities 2,096 3,657

Net cash used in operating activities ( 29,596 ) ( 30,970 )

4 unchanged sentences

110,008 70,808

Net increase in LHFI ( 22,624 ) ( 39,408 )

Proceeds from sale of OREO 126 274

Net (increase) decrease in LHFI

Purchase of premises and equipment ( 6,347 ) ( 2,033 )

3 unchanged sentences

Net cash provided by investing activities 123,044 342,502

Quarter Ended March 31,

Six Months Ended June 30,

(in thousands) 2024 2023

7 unchanged sentences

Dividends paid on common stock — ( 8,569 )

Net cash provided by financing activities 76,466 86,925

Net cash used in financing activities

( 90,381 ) ( 211,259 )

Net increase in cash and cash equivalents 3,067 100,273

37 unchanged sentences

The application of the acquisition method of accounting resulted in recording goodwill of $ 12 million and a core deposit intangible of $ 11 million.

On April 30, 2024, the Company entered into Amendment No.

1 to the previously announced definitive merger agreement with FirstSun Capital Bancorp (“FirstSun”), the holding company of Sunflower Bank, N.A ("Sunflower Bank"), and Dynamis Subsidiary, Inc., whereby, under the merger agreement, as amended, the Company and the Bank will merge with and into FirstSun and Sunflower Bank, respectively (collectively, the "Merger").

Subject to terms and conditions of the merger agreement, as amended, the companies will combine in an all-stock transaction in which HomeStreet shareholders will receive 0.3867 of a share of FirstSun common stock for each share of HomeStreet common stock.

The parties to the Merger expect to complete the Merger in late 2024, subject to the satisfaction of closing conditions, including receipt of required regulatory approvals and satisfaction or waiver of other closing conditions.

Recent Accounting Developments

In March 2023, the FASB issued ASU 2023-02, “Investments – Equity Method and Joint Ventures (Topic 323):

Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.” ASU 2023-02 permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met.

ASU 2023-02 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023.

We adopted ASU 2023-02 and it did not have a material impact on the Company’s financial position or results of operations.

In October 2023, the FASB issued ASU 2023-06, "Disclosure Improvements - Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative." The amendments in ASU 2023-06 modify the disclosure or presentation requirements of a variety of Topics in the Codification, with the intention of clarifying or improving them and align the requirements in the codification with the SEC's regulations (and will be removed from the SEC regulations).

2 unchanged sentences

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures, which expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources.

uses reported segment profit or loss information in assessing segment performance and allocating resources.

The update will be effective for annual periods beginning after December 15, 2023.

9 unchanged sentences

The following table sets forth certain information regarding the amortized cost basis and fair values of our investment securities AFS and held-to-maturity ("HTM"):

At March 31, 2024

At June 30, 2024

(in thousands) Amortized

24 unchanged sentences

$ 2,371 $ — $ ( 40 ) $ 2,331

At March 31, 2024, and December 31, 2023, the Company held $ 28 million and $ 25 million, respectively, of trading securities, consisting of US Treasury notes used as economic hedges of our single family mortgage servicing rights, which are carried at

fair value and included with investment securities on the balance sheet.

For the quarters ended March 31, 2024 and 2023, net losses of $ 0.6 million and net gains of $ 0.6 million on trading securities, respectively, were recorded in servicing income.

At June 30, 2024, and December 31, 2023, the Company held $ 26 million and $ 25 million, respectively, of trading securities, consisting of US Treasury notes used as economic hedges of our single family mortgage servicing rights, which are carried at fair value and included within investment securities on the balance sheet.

For the quarters ended June 30, 2024 and 2023, net losses of $ 0.3 million and $ 1.1 million on trading securities, respectively, and for the six months ended June 30, 2024 and 2023, net losses of $ 0.9 million and $ 0.4 million on trading securities, respectively, were recorded in servicing income.

MBS and CMOs represent securities issued or guaranteed by government sponsored enterprises ("GSEs").

1 unchanged sentence

Municipal bonds are comprised of general obligation bonds (i.e., backed by the general credit of the issuer) and revenue bonds (i.e., backed by either collateral or revenues from the specific project being financed) issued by various municipal corporations.

As of March 31, 2024 and December 31, 2023, substantially all securities held, including municipal bonds and corporate debt securities, were rated investment grade based upon nationally recognized statistical rating organizations where available and, where not available, based upon internal ratings.

As of June 30, 2024 and December 31, 2023, substantially all securities held, including municipal bonds and corporate debt securities, were rated investment grade based upon nationally recognized statistical rating organizations where available and, where not available, based upon internal ratings.

Investment securities AFS that were in an unrealized loss position are presented in the following tables based on the length of time the individual securities have been in an unrealized loss position:

At March 31, 2024

At June 30, 2024

Less than 12 months 12 months or more Total

25 unchanged sentences

The decline in value is not related to any issuer- or industry-specific credit event.

The Company has not identified any expected credit losses on its debt securities as of March 31, 2024 or December 31, 2023.

The Company has not identified any expected credit losses on its debt securities as of June 30, 2024 or December 31, 2023.

The Company bases this conclusion in part on its periodic review of the credit ratings of the AFS securities or reviews of the financial condition of the issuers.

In addition, as of March 31, 2024 and December 31, 2023, the Company had not made a decision to sell any of its debt securities held, nor did the Company consider it more likely than not that it would be required to sell such securities before recovery of their amortized cost basis.

