8-K

WEBSTER FINANCIAL CORP (WBS)

8-K 2023-01-26 For: 2023-01-26
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________

FORM 8-K

_________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 26, 2023

_________________________

WEBSTER FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 001-31486 06-1187536
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)

200 Elm Street, Stamford, Connecticut 06902

(Address and zip code of principal executive offices)

203-578-2202

(Registrant’s telephone number, including area code)

______________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- --- Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
--- --- Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
--- ---

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbols Name of each exchange on which registered
Common Stock, par value $0.01 per share WBS New York Stock Exchange
Depositary Shares, each representing 1/1000th interest in a share of 5.25% Series F Non-Cumulative Perpetual Preferred Stock WBS-PrF New York Stock Exchange
Depositary Shares, each representing 1/40th interest in a share of 6.50% Series G Non-Cumulative Perpetual Preferred Stock WBS-PrG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On January 26, 2023, Webster Financial Corporation (the Company) issued a press release reporting its results of operations for the quarter ended December 31, 2022. That press release is attached hereto as Exhibit 99.1.

Information contained herein, including Exhibit 99.1, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information or Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure

On January 26, 2023, the Company will hold a conference call to discuss its financial results for the quarter ended December 31, 2022, including the press release and other matters relating to the Company. Presentation slides and a link to the live webcast will be available via Webster's Investor Relations website at investors.websterbank.com.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits.

Exhibit<br>Number Description
99.1 Press release datedJanuary 26, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WEBSTER FINANCIAL CORPORATION
(Registrant)
Date: January 26, 2023 /s/ Albert J. Wang
Albert J. Wang
Executive Vice President and Chief Accounting Officer

Document

Exhibit 99.1

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WEBSTER REPORTS

FOURTH QUARTER 2022 EPS OF $1.38; ADJUSTED EPS OF $1.60

STAMFORD, Conn., January 26, 2023 - Webster Financial Corporation ("Webster") (NYSE: WBS), the holding company for Webster Bank, N.A. and its HSA Bank division, today announced net income available to common stockholders of $240.6 million, or $1.38 per diluted share, for the quarter ended December 31, 2022, compared to $109.1 million, or $1.20 per diluted share, for the quarter ended December 31, 2021.

Fourth quarter 2022 results include $50.4 million pre-tax ($37.0 million after tax), or $0.221 per diluted share, of charges related to the merger with Sterling Bancorp on January 31, 2022 ("the merger") and balance sheet repositioning. Excluding these charges, adjusted earnings per diluted share would have been $1.601 for the quarter ended December 31, 2022. Reported results prior to the first quarter of 2022 reflect legacy Webster results only.

For the full year 2022, net income available to common stockholders was $628.4 million, or $3.72 per diluted share, and includes a combined $433.2 million ($319.0 million after tax) of initial non-purchase credit deteriorated (non-PCD) provision, merger-related, strategic initiatives, and other charges.

"With a continued focus on our clients, colleagues, and communities, we are pleased to report strong financial results in the quarter and for the full-year 2022," said John R. Ciulla, president and chief executive officer. "As pleased as we are with our financial performance, we are equally proud of the progress we have made from a culture and talent perspective."

Highlights for the fourth quarter of 2022:

•Revenue of $704.6 million.

•Period end loan and lease balance of $49.8 billion; 81 percent commercial loans and leases, 19 percent consumer loans, and a loan to deposit ratio of 92 percent.

•Period end deposit balance of $54.1 billion.

•Provision for credit losses totaled $43.0 million.

•Charges related to the merger and balance sheet repositioning totaled $50.4 million.

•Return on average assets of 1.40 percent; adjusted 1.61 percent1.

•Return on average tangible common equity of 19.93 percent1; adjusted 22.92 percent1.

•Net interest margin of 3.74 percent, up 20 basis points from prior quarter.

•Common equity tier 1 ratio of 10.71 percent.

•Efficiency ratio of 40.27 percent1.

•Tangible common equity ratio of 7.38 percent1.

"Our continued investment in our businesses, including the acquisition of interLINK announced in the fourth quarter, provides further diversification in both our loan and deposit franchises," said Glenn MacInnes, executive vice president and chief financial officer. "We continue to develop our existing businesses while executing on operational efficiencies."

1 See reconciliation of non-GAAP financial measures beginning on page 19.

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Increases in the balance sheet and income statement, when compared to a year ago, are largely attributable to the merger.

Line of Business performance compared to the fourth quarter of 2021

Commercial Banking

Webster’s Commercial Banking segment serves businesses that have more than $2 million of revenue through its business banking, middle market, asset-based lending, equipment finance, commercial real estate, sponsor finance, private banking, and treasury services business units. As of December 31, 2022, Commercial Banking had $40.1 billion in loans and leases and $19.6 billion in deposit balances.

Commercial Banking Operating Results:

Three months ended December 31,
(In thousands) 2022 2021
Net interest income $392,340 151,210 159.5 %
Non-interest income 42,767 24,002 78.2
Operating revenue 435,107 175,212 148.3
Non-interest expense 103,725 50,174 (106.7)
Pre-tax, pre-provision net revenue $331,382 125,038 165.0
At December 31,
(In millions) 2022 2021
Loans and leases $40,115 15,210 163.7 %
Deposits 19,563 9,519 105.5
AUA / AUM (off balance sheet) 2,259 2,869 (21.3)

All values are in US Dollars.

Pre-tax, pre-provision net revenue increased $206.3 million, to $331.4 million, in the quarter as compared to prior year. The increase in balances and income was largely attributable to the merger. Net interest income increased $241.1 million, to $392.3 million, primarily driven by the merger, organic loan and deposit growth since the merger, and the impact of the higher rate environment. Non-interest income increased $18.8 million, to $42.8 million, with $18.3 million driven by the merger, and $0.5 million primarily due to increased loan fee income. Non-interest expense increased $53.6 million, to $103.7 million, with $46.0 million due to the merger, and $7.6 million in support of loan and deposit growth.

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HSA Bank

Webster’s HSA Bank division offers a comprehensive consumer-directed healthcare solution that includes health savings accounts, health reimbursement arrangements, flexible spending accounts and commuter benefits. Health savings accounts are distributed nationwide directly to employers and individual consumers, as well as through national and regional insurance carriers, benefit consultants, and financial advisors. As of December 31, 2022, HSA Bank had $11.3 billion in total footings comprising $7.9 billion in deposit balances and $3.4 billion in assets under administration through linked investment accounts.

