15 unchanged sentences
KPMG LLP, an independent registered public accounting firm, has audited the Corporation’s Consolidated Financial Statements as of and for the year ended December 31, 2023 and the effectiveness of the Corporation’s internal control over financial reporting as of December 31, 2023, as stated in their reports, which are included herein.
−Removed: /s/ Rodger Levenson /s/ Dominic C.
−Removed: Rodger Levenson Dominic C.
−Removed: Chairman, President and Chief Executive Officer Executive Vice President and
−Removed: Chief Financial Officer
+Added: /s/ Rodger Levenson /s/ Arthur J.
+Added: Rodger Levenson Arthur J.
+Added: Chairman, President and Chief Executive Officer Executive Vice President, Chief Wealth Officer and
+Added: Interim Chief Financial Officer
February 29, 2024
5 unchanged sentences
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial condition of the Company as of December 31, 2022 and December 31, 2021, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes (collectively, the consolidated financial statements), and our report dated February 28, 2023 expressed an unqualified opinion on those consolidated financial statements.
+Added: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial condition of the Company as of December 31, 2023 and December 31, 2022, the related consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements), and our report dated February 29, 2024 expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
43 unchanged sentences
Description of Document
−Removed: 2.1 Agreement and Plan of Merger, dated March 9, 2021, by and between WSFS Financial Corporation and Bryn Mawr Bank Corporation is incorporated herein by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K filed on March 10, 2021*
3.1 Registrant’s Amended and Restated Certificate of Incorporation, as amended, is incorporated herein by reference to Exhibit 3.1 of the Registrant's Annual Report on Form 10-K for the year ended December 31, 2019.
6 unchanged sentences
4.4 Form of 2.75% Fixed-to-Floating Rate Senior Notes due 2030 is incorporated herein by reference to Exhibit A of Exhibit 4.2 to the Registrant’s Form 8-K filed on December 8, 2020.
−Removed: 4.5 Indenture, dated August 6, 2015, by and between Bryn Mawr Bank Corporation and U.S.
−Removed: Bank National Association, as trustee, incorporated by reference to Exhibit 4.1 to Bryn Mawr Bank Corporation's Form 8-K filed with the SEC on August 7, 2015.
−Removed: 4.6 First Supplemental Indenture, dated as of January 1, 2022 by and among WSFS Financial Corporation, Bryn Mawr Bank Corporation and U.S.
−Removed: Bank National Association, as trustee.
−Removed: 4.7 Forms of 4.75% Subordinated Note due 2025, incorporated by reference to Exhibit A-1 and Exhibit A-2 to the Indenture filed as Exhibit 4.1 to Bryn Mawr Bank Corporation's Form 8-K filed with the SEC on August 7, 2015.
4.5 Indenture, dated as of December 13, 2017 between Bryn Mawr Bank Corporation and U.S.
3 unchanged sentences
4.7 Second Supplemental Indenture, dated as of January 1, 2022 by and among WSFS Financial Corporation, Bryn Mawr Bank Corporation and U.S.
−Removed: Bank National Association, as trustee.
+Added: Bank National Association, as trustee, incorporated by reference to Exhibit 4.10 to the Registrant's Form 10-K filed on February 28, 2023.
4.8 Form of 4.25% Fixed-to-Floating Rate Subordinated Note due December 15, 2027 , incorporated by reference to Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2 to Bryn Mawr Bank Corporation's Form 8-K filed with the SEC on December 13, 2017.
4 unchanged sentences
4.11 Indenture, dated October 27, 2004 by and between Royal Bancshares of Pennsylvania, Inc.
−Removed: and JPMorgan Chase Bank, as trustee, incorporated by reference to Exhibit 10.1 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the Commission on November 1, 2004.
−Removed: Description of Document
−Removed: 4.15 Second Supplemental Indenture, dated as of January 1, 2022, by and among WSFS Financial Corporation, Bryn Mawr Bank Company, and The Bank of New York Mellon Trust Company, as trustee.