In addition, as of June 30, 2024 and December 31, 2023, the Company had not made a decision to sell any of its debt securities held, nor did the Company consider it more likely than not that it would be required to sell such securities before recovery of their amortized cost basis.

The following tables present the fair value of investment securities AFS and HTM by contractual maturity along with the associated contractual yield:

At March 31, 2024

At June 30, 2024

Within one year After one year

39 unchanged sentences

MBS and CMOs are excluded from the tables above because such securities are not due on a single maturity date.

The weighted average yield of MBS and CMOs as of March 31, 2024 and December 31, 2023 was 3.09 % and 3.21 %, respectively.

The weighted average yield of MBS and CMOs as of June 30, 2024 and December 31, 2023 was 3.09 % and 3.21 %, respectively.

Sales of AFS investment securities were as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

3 unchanged sentences

The following table summarizes the carrying value of securities pledged as collateral to secure public deposits, borrowings and other purposes as permitted or required by law:

(in thousands) At March 31, 2024 At December 31, 2023

(in thousands) At June 30, 2024 At December 31, 2023

Federal Reserve Bank to secure borrowings $ 284,390 $ 647,104

3 unchanged sentences

The Company assesses the creditworthiness of the counterparties that hold the pledged collateral and has determined that these arrangements have little credit risk.

Tax-exempt interest income on investment securities was $ 2.8 million for each of the quarters ended March 31, 2024 and 2023 .

Tax-exempt interest income on investment securities was $ 2.8 million for both quarters ended June 30, 2024 and 2023 and $ 5.6 million for both six months ended June 30, 2024 and 2023 .

NOTE 3- LOANS AND CREDIT QUALITY:

3 unchanged sentences

LHFI consists of the following:

(in thousands) At March 31, 2024 At December 31, 2023

(in thousands) At June 30, 2024 At December 31, 2023

Non-owner occupied CRE $ 612,937 $ 641,885

14 unchanged sentences

$ 7,340,309 $ 7,382,404

(1) Includes $ 1.3 million at both March 31, 2024 and December 31, 2023, of loans where a fair value option election was made at the time of origination and, therefore, are carried at fair value with changes in fair value recognized in the consolidated income statements.

Loans totaling $ 5.1 billion at both March 31, 2024 and December 31, 2023, were pledged to secure borrowings from the Federal Home Loan Bank ("FHLB") and loans totaling $ 1.4 billion and $ 1.2 billion at March 31, 2024 and December 31, 2023, respectively, were pledged to secure borrowings from the Federal Reserve Bank of San Francisco ("FRBSF").

(1) Includes $ 1.3 million at June 30, 2024 and December 31, 2023 of loans where a fair value option election was made at the time of origination and, therefore, are carried at fair value with changes in fair value recognized in the consolidated income statements.

Loans totaling $ 5.1 billion at June 30, 2024 and December 31, 2023 were pledged to secure borrowings from the Federal Home Loan Bank ("FHLB") and loans totaling $ 1.2 billion at June 30, 2024 and December 31, 2023 were pledged to secure borrowings from the Federal Reserve Bank of San Francisco ("FRBSF").

Credit Risk Concentrations

LHFI are primarily secured by real estate located in the Pacific Northwest, California and Hawaii.

At March 31, 2024, and December 31, 2023 single family loans in the state of Washington represented 11 % of the total LHFI portfolio.

At March 31, 2024 and December 31, 2023, multifamily loans in the state of California represented 36 % of the total LHFI portfolio.

At June 30, 2024, and December 31, 2023 single family loans in the state of Washington represented 12 % and 11 % of the total LHFI portfolio.

At June 30, 2024 and December 31, 2023, multifamily loans in California represented 36 % of the total LHFI portfolio.

Credit Quality

1 unchanged sentence

The cumulative loss rate used as the basis for the estimate of credit losses is comprised of the Bank’s historical loss experience and eight qualitative factors for current and forecasted periods.

As of March 31, 2024, the historical expected loss rates decreased when compared to December 31, 2023 due to product mix risk composition changes.

During the first quarter of 2024 the qualitative factors decreased due to economic conditions and improved single-family collateral forecasts offset slightly by deteriorated commercial collateral conditions.

Additionally, over the two-year forecast period in the markets in which it operates, the Bank expects neutral economic forecasts, offset slightly by near-term deterioration in commercial collateral forecasts.

As of June 30, 2024, the historical expected loss rates increased when compared to December 31, 2023 due to product mix risk and composition changes.

During the six months ended June 30, 2024, the qualitative factors decreased due to economic conditions and improved collateral conditions, partially offset by increases related to the volume and nature of the portfolio.

Additionally, over the two-year forecast period in the markets in which it operates, the Bank expects neutral economic forecasts and neutral to improving collateral forecasts.

In addition to the ACL for LHFI, the Company maintains a separate allowance for unfunded loan commitments which is included in accounts payable and other liabilities on our consolidated balance sheets.

The allowance for unfunded commitments was $ 1.6 million and $ 1.8 million at March 31, 2024 and December 31, 2023, respectively.

The allowance for unfunded commitments was $ 1.5 million and $ 1.8 million at June 30, 2024 and December 31, 2023, respectively.

The Bank has elected to exclude accrued interest receivable from the evaluation of the ACL.

Accrued interest on LHFI was $ 29.2 million and $ 28.9 million at March 31, 2024 and December 31, 2023, respectively, and was reported in other assets in the consolidated balance sheets.

Accrued interest on LHFI was $ 28.8 million and $ 28.9 million at June 30, 2024 and December 31, 2023, respectively, and was reported in other assets in the consolidated balance sheets.