HSA Bank Operating Results:

Three months ended December 31,
(In thousands) 2022 2021
Net interest income $65,447 42,219 55.0 %
Non-interest income 25,234 24,499 3.0
Operating revenue 90,681 66,718 35.9
Non-interest expense 40,655 33,456 (21.5)
Pre-tax, net revenue $50,026 33,262 50.4
At December 31,
(Dollars in millions) 2022 2021
Number of accounts (thousands) 3,042 2,992 1.7 %
Deposits $7,945 7,398 7.4
Linked investment accounts (off balance sheet) 3,394 3,719 (8.7)
Total footings $11,339 11,117 2.0

All values are in US Dollars.

Pre-tax net revenue increased $16.8 million, to $50.0 million, in the quarter as compared to prior year. Net interest income increased $23.2 million, to $65.4 million, primarily due to an increase in net deposit spread and growth in deposits. Non-interest income increased $0.7 million, to $25.2 million, due primarily to increased interchange revenue. Non-interest expense increased $7.2 million, to $40.7 million, primarily due to the acquisition of Bend, as well as higher compensation and consulting expenses.

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Consumer Banking

Webster's Consumer Banking segment serves consumer and business banking customers primarily throughout southern New England and the New York Metro and Suburban markets. Consumer Banking is comprised of the Consumer Lending and Small Business Banking (businesses that have less than $2 million of revenue) business units, as well as a distribution network consisting of 201 banking centers and 352 ATMs, a customer care center, and a full range of web and mobile-based banking services. Additionally, the Webster Investment Services group provides investment services to consumers and small business owners within Webster's targeted markets and retail footprint. As of December 31, 2022, Consumer Banking had $9.6 billion in loans and $23.6 billion in deposit balances, as well as $7.9 billion in assets under administration.

Consumer Banking Operating Results:

Three months ended December 31,
(In thousands) 2022 2021
Net interest income $209,077 94,306 121.7 %
Non-interest income 27,150 24,625 10.3
Operating revenue 236,227 118,931 98.6
Non-interest expense 113,669 74,545 (52.5)
Pre-tax, pre-provision net revenue $122,558 44,386 176.1
At December 31,
(In millions) 2022 2021
Loans $9,624 7,062 36.3 %
Deposits 23,610 12,926 82.7
AUA (off balance sheet) 7,872 4,333 81.7

All values are in US Dollars.

Pre-tax, pre-provision net revenue increased $78.2 million, to $122.6 million, in the quarter as compared to prior year. The increase in balances and income was largely attributable to the merger. Net interest income increased $114.8 million, to $209.1 million, primarily driven by the merger, organic loan growth, and the impact of a higher rate environment. Non-interest income increased $2.5 million, to $27.2 million, with $6.3 million driven by the merger, partially offset by $3.8 million in lower net investment services income, as a result of outsourcing, and mortgage banking fee income. Non-interest expense increased $39.1 million, to $113.7 million, primarily driven by $40.7 million of incremental expenses due to the merger, partially offset by $1.6 million in lower compensation and occupancy expenses.

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Consolidated financial performance:

Quarterly net interest income compared to the fourth quarter of 2021:

•Net interest income was $602.4 million compared to $226.8 million.

•Net interest margin was 3.74 percent compared to 2.73 percent. The yield on interest-earning assets increased by 176 basis points, and the cost of interest-bearing liabilities increased by 80 basis points.

•Average interest-earning assets totaled $64.0 billion and increased by $30.5 billion, or 91.1 percent.

•Average loans and leases totaled $48.6 billion and increased by $26.7 billion, or 121.8 percent.

•Average deposits totaled $54.0 billion and increased by $23.9 billion, or 79.4 percent.

Quarterly provision for credit losses:

•The provision for credit losses reflects a $43.0 million expense in the quarter, contributing to a $20.4 million increase in the allowance for credit losses on loans and leases and a $2.4 million increase in reserves on unfunded commitments. The provision for credit losses reflected an expense of $36.5 million in the prior quarter, compared to a benefit of $15.0 million a year ago.

•Net charge-offs (recoveries) were $20.2 million, compared to $28.5 million in the prior quarter, and $(1.2) million a year ago. The ratio of net charge-offs (recoveries) to average loans and leases on an annualized basis was 0.17 percent, compared to 0.25 percent in the prior quarter, and (0.02) percent a year ago.

•The allowance for credit losses on loans and leases represented 1.20 percent of total loans and leases at both December 31, 2022, and September 30, 2022, and 1.35 percent at December 31, 2021. The allowance represented 292 percent of nonperforming loans and leases at December 31, 2022, compared to 274 percent at both September 30, 2022, and December 31, 2021.

Quarterly non-interest income compared to the fourth quarter of 2021:

•Total non-interest income was $102.2 million compared to $90.1 million, an increase of $12.1 million. The increase primarily reflects the impact of the merger, partially offset by lower direct investment income and treasury derivative income. Additionally, total non-interest income includes a $4.5 million loss on the sale of investment securities.

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Quarterly non-interest expense compared to the fourth quarter of 2021:

•Total non-interest expense was $348.4 million compared to $189.9 million, an increase of $158.5 million. Total non-interest expense includes a net $45.9 million of merger and strategic initiatives charges, compared to a net $13.7 million of merger, strategic initiative, and debt prepayment charges a year ago. Excluding those charges, total non-interest expense increased $126.3 million, which primarily reflects the impact of the merger.

Quarterly income taxes compared to the fourth quarter of 2021:

•Income tax expense was $68.4 million compared to $31.0 million, and the effective tax rate was 21.8 percent in both periods. The impact of increased income in 2022 on the effective tax rate was offset primarily by higher levels of tax-exempt income and tax credits in 2022 compared to 2021.

Investment securities:

•Total investment securities, net were $14.5 billion, compared to $14.6 billion at September 30, 2022, and $10.4 billion at December 31, 2021. The carrying value of the available-for-sale portfolio included $864.5 million of net unrealized losses, compared to net unrealized losses of $941.8 million at September 30, 2022, and net unrealized gains of $7.2 million at December 31, 2021. The carrying value of the held-to-maturity portfolio does not reflect $803.4 million of net unrealized losses, compared to net unrealized losses of $855.9 million at September 30, 2022, and net unrealized gains of $82.6 million at December 31, 2021.