+Added: and JPMorgan Chase Bank, as trustee, incorporated by reference to Exhibit 10.1 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the SEC on November 1, 2004.
+Added: 4.12 Second Supplemental Indenture, dated as of January 1, 2022, by and among WSFS Financial Corporation, Bryn Mawr Bank Company, and The Bank of New York Mellon Trust Company, as trustee, incorporated by reference to Exhibit 4.15 to the Registrant's Form 10-K filed on February 28, 2023.
4.13 Indenture by and between Royal Bancshares of Pennsylvania, Inc.
−Removed: and JPMorgan Chase Bank, as trustee, dated October 27, 2004, incorporated by reference to Exhibit 10.2 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the Commission on November 1, 2004.
−Removed: 4.17 Second Supplemental Indenture, dated as of January 1, 2022, by and among WSFS Financial Corporation, Bryn Mawr Bank Company, and The Bank of New York Mellon Trust Company, as trustee.
+Added: and JPMorgan Chase Bank, as trustee, dated October 27, 2004, incorporated by reference to Exhibit 10.2 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the SEC on November 1, 2004.
+Added: 4.14 Second Supplemental Indenture, dated as of January 1, 2022, by and among WSFS Financial Corporation, Bryn Mawr Bank Company, and The Bank of New York Mellon Trust Company, as trustee, incorporated by reference to Exhibit 4.17 to the Registrant's Form 10-K filed on February 28, 2023.
+Added: Description of Document
4.15 Guarantee Agreement by and between Royal Bancshares of Pennsylvania, Inc.
−Removed: and JPMorgan Chase Bank, as guarantee trustee, dated October 27, 2004, incorporated by reference to Exhibit 10.3 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the Commission on November 1, 2004.
+Added: and JPMorgan Chase Bank, as guarantee trustee, dated October 27, 2004, incorporated by reference to Exhibit 10.3 to Royal Bancshares of Pennsylvania, Inc.'s Current Report on Form 8-K filed with the SEC on November 1, 2004.
4.16 Guarantee Agreement by and between Royal Bancshares of Pennsylvania, Inc.
4 unchanged sentences
10.4 WSFS Financial Corporation’s 2013 Incentive Plan is incorporated herein by reference to Appendix A of the Registrant’s Definitive Proxy Statement on Schedule 14-A for the 2013 Annual Meeting of Stockholders.
−Removed: 10.5 WSFS Financial Corporation's 2018 Incentive Plan, as amended on March 23, 2021, is incorporated herein by reference to the Appendix of the Registrant's Definitive Proxy Statement on Schedule 14-A for the 2021 Annual Meeting of Stockholders.
+Added: 10.5 WSFS Financial Corporation's 2018 Incentive Plan, as amended on May 16, 2023, is incorporated herein by reference to Appendix B of the Registrant's Definitive Proxy Statement on Schedule 14A for the 2023 Annual Meeting of Stockholders.
10.6 Letter Agreement, dated as of March 8, 2021, by and between WSFS Financial Corporation and Francis J.
−Removed: Leto , incorporated herein by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed with the SEC on J a nuary 3 , 20 22 .
+Added: Leto, incorporated herein by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed with the SEC on January 3, 2022.
10.7 Supplemental Pension and Retirement Plan of Beneficial Bank, incorporated herein by reference to Exhibit 10.2 of the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on May 10, 2019.
7 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002+
+Added: 97 WSFS Financial Corporation Compensation Clawback Policy, Adopted August 2023.
101.SCH XBRL Schema Document **
44 unchanged sentences
February 29, 2024 BY:
−Removed: /s/ Francis J.
February 29, 2024 BY:
February 29, 2024 BY:
−Removed: February 28, 2023 BY:
−Removed: /s/ Dominic C.
−Removed: Executive Vice President and Chief Financial Officer
+Added: /s/ Arthur J.
+Added: Executive Vice President, Chief Wealth Officer and Interim Chief Financial Officer
February 29, 2024 BY:
2 unchanged sentences
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.