Activity in the ACL for LHFI and the allowance for unfunded commitments was as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

13 unchanged sentences

Activity in the ACL for LHFI by loan portfolio and loan sub-class was as follows:

Quarter Ended March 31, 2024

Quarter Ended June 30, 2024

(in thousands) Beginning balance Charge-offs Recoveries Provision Ending balance

16 unchanged sentences

Total ACL $ 39,677 $ ( 126 ) $ 62 $ 128 $ 39,741

Quarter Ended March 31, 2023

Quarter Ended June 30, 2023

(in thousands) Beginning balance Charge-offs Recoveries Provision

17 unchanged sentences

Total ACL $ 41,500 $ ( 256 ) $ 145 $ 111 $ 41,500

Six Months Ended June 30, 2024

(in thousands) Beginning balance Charge-offs Recoveries Provision Ending

Non-owner occupied CRE $ 2,610 $ — $ — $ ( 833 ) $ 1,777

Multifamily 13,093 — — 3,977 17,070

Construction/land development

Multifamily construction 3,983 — — ( 2,012 ) 1,971

CRE construction 189 — — ( 154 ) 35

Single family construction 7,365 — — ( 1,920 ) 5,445

Single family construction to permanent 672 — — ( 372 ) 300

Total 27,912 — — ( 1,314 ) 26,598

Commercial and industrial loans

Owner occupied CRE 899 — — ( 168 ) 731

Commercial business 2,950 ( 1,120 ) 40 3,725 5,595

Total 3,849 ( 1,120 ) 40 3,557 6,326

Consumer loans

Single family 5,287 — 3 ( 1,446 ) 3,844

Home equity and other 3,452 ( 111 ) 59 ( 427 ) 2,973

Total 8,739 ( 111 ) 62 ( 1,873 ) 6,817

Total ACL $ 40,500 $ ( 1,231 ) $ 102 $ 370 $ 39,741

Six Months Ended June 30, 2023

(in thousands) Beginning balance Charge-offs Recoveries Provision Ending

Non-owner occupied CRE $ 2,102 $ — $ — $ 140 $ 2,242

Multifamily 10,974 — — ( 1,279 ) 9,695

Construction/land development

Multifamily construction 998 — — 568 1,566

CRE construction 196 — — ( 27 ) 169

Single family construction 12,418 — — ( 1,351 ) 11,067

Single family construction to permanent 1,171 — — 250 1,421

Total 27,859 — — ( 1,699 ) 26,160

Commercial and industrial loans

Owner occupied CRE 1,030 — — ( 100 ) 930

Commercial business 3,247 ( 799 ) 48 1,341 3,837

Total 4,277 ( 799 ) 48 1,241 4,767

Consumer loans

Single family 5,610 — 17 990 6,617

Home equity and other 3,754 ( 140 ) 174 168 3,956

Total 9,364 ( 140 ) 191 1,158 10,573

Total ACL $ 41,500 $ ( 939 ) $ 239 $ 700 $ 41,500

The following table presents a vintage analysis of the commercial portfolio segment by loan sub-class and risk rating or delinquency status.

At March 31, 2024

At June 30, 2024

(in thousands) 2024 2023 2022 2021 2020 2019 and prior Revolving Revolving-term Total

43 unchanged sentences

The following table presents a vintage analysis of the consumer portfolio segment by loan sub-class and delinquency status:

At March 31, 2024

At June 30, 2024

(in thousands) 2024 2023 2022 2021 2020 2019 and prior Revolving Revolving-term Total

82 unchanged sentences

The following tables present a vintage analysis of the commercial and consumer portfolio segment by loan sub-class and gross charge-offs:

At March 31, 2024

At June 30, 2024

(in thousands) 2024 2023 2022 2021 2020 2019 and prior Revolving Revolving-term Total

6 unchanged sentences

Total LHFI $ — $ ( 12 ) $ ( 3 ) $ — $ — $ ( 1,081 ) $ ( 135 ) $ — $ ( 1,231 )

December 31, 2023

At December 31, 2023

(in thousands) 2023 2022 2021 2020 2019 2018 and prior Revolving Revolving-term Total

8 unchanged sentences

The following table presents the amortized cost basis of collateral-dependent loans by loan sub-class and collateral type:

At March 31, 2024

At June 30, 2024

(in thousands) 1-4 Family Multifamily Non-residential real estate Other non-real estate Total

2 unchanged sentences

Construction/land development

Multifamily construction

— 10,374 — — 10,374

CRE construction — — 3,821 — 3,821

Total 561 12,289 20,064 — 32,914

— 1,915 20,051 — 21,966

Commercial and industrial loans

2 unchanged sentences

2,544 — 4,420 3,131 10,095

Consumer loans

Single family

768 — — — 768

Total collateral-dependent loans $ 2,544 $ 1,915 $ 24,471 $ 3,131 $ 32,061

At December 31, 2023

(in thousands) 1-4 Family Multifamily Non-residential real estate Other non-real estate Total

(in thousands) 1-4 Family Non-residential real estate Other non-real estate Total

Non-owner occupied CRE $ 573 $ 16,230 $ — $ 16,803

1 unchanged sentence

CRE construction — 3,821 — 3,821

Total 573 — 20,051 — 20,624

573 20,051 — 20,624

Commercial and industrial loans

4 unchanged sentences

Single family

773 — — — 773

Total collateral-dependent loans $ 4,134 $ 25,522 $ 4,587 $ 34,243

1 unchanged sentence

The following table presents nonaccrual status for loans:

At March 31, 2024 At December 31, 2023

At June 30, 2024 At December 31, 2023

(in thousands) Nonaccrual with no related ACL Total Nonaccrual Nonaccrual with no related ACL Total Nonaccrual

2 unchanged sentences

Construction/land development

Multifamily construction

10,374 10,374 — —

CRE construction 3,821 3,821 3,821 3,821

Total 32,914 32,914 20,624 20,624

21,966 21,966 20,624 20,624

Commercial and industrial loans

6 unchanged sentences

Home equity and other — 1,575 — 1,310

Total 1,054 4,245 773 3,960

— 2,899 773 3,960

Total nonaccrual loans $ 30,768 $ 36,374 $ 35,254 $ 38,976

The following tables present an aging analysis of past due loans by loan portfolio segment and loan sub-class:

At March 31, 2024

At June 30, 2024

Past Due and Still Accruing

36 unchanged sentences

— 1,915 — 20,624 22,539 5,125,451 5,147,990

22,539 5,125,451 5,147,990

Commercial and industrial loans

9 unchanged sentences

% 0.08 % 0.05 % 0.06 % 0.53 % 0.72 % 99.28 % 100.00 %

(1) Includes loans whose repayments are insured by the FHA or guaranteed by the VA or Small Business Administration ("SBA") of $ 11.9 million and $ 12.4 million at March 31, 2024 and December 31, 2023, respectively.

(1) Includes loans whose repayments are insured by the FHA or guaranteed by the VA or Small Business Administration ("SBA") of $ 11.3 million and $ 12.4 million at June 30, 2024 and December 31, 2023, respectively.

(2) FHA-insured and VA-guaranteed single family loans that are 90 days or more past due are maintained on accrual status if they are determined to have little to no risk of loss.

(3) Includes $ 1.3 million of loans at both March 31, 2024 and December 31, 2023, where a fair value option election was made at the time of origination and, therefore, are carried at fair value with changes in fair value recognized in our consolidated income statements.

(3) Includes $ 1.3 million of loans at June 30, 2024 and December 31, 2023 where a fair value option election was made at the time of origination and, therefore, are carried at fair value with changes in fair value recognized in our consolidated income statements.

Loan Modifications

1 unchanged sentence

In certain instances, the Company may grant more than one type of modification.

The granting of modifications for the quarters ended March 31, 2024 and 2023 did not have a material impact on the ACL.

The following tables provide information related to loans modified for the quarters ended March 31, 2024 and 2023 to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted:

The granting of modifications for the quarters and six months ended June 30, 2024 and 2023 did not have a material impact on the ACL.

The following tables provide information related to loans modified for the quarters and six months ended June 30, 2024 and 2023 to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted:

Significant Payment Delay

Quarter Ended March 31,

(in thousands, except percentages) Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

(in thousands, except percentages) Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable

Commercial business $ — — % $ — — % $ 97 0.03 % $ — — %

Term Extension

Quarter Ended March 31,

(in thousands, except percentages) Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable

Non-owner occupied CRE $ 560 0.09 % $ — — %

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Commercial business $ — — % $ 4,734 1.27 % $ 3,455 0.92 % $ 4,734 1.27 %

Significant Payment Delay and Term Extension

Quarter Ended March 31,

(in thousands, except percentages) Amortized Cost Basis at Period End % of Total Class of Financing Receivable Amortized Cost Basis at Period End % of Total Class of Financing Receivable

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Single family $ 804 0.07 % $ 942 0.09 % $ 1,177 0.03 % $ 1,120 0.10 %

Interest Rate Reduction, Significant Payment Delay and Term Extension

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Single family $ — — % $ 192 0.02 % $ — — % $ 192 0.02 %

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty:

Interest Rate Reduction

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Single family — Reduced weighted-average contractual interest rate from 5.25 % to 5.00 %.

— Reduced weighted-average contractual interest rate from 5.25 % to 5.00 %.

Significant Payment Delay

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Commercial business — — The weighted average duration of loan payments deferred is 2.8 years.

3 unchanged sentences

A weighted average 0.55 % of loan balances were capitalized and added to the remaining term of the loan.

Provided payment deferrals to borrowers.

A weighted average 1.00 % of loan balances were capitalized and added to the remaining term of the loan.

Provided payment deferrals to borrowers.

A weighted average 0.52 % of loan balances were capitalized and added to the remaining term of the loan.

Term Extension

Quarter Ended March 31,

Non-owner occupied CRE Added a weighted average 0.25 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Quarter Ended June 30, Six Months Ended June 30,

2024 2023 2024 2023

Commercial business — Added a weighted average 0.3 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Added a weighted average 0.4 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Added a weighted average 0.3 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Single family Added a weighted average 2.8 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Added a weighted average 2.9 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Added a weighted average 3.0 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Added a weighted average 5.9 years to the life of loans, which reduced the monthly payment amounts to the borrowers.

Upon determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or portion of the loan) is written off.

Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

The following table depicts the payment status of loans that were classified as MBFDs on or after January 1, 2023 through December 31, 2023:

Payment Status (Amortized Cost Basis) at March 31, 2024

The following table depicts the payment status of loans that were classified as MBFDs on or after April 1, 2023 through March 31, 2024:

Payment Status (Amortized Cost Basis) at June 30, 2024

(in thousands) Current 30-89 Days Past Due 90+ Days Past Due

4 unchanged sentences

Total $ 2,752 $ 3,541 $ 25,888

The following table depicts the payment status of loans that were classified as MBFDs on or after January 1, 2022 through December 31, 2022:

Payment Status (Amortized Cost Basis) at March 31, 2023

The following table depicts the payment status of loans that were classified as MBFDs on or after April 1, 2022 through March 31, 2023:

Payment Status (Amortized Cost Basis) at June 30, 2023

(in thousands) Current 30-89 Days Past Due 90+ Days Past Due

1 unchanged sentence

Single family 9,930 920 608

Home equity and other 119 — —

Total $ 14,664 $ 920 $ 608

The following table provides the amortized cost basis as of March 31, 2024 of MBFDs on or after January 1, 2023 through December 31, 2023 and subsequently had a payment default:

The following table provides the amortized cost basis as of June 30, 2024 of MBFDs on or after April 1, 2023 through March 31, 2024 and subsequently had a payment default:

Amortized Cost Basis of Modified Loans That Subsequently Defaulted

Quarter Ended March 31, 2024

Quarter Ended June 30, 2024

(in thousands) Significant Payment Delay Term Extension Interest Rate Reduction and Term Extension Significant Payment Delay and Term Extension Interest Rate Reduction, Significant Payment Delay and Term Extension

Commercial business $ — $ 2,708 $ — $ — $ —

Single family 833 — — — —

Total $ 833 $ 2,708 $ — $ — $ —

The following table provides the amortized cost basis as of June 30, 2023 of MBFDs on or after April 1, 2022 through March 31, 2023 and subsequently had a payment default:

Amortized Cost Basis of Modified Loans That Subsequently Defaulted

Quarter Ended June 30, 2023

Single family $ — $ — $ — $ 215 $ 469

The following table provides the amortized cost basis as of June 30, 2024 of MBFDs on or after April 1, 2023 through March 31, 2024 and subsequently had a payment default:

Amortized Cost Basis of Modified Loans That Subsequently Defaulted

Six Months Ended June 30, 2024

Non-owner occupied CRE $ — $ — $ — $ 16,240 $ —

3 unchanged sentences

Total $ 1,074 $ 7,128 $ — $ 20,415 $ —

The following table provides the amortized cost basis as of March 31, 2023 of MBFDs on or after January 1, 2022 through December 31, 2022 and subsequently had a payment default:

The following table provides the amortized cost basis as of June 30, 2023 of MBFDs on or after April 1, 2022 through March 31, 2023 and subsequently had a payment default:

Amortized Cost Basis of Modified Loans That Subsequently Defaulted

Quarter Ended March 31, 2023

Six Months Ended June 30, 2023

2 unchanged sentences

Deposit balances, including their weighted average rates, were as follows:

At March 31, 2024 At December 31, 2023

At June 30, 2024 At December 31, 2023

(dollars in thousands) Amount Weighted Average Rate Amount Weighted Average Rate

9 unchanged sentences

Total deposits $ 6,532,470 2.77 % $ 6,763,378 2.58 %

There were $ 256 million and $ 255 million in public funds included in deposits at March 31, 2024 and December 31, 2023, respectively.

There were $ 283 million and $ 255 million in public funds included in deposits at June 30, 2024 and December 31, 2023, respectively.

Certificates of deposit outstanding mature as follows:

(in thousands) March 31, 2024

(in thousands) June 30, 2024

Within one year $ 2,915,523

5 unchanged sentences

Total $ 3,197,973

The aggregate amount of certificate of deposits in denominations of more than the FDIC limit of $250 thousand at March 31, 2024 and December 31, 2023 were $ 277 million and $ 194 million, respectively.

The aggregate amount of certificate of deposits in denominations of more than the FDIC limit of $250 thousand at June 30, 2024 and December 31, 2023 were $ 250 million and $ 194 million, respectively.

NOTE 5– DERIVATIVES AND HEDGING ACTIVITIES:

1 unchanged sentence

The notional amounts and fair values for derivatives, all of which are economic hedges are included in other assets or accounts payable and other liabilities on the consolidated balance sheet, consist of the following:

At March 31, 2024

At June 30, 2024

Notional amount Fair value derivatives

21 unchanged sentences

Carrying value on consolidated balance sheet $ 1,064 $ ( 10,588 )

(1) Includes net cash collateral received of $ 11.9 million and $ 9.9 million at March 31, 2024 and December 31, 2023, respectively.

(1) Includes net cash collateral received of $ 11.4 million and $ 9.9 million at June 30, 2024 and December 31, 2023, respectively.

The following table presents gross fair value and net carrying value information for derivative instruments:

1 unchanged sentence

Carrying value

At March 31, 2024

At June 30, 2024

Derivative assets $ 12,358 $ ( 11,451 ) $ 907

3 unchanged sentences

Derivative liabilities ( 10,783 ) 195 ( 10,588 )

(1) Includes net cash collateral received of $ 11.9 million and $ 9.9 million at March 31, 2024 and December 31, 2023, respectively.

(1) Includes net cash collateral received of $ 11.4 million and $ 9.9 million at June 30, 2024 and December 31, 2023, respectively.

The collateral used under the Company's master netting agreements is typically cash, but securities may be used under agreements with certain counterparties.

3 unchanged sentences

Any securities pledged to counterparties as collateral remain on the consolidated balance sheets.

At March 31, 2024 and December 31, 2023, the Company had liabilities of $ 11.9 million and $ 10.1 million, respectively, in cash collateral received from counterparties and receivables of $ 44 thousand and $ 218 thousand, respectively, in cash collateral paid to counterparties.