Loans and leases:

•Total loans and leases were $49.8 billion, compared to $47.8 billion at September 30, 2022, and $22.3 billion at December 31, 2021. Compared to September 30, 2022, commercial loans and leases increased by $0.9 billion, commercial real estate loans increased by $0.8 billion, residential mortgages increased by $0.3 billion, while consumer loans decreased by $35.3 million.

•Compared to a year ago, commercial loans and leases increased by $11.9 billion, commercial real estate loans increased by $13.0 billion, residential mortgages increased by $2.6 billion, and consumer loans increased by $18.2 million.

•Loan originations for the portfolio were $4.7 billion, compared to $5.1 billion in the prior quarter, and $2.6 billion a year ago. In addition, $3.5 million of residential loans were originated for sale in the quarter, compared to $1.5 million in the prior quarter, and $41.8 million a year ago.

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Asset quality:

•Total nonperforming loans and leases were $203.8 million, or 0.41 percent of total loans and leases, compared to $209.5 million, or 0.44 percent of total loans and leases, at September 30, 2022, and $109.8 million, or 0.49 percent of total loans and leases, at December 31, 2021. As of December 31, 2022, $77.2 million of nonperforming loans and leases were contractually current.

•Past due loans and leases were $73.7 million, compared to $46.4 million at September 30, 2022, and $21.9 million at December 31, 2021.

Deposits and borrowings:

•Total deposits were $54.1 billion, compared to $54.0 billion at September 30, 2022, and $29.8 billion at December 31, 2021. Core deposits to total deposits1 were 92.3 percent, compared to 95.2 percent at September 30, 2022, and 94.0 percent at December 31, 2021. The loan to deposit ratio was 92.1 percent, compared to 88.5 percent at September 30, 2022, and 74.6 percent at December 31, 2021.

•Total borrowings were $7.7 billion, compared to $5.9 billion at September 30, 2022, and $1.2 billion at December 31, 2021.

Capital:

•The return on average common stockholders’ equity and the return on average tangible common stockholders’ equity1 were 12.54 percent and 19.93 percent, respectively, compared to 13.35 percent and 16.23 percent, respectively, in the fourth quarter of 2021.

•The tangible equity1 and tangible common equity1 ratios were 7.79 percent and 7.38 percent, respectively, compared to 8.39 percent and 7.97 percent, respectively, at December 31, 2021. The common equity tier 1 ratio was 10.71 percent, compared to 11.72 percent at December 31, 2021.

•Book value and tangible book value per common share1 were $44.67 and $29.07, respectively, compared to $36.36 and $30.22, respectively, at December 31, 2021.

1 See reconciliation of non-GAAP financial measures beginning on page 19.

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***

Webster Financial Corporation (NYSE:WBS) is the holding company for Webster Bank, N.A. and its HSA Bank Division. Webster is a leading commercial bank in the Northeast that provides a wide range of digital and traditional financial solutions across three differentiated lines of business: Commercial Banking, Consumer Banking and its HSA Bank division, one of the country's largest providers of employee benefits solutions. Headquartered in Stamford, CT, Webster is a values-driven organization with $71 billion in assets. Its core footprint spans the northeastern U.S. from New York to Massachusetts, with certain businesses operating in extended geographies. Webster Bank is a member of the FDIC and an equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.websterbank.com.

Conference Call

A conference call covering Webster’s fourth quarter 2022 earnings announcement will be held today, Thursday, January 26, 2023 at 9:00 a.m. Eastern Time. To listen to the live call, please dial 888-330-2446, or 240-789-2732 for international callers. The passcode is 8607257. The webcast, along with related slides, will be available via Webster's Investor Relations website at investors.websterbank.com. A replay of the conference call will be available for one week via the website listed above, beginning at approximately 12:00 noon (Eastern) on January 26, 2023. To access the replay, dial 800-770-2030, or 647-362-9199 for international callers. The replay conference ID number is 8607257.

Media Contact

Alice Ferreira, 203-578-2610

acferreira@websterbank.com

Investor Contact

Emlen Harmon, 212-309-7646

eharmon@websterbank.com

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Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “believes,” “anticipates,” “expects,” “intends,” “targeted,” “continue,” “remain,” “will,” “should,” “may,” “plans,” “estimates,” and similar references to future periods; however, such words are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; (ii) statements of plans, objectives, and expectations of Webster or its management or Board of Directors; (iii) statements of future economic performance; and (iv) statements of assumptions underlying such statements. Forward-looking statements are based on Webster’s current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Webster’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: (1) Webster's ability to successfully integrate the operations of Webster and Sterling Bancorp and realize the anticipated benefits of the merger; (2) Webster's ability to successfully execute its business plan and strategic initiatives, and manage any risks or uncertainties; (3) Webster's ability to successfully achieve the anticipated cost reductions and operating efficiencies from planned strategic initiatives, including process automation, organization simplification, and spending reductions, and avoid any higher than anticipated costs or delays in the ongoing implementation; (4) local, regional, national, and international economic conditions and the impact they may have on Webster and its customers; (5) volatility and disruption in national and international financial markets, including as a result of geopolitical conflict such as the war between Russia and Ukraine; (6) the potential adverse effects of the ongoing novel coronavirus (COVID-19) pandemic, or other unusual and infrequently occurring events, and any governmental or societal responses thereto; (7) changes in laws and regulations, including those concerning banking, taxes, dividends, securities, insurance, and healthcare, with which Webster and its subsidiaries must comply; (8) adverse conditions in the securities markets that lead to impairment in the value of Webster's investment securities and goodwill; (9) inflation, changes in interest rates, and monetary fluctuations; (10) the replacement of and transition from the London Interbank Offered Rate (LIBOR) to the Secured Overnight Financing Rate (SOFR) as the primary interest rate benchmark; (11) the timely development and acceptance of new products and services and the perceived value of those products and services by customers; (12) changes in deposit flows, consumer spending, borrowings, and savings habits; (13) Webster's ability to implement new technologies and maintain secure and reliable technology systems; (14) the effects of any cyber threats, attacks or events or fraudulent activity; (15) performance by Webster's counterparties and vendors; (16) Webster's ability to increase market share and control expenses; (17) changes in the competitive environment among banks, financial holding companies, and other financial services providers; (18) changes in the level of non-performing assets and charge-offs; (19) changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements; (20) the effect of changes in accounting policies and practices applicable to Webster, including the impact of recently adopted accounting guidance; (21) legal and regulatory developments including the resolution of legal proceedings or regulatory or other governmental inquiries and the results of regulatory examinations or reviews; (22) Webster's ability to appropriately address social, environmental, and sustainability concerns that may arise from its business activities; and (23) the other factors that are described in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q under the headings “Risk Factors” and “Management Discussion and Analysis of Financial Condition and Results of Operations.” Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

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Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures. A reconciliation of net income, ROATCE, and other performance ratios, in each case as adjusted, is included in the accompanying selected financial highlights table.

