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Item 5. Market for Registrant’s Common Equity

2022-02-25 compared with 2021-02-26 · 3 added, 85 removed, 20 unchanged (81% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is listed on the NASDAQ Global Select Market under the symbol “NWBI.” As of February 22, 2021, we had 18 registered market makers, 12,442 stockholders of record (excluding the number of persons or entities holding stock in street name through various brokerage firms), and 126,949,388 shares outstanding.

Our common stock is listed on the NASDAQ Global Select Market under the symbol “NWBI”.

As of February 22, 2022, we had 25 registered market makers, 10,182 stockholders of record (excluding the number of persons or entities holding stock in street name through various brokerage firms), and 126,672,903 shares outstanding.

Payment of dividends on our shares of common stock is subject to determination and declaration by the Board of Directors and will depend upon a number of factors, including capital requirements, regulatory limitations on the payment of dividends, our results of operations and financial condition, tax considerations and general economic conditions.

4 unchanged sentences

This program does not have expiration date.

During the quarter ended December 31, 2020, we repurchased 759,827 shares and there are a maximum of 4,074,262 remaining shares that can be purchased under the current repurchase program.

Month Number of shares purchased Average

per share Total number of shares purchased as part of a publicly announced repurchase plan Maximum number of

shares yet to be purchased under the plan

October — — — 4,834,089

November 235,907 11.91 235,907 4,598,182

December 523,920 12.34 523,920 4,074,262

During the quarter ended December 31, 2021, we did not repurchase any shares and there are a maximum of 2,261,130 remaining shares that can be purchased under the current repurchase program.

Stock Performance Graph

11 unchanged sentences

NASDAQ Bank 100.00 106.14 88.44 109.61 101.31 144.54

SELECTED FINANCIAL DATA

Selected Financial and Other Data

The summary financial information presented below is derived in part from the Company’s Consolidated Financial Statements.

The following is only a summary and should be read in conjunction with the Consolidated Financial Statements and notes included elsewhere in this document.

The information at December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 is derived in part from the audited Consolidated Financial Statements that appear in this document.

The information at December 31, 2018, 2017 and 2016, and for the years ended December 31, 2017 and 2016, is derived in part from audited Consolidated Financial Statements that do not appear in this document.

At December 31,

2020 2019 2018 2017 2016

(In thousands)

Selected Consolidated Financial Data:

Total assets $ 13,806,268 10,493,908 9,607,773 9,363,934 9,623,640

Cash and cash equivalents 736,277 60,846 68,789 77,710 389,867

Marketable securities held-to-maturity 67,990 — — — 4,808

Marketable securities available-for-sale 252,237 146,742 224,192 261,809 378,666

Mortgage-backed securities held-to-maturity 178,887 18,036 22,765 29,677 15,170

Mortgage-backed securities available-for-sale 1,146,704 673,159 577,258 530,726 447,534

Loans receivable, net of allowance for credit losses:

Residential mortgage loans held-for-sale 58,786 7,709 — — —

Residential mortgage loans 3,002,069 2,857,844 2,860,333 2,772,248 2,693,439

Home equity loans 1,461,744 1,339,729 1,254,890 1,305,521 1,340,837

Consumer loans 1,490,297 1,112,539 848,214 658,056 634,334

Commercial real estate loans 3,255,990 2,732,802 2,443,446 2,431,266 2,315,414

Commercial loans 1,177,536 700,110 589,342 569,523 512,384

Total loans receivable, net 10,446,422 8,750,733 7,996,225 7,736,614 7,496,408

Deposits 11,599,233 8,592,007 7,894,179 7,826,989 7,882,321

Borrowed funds 283,044 246,336 234,389 108,238 142,899

Shareholders’ equity 1,538,703 1,353,285 1,257,638 1,207,724 1,170,663

For the years ended December 31,

2020 2019 2018 2017 2016

(In thousands except per share data)

Selected Consolidated Operating Data:

Total interest income $ 434,068 417,380 375,781 358,856 345,634

Total interest expense 42,340 56,914 37,140 28,071 38,299

Net interest income 391,728 360,466 338,641 330,785 307,335

Provision for credit losses 83,975 22,659 20,332 19,751 13,542

Net interest income after provision for credit losses 307,753 337,807 318,309 311,034 293,793

Noninterest income 132,265 99,407 91,702 110,480 85,360

Noninterest expense 347,492 296,103 276,098 285,603 307,838

Income before income taxes 92,526 141,111 133,913 135,911 71,315

Income tax expense 17,672 30,679 28,422 41,444 21,648

Net income $ 74,854 110,432 105,491 94,467 49,667

Earnings per share:

Basic $ 0.62 1.05 1.03 0.94 0.50

Diluted $ 0.62 1.04 1.02 0.92 0.49

At or for the year ended December 31,

2020 2019 2018 2017 2016

Selected Financial Ratios and Other Data:

Return on average assets (1), (5), (6), (7), (8), (9), (10) 0.58 % 1.07 % 1.11 % 0.99 % 0.55 %

Return on average equity (2), (5), (6), (7), (8), (9), (10) 4.72 % 8.36 % 8.61 % 7.95 % 4.28 %

Average capital to average assets 12.29 % 12.79 % 12.87 % 12.51 % 12.73 %

Capital to total assets 11.14 % 12.90 % 13.09 % 12.90 % 12.16 %

Tangible common equity to tangible assets 8.48 % 9.72 % 10.03 % 9.68 % 8.95 %

Net interest rate spread (3) 3.24 % 3.62 % 3.73 % 3.72 % 3.60 %

Net interest margin (4) 3.36 % 3.84 % 3.88 % 3.82 % 3.73 %

Noninterest expense to average assets (5), (6), (8), (9), (10) 2.70 % 2.87 % 2.90 % 3.01 % 3.38 %

Efficiency ratio (5), (6), (7), (8), (9), (10) 65.01 % 62.97 % 62.80 % 63.19 % 77.31 %

Noninterest income to average assets (7) 1.03 % 0.96 % 0.96 % 1.16 % 0.94 %

Net interest income to noninterest expense (5), (6), (8), (9), (10) 1.13x 1.22x 1.23x 1.16x 1.00x

Dividend payout ratio 122.58 % 69.23 % 66.67 % 69.60 % 122.45 %

Nonperforming loans to net loans receivable 0.99 % 0.79 % 0.91 % 0.84 % 1.07 %

Nonperforming assets to total assets 0.77 % 0.67 % 0.78 % 0.75 % 0.88 %

Allowance for credit losses to nonperforming loans 129.99 % 84.09 % 76.21 % 87.43 % 76.00 %

Allowance for credit losses to net loans receivable 1.27 % 0.66 % 0.69 % 0.73 % 0.81 %

Average interest-earning assets to average interest-bearing liabilities 1.35x 1.35x 1.35x 1.31x 1.28x

Number of banking offices 170 181 172 172 176

Number of consumer finance offices — — — — 49

(1) Represents net income divided by average assets.

(2) Represents net income divided by average equity.

(3) Represents average yield on interest-earning assets less average cost of interest-bearing liabilities (shown on a fully taxable equivalent ("FTE") basis).

(4) Represents net interest income as a percentage of average interest-earning assets (shown on a FTE basis).

(5) 2016 includes $37.0 million FHLB prepayment penalty, $12.2 million restructuring/acquisition expense and $5.1 million ESOP termination expense.

(6) 2017 includes $4.4 million restructuring/acquisition expense.

(7) 2017 includes $17.2 million gain on sale of offices.

(8) 2018 includes $1.0 million restructuring/acquisition expense.

(9) 2019 includes $4.2 million restructuring/acquisition expense.

(10) 2020 includes $20.8 million acquisition/branch optimization expense, $41.6 million estimated provision for credit losses related to COVID-19 and $18.2 million

estimated provision for credit losses related to the effect of CECL on the acquisition of MutualBank.

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-K

Item 5. Market for Registrant’s Common Equity