At June 30, 2024 and December 31, 2023, the Company had liabilities of $ 11.6 million and $ 10.1 million, respectively, in cash collateral received from counterparties and receivables of $ 125 thousand and $ 218 thousand, respectively, in cash collateral paid to counterparties.

The following table presents the net gain (loss) recognized on economic hedge derivatives, within the respective line items in the consolidated income statements for the periods indicated:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

1 unchanged sentence

Net gain (loss) on loan origination and sale activities (1)

$ 226 $ 189 $ 312 $ 267

Loan servicing income (loss) (2)

3 unchanged sentences

(3) Impact of interest rate swap agreements executed with commercial banking customers and broker dealer counterparties.

The notional amount of open interest rate swap agreements executed with commercial banking customers and broker dealer counterparties at March 31, 2024 and December 31, 2023 were $ 233 million and $ 236 million, respectively.

The interest income from US Treasury notes securities used for hedging purposes, which is included in interest income on the consolidated income statements, was $ 0.3 million and $ 0.5 million for the quarters ended June 30, 2024 and 2023, respectively, and was $ 0.6 million and $ 0.9 million for the six months ended June 30, 2024 and 2023, respectively.

The notional amount of open interest rate swap agreements executed with commercial banking customers and broker dealer counterparties at June 30, 2024 and December 31, 2023 were $ 228 million and $ 236 million, respectively.

NOTE 6– MORTGAGE BANKING OPERATIONS:

LHFS consisted of the following:

(in thousands) At March 31, 2024 At December 31, 2023

(in thousands) At June 30, 2024 At December 31, 2023

Single family $ 22,147 $ 12,849

2 unchanged sentences

Loans sold consisted of the following for the periods indicated:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

3 unchanged sentences

Gain on loan origination and sale activities, including the effects of derivative risk management instruments, consisted of the following:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

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The unpaid principal balance of loans serviced for others is as follows:

(in thousands) At March 31, 2024 At December 31, 2023

(in thousands) At June 30, 2024 At December 31, 2023

Single family $ 5,243,515 $ 5,316,304

2 unchanged sentences

The following is a summary of changes in the Company's liability for estimated single-family mortgage repurchase losses:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

9 unchanged sentences

Advances are also made to fund the foreclosure and collection costs of delinquent loans prior to the recovery of reimbursable amounts from investors or borrowers.

Advances of $ 3.1 million and $ 2.9 million were recorded in other assets as of March 31, 2024 and December 31, 2023, respectively.

Advances of $ 3.4 million and $ 2.9 million were recorded in other assets as of June 30, 2024 and December 31, 2023, respectively.

When the Company has the unilateral right to repurchase Ginnie Mae pool loans it has previously sold (generally loans that are more than 90 days past due), the Company records the balance of the loans as other assets and other liabilities.

At March 31, 2024 and December 31, 2023, delinquent or defaulted mortgage loans currently in Ginnie Mae pools that the Company has recognized on its consolidated balance sheets totaled $ 5.9 million and $ 5.6 million, respectively.

At June 30, 2024 and December 31, 2023, delinquent or defaulted mortgage loans currently in Ginnie Mae pools that the Company has recognized on its consolidated balance sheets totaled $ 5.7 million and $ 5.6 million, respectively.

Revenue from mortgage servicing, including the effects of derivative risk management instruments, consisted of the following:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

4 unchanged sentences

Amortization of multifamily and SBA MSRs ( 1,459 ) ( 1,435 ) ( 2,861 ) ( 2,989 )

3,390 3,531 6,914 6,962

Risk management, single family MSRs:

Changes in fair value of MSRs due to assumptions (2)

529 1,320 1,147 1,009

Net gain (loss) from economic hedging (3)

4 unchanged sentences

(2) Principally reflects changes in model assumptions, including prepayment speed assumptions, which are primarily affected by changes in mortgage interest rates.

(3) The interest income from US Treasury notes securities used for hedging purposes, which is included in interest income on the consolidated income statements, was $ 0.3 million and $ 0.4 million for the quarters ended March 31, 2024 and 2023, respectively.

(3) The interest income from US Treasury notes securities used for hedging purposes, which is included in interest income on the consolidated income statements, was $ 0.3 million and $ 0.5 million for the quarters ended June 30, 2024 and 2023, respectively, and was $ 0.6 million and $ 0.9 million for the six months ended June 30, 2024 and 2023, respectively.

The changes in single family MSRs measured at fair value are as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

1 unchanged sentence

Additions and amortization:

853 919 1,470 1,538

Amortization (1)

3 unchanged sentences

Changes in fair value assumptions (2)

529 1,320 1,147 1,009

Ending balance $ 73,725 $ 76,314 $ 73,725 $ 76,314

2 unchanged sentences

Key economic assumptions used in measuring the initial fair value of capitalized single family MSRs were as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(rates per annum) (1)

2024 2023 2024 2023

Constant prepayment rate ("CPR") (2)

4 unchanged sentences

For single family MSRs, we use a discounted cash flow valuation technique which utilizes CPRs and discount rates as significant unobservable inputs as noted in the table below:

At March 31, 2024 At December 31, 2023

At June 30, 2024 At December 31, 2023

Range of Inputs Average (1)

7 unchanged sentences

To compute hypothetical sensitivities of the value of our single family MSRs to immediate adverse changes in key assumptions, we computed the impact of changes to CPRs and in discount rates as outlined below:

(dollars in thousands) At March 31, 2024

(dollars in thousands) At June 30, 2024

Fair value of single family MSR $ 73,725

6 unchanged sentences

The changes in multifamily and SBA MSRs measured at the lower of amortized cost or fair value were as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

4 unchanged sentences

Key economic assumptions used in measuring the initial fair value of capitalized multifamily MSRs were as follows:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(rates per annum) (1)

2024 2023 2024 2023

Discount rate 13.00 % 13.00 % 13.00 % 13.00 %

1 unchanged sentence

For multifamily MSRs, we use a discounted cash flow valuation technique which utilizes CPRs and discount rates as significant unobservable inputs as noted in the table below.