Webster believes that providing certain non-GAAP financial measures provides investors with information useful in understanding its financial performance, performance trends, and financial position. Webster utilize these measures for internal planning and forecasting purposes. Webster, as well as securities analysts, investors, and other interested parties, also use these measures to compare peer company operating performance. Webster believes that its presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting its business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results, and Webster strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

WEBSTER FINANCIAL CORPORATION<br><br>Selected Financial Highlights (unaudited)
At or for the Three Months Ended
(In thousands, except per share data) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Income and performance ratios:
Net income (loss) $ 244,751 $ 233,968 $ 182,311 $ (16,747) $ 111,038
Net income (loss) available to common stockholders 240,588 229,806 178,148 (20,178) 109,069
Earnings (loss) per diluted common share 1.38 1.31 1.00 (0.14) 1.20
Return on average assets 1.40 % 1.38 % 1.10 % (0.12) % 1.26 %
Return on average tangible common stockholders' equity (1) 19.93 18.62 14.50 (1.36) 16.23
Return on average common stockholders’ equity 12.54 11.78 9.09 (1.25) 13.35
Non-interest income as a percentage of total revenue 14.50 17.10 19.90 20.88 28.44
Asset quality:
Allowance for credit losses on loans and leases $ 594,741 $ 574,325 $ 571,499 $ 569,371 $ 301,187
Nonperforming assets 206,136 211,627 250,242 251,206 112,590
Allowance for credit losses on loans and leases / total loans and leases 1.20 % 1.20 % 1.25 % 1.31 % 1.35 %
Net charge-offs (recoveries) / average loans and leases (annualized) 0.17 0.25 0.09 0.10 (0.02)
Nonperforming loans and leases / total loans and leases 0.41 0.44 0.54 0.57 0.49
Nonperforming assets / total loans and leases plus OREO 0.41 0.44 0.55 0.58 0.51
Allowance for credit losses on loans and leases / nonperforming loans and leases 291.84 274.12 230.88 229.48 274.36
Other ratios:
Tangible equity (1) 7.79 % 7.70 % 8.12 % 8.72 % 8.39 %
Tangible common equity (1) 7.38 7.27 7.68 8.26 7.97
Tier 1 risk-based capital (2) 11.23 11.35 11.65 12.05 12.32
Total risk-based capital (2) 13.25 13.38 13.91 14.41 13.64
Common equity tier 1 risk-based capital (2) 10.71 10.80 11.09 11.46 11.72
Stockholders’ equity / total assets 11.30 11.33 11.83 12.55 9.85
Net interest margin 3.74 3.54 3.28 3.21 2.73
Efficiency ratio (1) 40.27 41.17 45.25 48.73 54.85
Equity and share related:
Common equity $ 7,772,207 $ 7,542,431 $ 7,713,809 $ 7,893,156 $ 3,293,288
Book value per common share 44.67 43.32 43.82 44.32 36.36
Tangible book value per common share (1) 29.07 27.69 28.31 28.94 30.22
Common stock closing price 47.34 45.20 42.15 56.12 55.84
Dividends declared per common share 0.40 0.40 0.40 0.40 0.40
Common shares issued and outstanding 174,008 174,116 176,041 178,102 90,584
Weighted-average common shares outstanding - Basic 172,522 173,868 175,845 147,394 90,052
Weighted-average common shares outstanding - Diluted 172,699 173,944 175,895 147,533 90,284
(1) See reconciliation of non-GAAP financial measures beginning on page 19.
(2) Presented as preliminary for December 31, 2022, and actual for the remaining periods.
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Balance Sheets (unaudited)
--- --- --- --- --- --- ---
(In thousands) December 31,<br>2022 September 30,<br>2022 December 31,<br>2021
Assets:
Cash and due from banks $ 271,377 $ 286,487 $ 137,385
Interest-bearing deposits 568,566 326,638 324,185
Securities:
Available-for-sale 7,892,697 8,085,044 4,234,854
Held-to-maturity, net 6,564,697 6,505,838 6,198,125
Total securities, net 14,457,394 14,590,882 10,432,979
Loans held for sale 1,991 898 4,694
Loans and Leases:
Commercial 20,484,806 19,610,953 8,576,786
Commercial real estate 19,619,145 18,862,619 6,603,180
Residential mortgages 7,963,420 7,617,955 5,412,905
Consumer 1,697,055 1,732,348 1,678,858
Total loans and leases 49,764,426 47,823,875 22,271,729
Allowance for credit losses on loans and leases (594,741) (574,325) (301,187)
Loans and leases, net 49,169,685 47,249,550 21,970,542
Federal Home Loan Bank and Federal Reserve Bank stock 445,900 373,044 71,836
Premises and equipment, net 430,184 434,721 204,557
Goodwill and other intangible assets, net 2,713,446 2,721,040 556,242
Cash surrender value of life insurance policies 1,229,169 1,230,641 572,305
Deferred tax asset, net 371,634 369,737 109,405
Accrued interest receivable and other assets 1,618,175 1,468,928 531,469
Total Assets $ 71,277,521 $ 69,052,566 $ 34,915,599
Liabilities and Stockholders' Equity:
Deposits:
Demand $ 12,974,975 $ 13,849,812 $ 7,060,488
Health savings accounts 7,944,892 7,889,310 7,397,582
Interest-bearing checking 9,237,529 9,203,220 4,182,497
Money market 11,062,652 11,156,579 3,718,953
Savings 8,673,343 9,340,372 5,689,739
Certificates of deposit 2,729,332 2,311,484 1,797,770
Brokered certificates of deposit 1,431,617 258,110
Total deposits 54,054,340 54,008,887 29,847,029
Securities sold under agreements to repurchase and other borrowings 1,151,830 1,265,414 674,896
Federal Home Loan Bank advances 5,460,552 3,510,717 10,997
Long-term debt 1,073,128 1,074,844 562,931
Accrued expenses and other liabilities 1,481,485 1,366,294 381,421
Total liabilities 63,221,335 61,226,156 31,477,274
Preferred stock 283,979 283,979 145,037
Common stockholders' equity 7,772,207 7,542,431 3,293,288
Total stockholders’ equity 8,056,186 7,826,410 3,438,325
Total Liabilities and Stockholders' Equity $ 71,277,521 $ 69,052,566 $ 34,915,599
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Statements of Income (unaudited)
--- --- --- --- --- --- --- --- ---
Three months ended December 31, Twelve months ended December 31,
(In thousands, except per share data) 2022 2021 2022 2021
Interest income:
Interest and fees on loans and leases $ 642,784 $ 189,985 $ 1,946,558 $ 762,713
Interest and dividends on securities 100,804 45,990 338,101 179,885
Loans held for sale 5 45 78 246
Total interest income 743,593 236,020 2,284,737 942,844
Interest expense:
Deposits 81,202 4,027 138,552 20,131
Borrowings 60,016 5,211 111,899 21,624
Total interest expense 141,218 9,238 250,451 41,755
Net interest income 602,375 226,782 2,034,286 901,089
Provision for credit losses 43,000 (15,000) 280,619 (54,500)