Multifamily DUS loans typically contain yield maintenance features that significantly reduce loan prepayments, driving a CPR of zero.

At March 31, 2024 At December 31, 2023

Multifamily DUS loans typically contain yield maintenance features that significantly reduce loan prepayments, resulting in a CPR of zero for valuation purposes.

At June 30, 2024 At December 31, 2023

Range of Inputs Average (1)

8 unchanged sentences

For loans that have been sold through this program, a liability is recorded for this loss sharing arrangement under the accounting guidance for guarantees.

At both March 31, 2024 and December 31, 2023, the total unpaid principal balance of loans sold under this program was $ 1.8 billion.

The Company's reserve liability related to this arrangement totaled $ 0.4 million and $ 0.5 million at March 31, 2024 and December 31, 2023, respectively.

There were no actual losses incurred under this arrangement during the quarters ended March 31, 2024 and 2023.

At both June 30, 2024 and December 31, 2023, the total unpaid principal balance of loans sold under this program was $ 1.8 billion.

The Company's reserve liability related to this arrangement totaled $ 0.4 million and $ 0.5 million at June 30, 2024 and December 31, 2023, respectively.

There were no actual losses incurred under this arrangement during the quarters and six months ended June 30, 2024 and 2023.

In the ordinary course of business, the Company sells residential mortgage loans to GSEs and other entities.

1 unchanged sentence

The Company may be required to repurchase mortgage loans or indemnify loan purchasers due to defects in the origination process of the loan, such as documentation errors, underwriting errors and judgments, early payment defaults and fraud.

The total unpaid principal balance of loans sold on a servicing-retained basis that were subject to the terms and conditions of these representations and warranties totaled $ 5.3 billion as of March 31, 2024 and December 31, 2023.

At March 31, 2024 and December 31, 2023, the Company had recorded a mortgage repurchase liability for loans sold on a servicing-retained and servicing-released basis, included in accounts payable and other liabilities on the consolidated balance sheets, of $ 1.3 million and $ 1.5 million, respectively.

The total unpaid principal balance of loans sold on a servicing-retained basis that were subject to the terms and conditions of these representations and warranties totaled $ 5.2 billion and $ 5.3 billion as of June 30, 2024 and December 31, 2023, respectively.

At June 30, 2024 and December 31, 2023, the Company had recorded a mortgage repurchase liability for loans sold on a servicing-retained and servicing-released basis, included in accounts payable and other liabilities on the consolidated balance sheets, of $ 1.2 million and $ 1.5 million, respectively.

NOTE 8– EARNINGS PER SHARE:

The following table summarizes the calculation of earnings per share:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands, except share and per share data) 2024 2023 2024 2023

9 unchanged sentences

( 0.33 ) ( 1.67 ) ( 0.73 ) ( 1.41 )

(1) Excluded from the computation of diluted earnings per share (due to their antidilutive effect) for the quarters ended March 31, 2024 and 2023 were certain unvested RSUs and PSUs.

On a weighted average basis, 561,610 and 251,821 unvested stock units convertible into shares of common stock were excluded at March 31, 2024 and 2023, respectively, because their effect would have been anti-dilutive.

(1) Excluded from the computation of diluted earnings per share (due to their antidilutive effect) for the quarters and six months ended June 30, 2024 and 2023 were certain unvested RSUs and PSUs.

On a weighted average basis 559,921 and 248,840 unvested stock units convertible into shares of common stock were excluded at June 30, 2024 and 2023, respectively, because their effect would have been anti-dilutive.

NOTE 9– FAIR VALUE MEASUREMENT:

58 unchanged sentences

The following tables presents the levels of the fair value hierarchy for the Company's assets and liabilities measured at fair value on a recurring basis:

At March 31, 2024

At June 30, 2024

(in thousands) Fair Value Level 1 Level 2 Level 3

20 unchanged sentences

Total assets $ 1,267,775 $ 26,126 $ 1,164,344 $ 77,305

Futures $ 10 $ 10 $ — $ —

Forward sale commitments 146 — 146 —

29 unchanged sentences

Total liabilities $ 10,783 $ 3 $ 10,780 $ —

There were no transfers between levels of the fair value hierarchy during the quarters ended March 31, 2024 and 2023.

There were no transfers between levels of the fair value hierarchy during the quarters and six months ended June 30, 2024 and 2023.

Level 3 Recurring Fair Value Measurements

The Company's Level 3 recurring fair value measurements consist of investment securities AFS, single family MSRs, single family LHFI where fair value option was elected, certain single family LHFS and interest rate lock commitments, which are accounted for as derivatives.

For information regarding fair value changes and activity for single family MSRs during the quarters ended March 31, 2024 and 2023, see Note 6, Mortgage Banking Operations of this Quarterly Report on Form 10-Q.

For information regarding fair value changes and activity for single family MSRs during the quarters and six months ended June 30, 2024 and 2023, see Note 6, Mortgage Banking Operations of this Quarterly Report on Form 10-Q.