Net interest income after provision for loan and lease losses 559,375 241,782 1,753,667 955,589
Non-interest income:
Deposit service fees 48,453 40,544 198,472 162,710
Loan and lease related fees 25,632 9,602 102,987 36,658
Wealth and investment services 7,017 10,111 40,277 39,586
Mortgage banking activities 89 733 705 6,219
Increase in cash surrender value of life insurance policies 6,543 3,627 29,237 14,429
(Loss) on sale of investment securities, net (4,517) (6,751)
Other income 18,962 25,521 75,856 63,770
Total non-interest income 102,179 90,138 440,783 323,372
Non-interest expense:
Compensation and benefits 177,979 109,283 723,620 419,989
Occupancy 20,174 13,256 113,899 55,346
Technology and equipment 44,202 28,750 186,384 112,831
Marketing 5,570 2,599 16,438 12,051
Professional and outside services 26,489 9,360 117,530 47,235
Intangible assets amortization 8,240 1,118 31,940 4,513
Loan workout expenses 606 244 2,598 1,168
Deposit insurance 6,578 4,234 26,574 15,794
Other expenses 58,552 21,009 177,490 76,173
Total non-interest expense 348,390 189,853 1,396,473 745,100
Income before income taxes 313,164 142,067 797,977 533,861
Income tax expense 68,413 31,029 153,694 124,997
Net income 244,751 111,038 644,283 408,864
Preferred stock dividends (4,163) (1,969) (15,919) (7,875)
Net income available to common stockholders $ 240,588 $ 109,069 $ 628,364 $ 400,989
Weighted-average common shares outstanding - Diluted 172,699 90,284 167,547 90,206
Earnings per common share:
Basic $ 1.38 $ 1.20 $ 3.72 $ 4.43
Diluted 1.38 1.20 3.72 4.42
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Consolidated Statements of Income (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
Three Months Ended
(In thousands, except per share data) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Interest income:
Interest and fees on loans and leases $ 642,784 $ 525,960 $ 431,538 $ 346,276 $ 189,985
Interest and dividends on securities 100,804 91,569 82,202 63,526 45,990
Loans held for sale 5 40 7 26 45
Total interest income 743,593 617,569 513,747 409,828 236,020
Interest expense:
Deposits 81,202 37,492 12,459 7,399 4,027
Borrowings 60,016 29,074 14,628 8,181 5,211
Total interest expense 141,218 66,566 27,087 15,580 9,238
Net interest income 602,375 551,003 486,660 394,248 226,782
Provision for credit losses 43,000 36,531 12,243 188,845 (15,000)
Net interest income after provision for loan and lease losses 559,375 514,472 474,417 205,403 241,782
Non-interest income:
Deposit service fees 48,453 50,807 51,385 47,827 40,544
Loan and lease related fees 25,632 26,769 27,907 22,679 9,602
Wealth and investment services 7,017 11,419 11,244 10,597 10,111
Mortgage banking activities 89 86 102 428 733
Increase in cash surrender value of life insurance policies 6,543 7,718 8,244 6,732 3,627
(Loss) on sale of investment securities, net (4,517) (2,234)
Other income 18,962 19,071 22,051 15,772 25,521
Total non-interest income 102,179 113,636 120,933 104,035 90,138
Non-interest expense:
Compensation and benefits 177,979 173,983 187,656 184,002 109,283
Occupancy 20,174 23,517 51,593 18,615 13,256
Technology and equipment 44,202 45,283 41,498 55,401 28,750
Marketing 5,570 3,918 3,441 3,509 2,599
Professional and outside services 26,489 21,618 15,332 54,091 9,360
Intangible assets amortization 8,240 8,511 8,802 6,387 1,118
Loan workout expenses 606 580 732 680 244
Deposit insurance 6,578 8,026 6,748 5,222 4,234
Other expenses 58,552 44,635 42,425 31,878 21,009
Total non-interest expense 348,390 330,071 358,227 359,785 189,853
Income (loss) before income taxes 313,164 298,037 237,123 (50,347) 142,067
Income tax expense (benefit) 68,413 64,069 54,812 (33,600) 31,029
Net income (loss) 244,751 233,968 182,311 (16,747) 111,038
Preferred stock dividends (4,163) (4,162) (4,163) (3,431) (1,969)
Net income (loss) available to common stockholders $ 240,588 $ 229,806 $ 178,148 $ (20,178) $ 109,069
Weighted-average common shares outstanding - Diluted 172,699 173,944 175,895 147,533 90,284
Earnings (loss) per common share:
Basic $ 1.38 $ 1.31 $ 1.00 $ (0.14) $ 1.20
Diluted 1.38 1.31 1.00 (0.14) 1.20
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields and Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended December 31,
2022 2021
(Dollars in thousands) Average<br>balance Interest Yield/rate Average<br>balance Interest Yield/rate
Assets:
Interest-earning assets:
Loans and leases $ 48,574,865 $ 649,820 5.25 % $ 21,902,101 $ 190,698 3.43 %
Investment securities (1) 14,471,173 98,812 2.57 10,267,103 46,903 1.89
Federal Home Loan and Federal Reserve Bank stock 399,497 4,007 3.98 72,972 315 1.71
Interest-bearing deposits (2) 516,930 4,940 3.74 1,214,479 456 0.15
Loans held for sale 2,964 5 0.73 8,302 45 2.15
Total interest-earning assets 63,965,429 $ 757,584 4.60 % 33,464,957 $ 238,417 2.84 %
Non-interest-earning assets 5,994,351 1,915,632
Total Assets $ 69,959,780 $ 35,380,589
Liabilities and Stockholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 13,371,074 $ % $ 7,185,323 $ %
Health savings accounts 7,878,486 2,957 0.15 7,320,585 1,057 0.06
Interest-bearing checking, money market and savings 29,390,078 66,279 0.89 13,627,473 1,819 0.05
Certificates of deposit and brokered deposits 3,399,857 11,966 1.40 1,985,900 1,151 0.23
Total deposits 54,039,495 81,202 0.60 30,119,281 4,027 0.05
Securities sold under agreements to repurchase and other borrowings 1,237,132 9,183 2.90 604,555 824 0.53
Federal Home Loan Bank advances 4,241,042 41,523 3.83 38,810 169 1.71
Long-term debt (1) 1,073,960 9,310 3.58 563,505 4,218 3.22
Total borrowings 6,552,134 60,016 3.62 1,206,870 5,211 1.78
Total interest-bearing liabilities 60,591,629 $ 141,218 0.92 % 31,326,151 $ 9,238 0.12 %
Non-interest-bearing liabilities 1,407,251 642,527
Total liabilities 61,998,880 31,968,678
Preferred stock 283,979 145,037
Common stockholders' equity 7,676,921 3,266,874
Total stockholders' equity 7,960,900 3,411,911
Total Liabilities and Stockholders' Equity $ 69,959,780 $ 35,380,589
Tax-equivalent net interest income 616,366 229,179
Less: tax-equivalent adjustments (13,991) (2,397)
Net interest income $ 602,375 $ 226,782
Net interest margin 3.74 % 2.73 %
(1) For the purposes of average yield/rate and margin computations, unsettled trades on investment securities and unrealized gain (loss) balances on securities available-for-sale and senior fixed-rate notes hedges are excluded.
(2) Interest-bearing deposits is a component of cash and cash equivalents.
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields and Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
Twelve Months Ended December 31,
2022 2021
(Dollars in thousands) Average<br>balance Interest Yield/rate Average<br>balance Interest Yield/rate
Assets:
Interest-earning assets:
Loans and leases $ 43,751,112 $ 1,967,761 4.50 % $ 21,584,872 $ 765,682 3.55 %
Investment securities (1) 14,528,722 345,600 2.31 9,228,743 183,630 2.03
Federal Home Loan and Federal Reserve Bank stock 289,595 8,775 3.03 76,015 1,224 1.61
Interest-bearing deposits (2) 596,912 9,651 1.62 1,379,081 1,875 0.14
Loans held for sale 9,842 78 0.80 10,705 246 2.30
Total interest-earning assets 59,176,183 $ 2,331,865 3.91 % 32,279,416 $ 952,657 2.97 %
Non-interest-earning assets 5,586,025 1,955,330
Total Assets $ 64,762,208 $ 34,234,746
Liabilities and Stockholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 12,912,894 $ % $ 6,897,464 $ %
Health savings accounts 7,826,576 6,315 0.08 7,390,702 5,777 0.08
Interest-bearing checking, money market and savings 28,266,128 115,271 0.41 12,843,843 6,936 0.05
Certificates of deposit and brokered deposits 2,838,502 16,966 0.60 2,105,809 7,418 0.35
Total deposits 51,844,100 138,552 0.27 29,237,818 20,131 0.07
Securities sold under agreements to repurchase and other borrowings 1,064,551 19,059 1.79 543,286 3,040 0.56
Federal Home Loan Bank advances 1,965,577 58,557 2.98 108,216 1,708 1.58
Long-term debt (1) 1,031,446 34,283 3.44 565,271 16,876 3.22
Total borrowings 4,061,574 111,899 2.78 1,216,773 21,624 1.84
Total interest-bearing liabilities 55,905,674 $ 250,451 0.45 % 30,454,591 $ 41,755 0.14 %
Non-interest-bearing liabilities 1,135,046 441,391
Total liabilities 57,040,720 30,895,982
Preferred stock 272,179 145,037
Common stockholders' equity 7,449,309 3,193,727
Total stockholders' equity 7,721,488 3,338,764
Total Liabilities and Stockholders' Equity $ 64,762,208 $ 34,234,746
Tax-equivalent net interest income 2,081,414 910,902
Less: tax-equivalent adjustments (47,128) (9,813)
Net interest income $ 2,034,286 $ 901,089
Net interest margin 3.49 % 2.84 %
(1) For the purposes of average yield/rate and margin computations, unsettled trades on investment securities and unrealized gain (loss) balances on securities available-for-sale and senior fixed-rate notes hedges are excluded.
(2) Interest-bearing deposits is a component of cash and cash equivalents.
WEBSTER FINANCIAL CORPORATION Five Quarter Loan and Lease Balances (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Loan and Lease Balances (actual):
Commercial non-mortgage $ 18,663,164 $ 17,807,234 $ 16,628,317 $ 15,578,594 $ 7,509,538
Asset-based lending 1,821,642 1,803,719 1,892,278 1,807,545 1,067,248
Commercial real estate 19,619,145 18,862,619 18,141,670 17,584,947 6,603,180
Residential mortgages 7,963,420 7,617,955 7,223,728 6,798,199 5,412,905
Consumer 1,697,055 1,732,348 1,760,750 1,767,200 1,678,858
Total Loan and Lease Balances 49,764,426 47,823,875 45,646,743 43,536,485 22,271,729
Allowance for credit losses on loans and leases (594,741) (574,325) (571,499) (569,371) (301,187)
Loans and Leases, net $ 49,169,685 $ 47,249,550 $ 45,075,244 $ 42,967,114 $ 21,970,542
Loan and Lease Balances (average):
Commercial non-mortgage $ 18,024,771 $ 16,780,780 $ 15,850,507 $ 12,568,454 $ 7,304,985
Asset-based lending 1,780,874 1,811,073 1,851,956 1,540,301 1,010,874
Commercial real estate 19,234,292 18,503,077 17,756,151 13,732,925 6,575,865
Residential mortgages 7,819,415 7,384,704 6,905,509 6,322,495 5,309,127
Consumer 1,715,513 1,750,044 1,756,575 1,748,654 1,701,250
Total Loan and Lease Balances $ 48,574,865 $ 46,229,678 $ 44,120,698 $ 35,912,829 $ 21,902,101
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Nonperforming Assets and Past Due Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Nonperforming loans and leases:
Commercial non-mortgage $ 89,416 $ 80,002 $ 112,006 $ 108,460 $ 63,553
Asset-based lending 20,046 25,115 25,862 5,494 2,114
Commercial real estate 41,580 49,054 49,935 74,581 5,058
Residential mortgages 25,613 25,563 27,213 27,318 15,591
Consumer 27,136 29,782 32,514 32,258 23,462
Total nonperforming loans and leases $ 203,791 $ 209,516 $ 247,530 $ 248,111 $ 109,778
Other real estate owned and repossessed assets:
Commercial non-mortgage $ 78 $ $ $ $
Residential mortgages 2,024 2,024 2,558 2,582 2,276
Consumer 243 87 154 513 536
Total other real estate owned and repossessed assets $ 2,345 $ 2,111 $ 2,712 $ 3,095 $ 2,812
Total nonperforming assets $ 206,136 $ 211,627 $ 250,242 $ 251,206 $ 112,590 Past due 30-89 days:
--- --- --- --- --- --- --- --- --- --- ---
Commercial non-mortgage $ 20,248 $ 17,440 $ 6,006 $ 8,025 $ 9,340
Asset-based lending 5,921 24,103
Commercial real estate 26,147 6,050 25,587 20,533 921
Residential mortgages 11,385 12,577 10,781 9,307 3,561
Consumer 9,194 9,656 9,275 9,379 5,576
Total past due 30-89 days $ 72,895 $ 45,723 $ 51,649 $ 71,347 $ 19,398
Past due 90 days or more and accruing 770 711 8 124 2,507
Total past due loans and leases $ 73,665 $ 46,434 $ 51,657 $ 71,471 $ 21,905
Five Quarter Changes in the Allowance for Credit Losses on Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
For the Three Months Ended
(Dollars in thousands) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
ACL on loans and leases, beginning balance $ 574,325 $ 571,499 $ 569,371 $ 301,187 $ 314,922
Initial allowance on PCD loans and leases (1) 88,045
Provision (benefit) 40,649 31,352 11,728 189,068 (14,980)
Charge-offs:
Commercial portfolio 21,499 31,356 18,757 11,248 799
Consumer portfolio 1,193 1,453 896 1,120 1,382
Total charge-offs 22,692 32,809 19,653 12,368 2,181
Recoveries:
Commercial portfolio 895 1,413 7,765 1,364 1,107
Consumer portfolio 1,564 2,870 2,288 2,075 2,319
Total recoveries 2,459 4,283 10,053 3,439 3,426
Total net charge-offs (recoveries) 20,233 28,526 9,600 8,929 (1,245)
ACL on loans and leases, ending balance $ 594,741 $ 574,325 $ 571,499 $ 569,371 $ 301,187
ACL on unfunded loan commitments, beginning balance $ 25,329 $ 20,149 $ 19,640 $ 13,104 $ 12,170
Acquisition of Sterling 6,749
Provision (benefit) 2,378 5,180 509 (213) 934
ACL on unfunded loan commitments, ending balance $ 27,707 $ 25,329 $ 20,149 $ 19,640 $ 13,104
Total ending balance $ 622,448 $ 599,654 $ 591,648 $ 589,011 $ 314,291

(1)Represents the establishment of the initial reserve for PCD loans and leases net of $48 million in charge-offs recognized upon completion of the merger in accordance with GAAP.

WEBSTER FINANCIAL CORPORATION

Reconciliations to GAAP Financial Measures

The Company evaluates its business based on certain ratios that utilize non-GAAP financial measures. The Company believes the use of these non-GAAP financial measures provides additional clarity in assessing the results and financial position of the Company. Other companies may define or calculate supplemental financial data differently.

The efficiency ratio, which measures the costs expended to generate a dollar of revenue, is calculated excluding certain non-operational items. Return on average tangible common stockholders' equity (ROATCE) measures the Company’s net income available to common stockholders, adjusted for the tax-effected amortization of intangible assets, as a percentage of average stockholders’ equity less average preferred stock and average goodwill and intangible assets. The tangible equity ratio represents stockholders’ equity less goodwill and intangible assets divided by total assets less goodwill and intangible assets. The tangible common equity ratio represents stockholders’ equity less preferred stock and goodwill and intangible assets divided by total assets less goodwill and intangible assets. Tangible book value per common share represents stockholders’ equity less preferred stock and goodwill and intangible assets divided by common shares outstanding at the end of the period. Core deposits express total deposits less certificates of deposit and brokered time deposits. Adjusted net income available to common stockholders, adjusted diluted earnings per share (EPS), adjusted ROATCE, and adjusted return on average assets (ROAA) are calculated by excluding after tax non-operational items including merger-related expenses and the initial non-PCD provision related to the merger. See the tables below for reconciliations of these non-GAAP financial measures with financial measures defined by GAAP.

At or for the Three Months Ended
(In thousands, except per share data) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Efficiency ratio:
Non-interest expense $ 348,390 $ 330,071 $ 358,227 $ 359,785 $ 189,853
Less: Foreclosed property activity (80) (393) (358) (75) (347)
Intangible assets amortization 8,240 8,511 8,802 6,387 1,118
Operating lease depreciation 2,021 2,115 2,425 1,632
Strategic initiatives and other (1) 143 11,617 (152) (4,140) 600
Merger related 45,790 25,536 66,640 108,495 10,560
Debt prepayment costs 2,526
Non-interest expense $ 292,276 $ 282,685 $ 280,870 $ 247,486 $ 175,396
Net interest income $ 602,375 $ 551,003 $ 486,660 $ 394,248 $ 226,782
Add: Tax-equivalent adjustment 13,991 13,247 11,732 8,158 2,397
Non-interest income 102,179 113,636 120,933 104,035 90,138
Other income (2) 4,814 11,186 3,805 3,082 431
Less: Operating lease depreciation 2,021 2,115 2,425 1,632
(Loss) on sale of investment securities, net (4,517) (2,234)
Other (3) 2,548
Income $ 725,855 $ 686,643 $ 620,705 $ 507,891 $ 319,748
Efficiency ratio 40.27% 41.17% 45.25% 48.73% 54.85%
Return on average tangible common stockholders' equity:
Net income (loss) $ 244,751 $ 233,968 $ 182,311 $ (16,747) $ 111,038
Less: Preferred stock dividends 4,163 4,162 4,163 3,431 1,969
Add: Intangible assets amortization, tax-effected 6,510 6,724 6,954 5,046 883
Adjusted income (loss) $ 247,098 $ 236,530 $ 185,102 $ (15,132) $ 109,952
Adjusted income (loss), annualized basis $ 988,392 $ 946,120 $ 740,408 $ (60,528) $ 439,808
Average stockholders' equity $ 7,960,900 $ 8,090,044 $ 8,125,518 $ 6,691,490 $ 3,411,911
Less: Average preferred stock 283,979 283,979 283,979 236,121 145,037
Average goodwill and other intangible assets 2,716,981 2,725,200 2,733,827 2,007,266 556,784
Average tangible common stockholders' equity $ 4,959,940 $ 5,080,865 $ 5,107,712 $ 4,448,103 $ 2,710,090
Return on average tangible common stockholders' equity 19.93% 18.62% 14.50% (1.36)% 16.23%

(1)The three months ended September 30, 2022, primarily includes a contribution to the Webster foundation of $10.5 million (included within other non-interest expense).

(2)Other income includes the taxable equivalent of net income generated from low income housing tax-credit investments.

(3)The three months ended September 30, 2022, is comprised of a gain related to the early termination of repurchase agreements.

WEBSTER FINANCIAL CORPORATION

Reconciliations to GAAP Financial Measures (continued)

At or for the Three Months Ended
(In thousands, except per share data) December 31,<br>2022 September 30,<br>2022 June 30,<br>2022 March 31,<br>2022 December 31,<br>2021
Tangible equity:
Stockholders' equity $ 8,056,186 $ 7,826,410 $ 7,997,788 $ 8,177,135 $ 3,438,325
Less: Goodwill and other intangible assets 2,713,446 2,721,040 2,729,551 2,738,353 556,242
Tangible stockholders' equity $ 5,342,740 $ 5,105,370 $ 5,268,237 $ 5,438,782 $ 2,882,083
Total assets $ 71,277,521 $ 69,052,566 $ 67,595,021 $ 65,131,484 $ 34,915,599
Less: Goodwill and other intangible assets 2,713,446 2,721,040 2,729,551 2,738,353 556,242
Tangible assets $ 68,564,075 $ 66,331,526 $ 64,865,470 $ 62,393,131 $ 34,359,357
Tangible equity 7.79% 7.70% 8.12% 8.72% 8.39%
Tangible common equity:
Tangible stockholders' equity $ 5,342,740 $ 5,105,370 $ 5,268,237 $ 5,438,782 $ 2,882,083
Less: Preferred stock 283,979 283,979 283,979 283,979 145,037
Tangible common stockholders' equity $ 5,058,761 $ 4,821,391 $ 4,984,258 $ 5,154,803 $ 2,737,046
Tangible assets $ 68,564,075 $ 66,331,526 $ 64,865,470 $ 62,393,131 $ 34,359,357
Tangible common equity 7.38% 7.27% 7.68% 8.26% 7.97%
Tangible book value per common share:
Tangible common stockholders' equity $ 5,058,761 $ 4,821,391 $ 4,984,258 $ 5,154,803 $ 2,737,046
Common shares outstanding 174,008 174,116 176,041 178,102 90,584
Tangible book value per common share $ 29.07 $ 27.69 $ 28.31 $ 28.94 $ 30.22
Core deposits:
Total deposits $ 54,054,340 $ 54,008,887 $ 53,077,157 $ 54,356,283 $ 29,847,029
Less: Certificates of deposit 2,729,332 2,311,484 2,554,102 2,821,097 1,797,770
Brokered certificates of deposit 1,431,617 258,110
Core deposits $ 49,893,391 $ 51,439,293 $ 50,523,055 $ 51,535,186 $ 28,049,259
Three months ended December 31, 2022
--- --- --- ---
Adjusted ROATCE:
Net income $ 244,751
Less: Preferred stock dividends 4,163
Add: Intangible assets amortization, tax-effected 6,510
Strategic initiatives and other, tax-effected 104
Merger related, tax-effected 33,636
Loss on sale of investment securities, net, tax-effected 3,319
Adjusted income $ 284,157
Adjusted income, annualized basis $ 1,136,628
Average stockholders' equity $ 7,960,900
Less: Average preferred stock 283,979
Average goodwill and other intangible assets 2,716,981
Average tangible common stockholders' equity $ 4,959,940
Adjusted return on average tangible common stockholders' equity 22.92 %
Adjusted ROAA:
Net income $ 244,751
Add: Strategic initiatives and other, tax-effected 104
Merger related, tax-effected 33,636
Loss on sale of investment securities, net, tax-effected 3,319
Adjusted income $ 281,810
Adjusted income, annualized basis $ 1,127,240
Average assets $ 69,959,780
Adjusted return on average assets 1.61 %
GAAP to adjusted reconciliation:
--- --- --- --- --- --- ---
Three months ended December 31, 2022
(In millions, except per share data) Pre-Tax Income Net Income Available to Common Stockholders Diluted EPS
Reported (GAAP) $ 313.2 $ 240.6 $ 1.38
Merger related expenses 45.8 33.6 0.20
Strategic initiatives and other 4.6 3.4 0.02
Adjusted (non-GAAP) $ 363.6 $ 277.6 $ 1.60

22