The fair value of IRLCs considers several factors, including the fair value in the secondary market of the underlying loan resulting from the exercise of the commitment, the expected net future cash flows related to the associated servicing of the loan (referred to as the value of servicing) and the probability that the commitment will not be converted into a funded loan (referred to as a fall-out factor).

4 unchanged sentences

Because these inputs are not observable in market trades, the fall-out factor and value of servicing are considered to be Level 3 inputs.

The fair value of IRLCs decreases in value upon an increase in the fall-out factor and increases in value upon an increase in the value of servicing.

The fair value of IRLCs decreases

in value upon an increase in the fall-out factor and increases in value upon an increase in the value of servicing.

Changes in the fall-out factor and value of servicing do not increase or decrease based on movements in other significant unobservable inputs.

9 unchanged sentences

The Company determined these loans to be level 3 recurring assets as the valuation technique included a significant unobservable input.

The total amount of held for investment loans where fair value option election was made was $ 1.3 million at both March 31, 2024 and December 31, 2023.

The total amount of held for investment loans where fair value option election was made was $ 1.3 million at June 30, 2024 and December 31, 2023.

The following information presents significant Level 3 unobservable inputs used to measure fair value of certain assets:

1 unchanged sentence

Technique Significant Unobservable

Input Low High Weighted Average

March 31, 2024

Inputs Low High Weighted Average

June 30, 2024

Investment securities AFS $ 1,769 Income approach Implied spread to benchmark interest rate curve

9 unchanged sentences

Value of servicing 0.32 % 0.80 % 0.57 %

We had no LHFS where the fair value was not derived with significant observable inputs at March 31, 2024 and December 31, 2023.

We had no LHFS where the fair value was not derived with significant observable inputs at June 30, 2024 and December 31, 2023.

The following table presents fair value changes and activity for certain Level 3 assets for the periods indicated:

1 unchanged sentence

Ending balance

Quarter Ended March 31, 2024

Quarter Ended June 30, 2024

Investment securities AFS $ 1,791 $ — $ — $ ( 50 ) $ 28 $ 1,769

Single family LHFI 1,285 — — — 1 1,286

Quarter Ended March 31, 2023

Quarter Ended June 30, 2023

Investment securities AFS $ 2,030 $ — $ — $ ( 48 ) $ ( 69 ) $ 1,913

Single family LHFI 5,231 — — ( 3,925 ) ( 37 ) 1,269

Six Months Ended June 30, 2024

Investment securities AFS $ 1,860 $ — $ — $ ( 100 ) $ 9 $ 1,769

Single family LHFI 1,280 — — — 6 1,286

Six Months Ended June 30, 2023

Investment securities AFS $ 2,009 $ — $ — $ ( 96 ) $ — $ 1,913

Single family LHFI 5,868 — — ( 4,607 ) 8 1,269

(1) Changes in fair value for single LHFI are recorded in other noninterest income on the consolidated income statements.

The following table presents fair value changes and activity for Level 3 interest rate lock commitments:

Quarter Ended March 31,

Quarter Ended June 30, Six Months Ended June 30,

(in thousands) 2024 2023 2024 2023

18 unchanged sentences

The following table presents assets classified as Level 3 that had changes in their recorded fair value for the periods indicated and what we still held at the end of the respective reporting period:

(in thousands) Fair Value Total Gains (Losses)

At or for the Quarter Ended March 31, 2024

$ 423 $ ( 50 )

At or for the Quarter Ended March 31, 2023

$ 3,793 $ ( 159 )

(in thousands) Fair Value (1)

Total Gains (Losses)

At or for the Quarter Ended June 30, 2024

LHFI $ 3,131 $ ( 2,692 )

At or for the Quarter Ended June 30, 2023

LHFI 4,214 ( 811 )

At or for the Six Months Ended June 30, 2024

LHFI 3,131 ( 2,743 )

At or for the Six Months Ended June 30, 2023

LHFI 4,214 ( 970 )

(1) Represents the carrying value of loans for which adjustments are based on the fair value of the collateral.

1 unchanged sentence

The following presents the carrying value, estimated fair value and the levels of the fair value hierarchy for the Company's financial instruments other than assets and liabilities measured at fair value on a recurring basis:

At March 31, 2024

At June 30, 2024

(in thousands) Carrying

30 unchanged sentences

The following table presents the difference between the aggregate fair value and the aggregate unpaid principal balance of loans held for sale accounted for under the fair value option:

At March 31, 2024 At December 31, 2023

At June 30, 2024 At December 31, 2023

(in thousands) Fair Value Aggregate Unpaid Principal Balance Fair Value Less Aggregated Unpaid Principal Balance Fair Value Aggregate Unpaid Principal Balance Fair Value Less Aggregated Unpaid Principal Balance

Single family LHFS $ 22,147 $ 21,760 $ 387 $ 12,849 $ 12,583 $ 266

NOTE 10– COMMITMENTS AND CONTINGENCIES:

As of March 31, 2024, HomeStreet was obligated on a $ 135 million letter of credit to the FHLB which is being used as collateral for public fund deposits.

NOTE 11– SUBSEQUENT EVENTS:

On April 30, 2024, the Company entered into Amendment No.

The parties to the Merger expect to complete the Merger in late 2024, subject to the satisfaction of closing conditions, including receipt of customary required regulatory approvals, the approval of the merger agreement by HomeStreet shareholders and satisfaction or waiver of other closing conditions.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements