8-K

WEBSTER FINANCIAL CORP (WBS)

8-K 2025-01-17 For: 2025-01-17
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 17, 2025

_________________________

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 6902

(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 17, 2025, Webster Financial Corporation (the Company) issued a press release reporting its results of operations for the quarter ended December 31, 2024. 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 17, 2025, the Company will hold a conference call to discuss its financial results for the quarter ended December 31, 2024, including the press release and other matters relating to the Company. Presentation slides and a link to the live webcast will be available via the Company'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 dated January 17, 2025
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 17, 2025 /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 2024 EPS OF $1.01; ADJUSTED EPS OF $1.43

STAMFORD, Conn., January 17, 2025 - Webster Financial Corporation (“Webster”) (NYSE: WBS), the holding company for Webster Bank, N.A., today announced net income available to common stockholders of $173.6 million, or $1.01 per diluted share, for the quarter ended December 31, 2024, compared to $181.2 million, or $1.05 per diluted share, for the quarter ended December 31, 2023.

Fourth quarter 2024 results include securities repositioning losses of $56.9 million, pre-tax, and a deferred tax asset valuation adjustment of $29.4 million. Excluding these items, adjusted earnings per diluted share would have been $1.431 for the quarter ended December 31, 2024, compared to $1.46 for the quarter ended December 31, 2023.

“Our financial performance for the quarter and full year 2024 illustrate the power and resiliency of Webster’s business model” said John R. Ciulla, chairman and chief executive officer. “At the same time, we are thoughtfully investing to facilitate future growth.”

Highlights for the fourth quarter of 2024:

•Revenue of $661.0 million.

•Period end loans and leases balance of $52.5 billion, up $0.6 billion or 1.1 percent from prior quarter.

•Period end deposits balance of $64.8 billion, up $0.2 billion or 0.4 percent from prior quarter.

•Provision for credit losses of $63.5 million.

•Return on average assets of 0.91 percent; adjusted 1.27 percent1.

•Return on average tangible common equity of 12.73 percent1; adjusted 17.73 percent1.

•Net interest margin of 3.39 percent, up 3 basis points from prior quarter.

•Common equity tier 1 ratio of 11.50%2.

•Efficiency ratio of 44.80 percent1.

•Tangible common equity ratio of 7.45 percent1.

“The actions we took in 2024 to enhance Webster’s capital and liquidity, unique funding attributes and investments in people and technology fortify the base for our company’s growth” said Neal Holland, executive vice president and chief financial officer.

1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.

2 Presented as preliminary for December 31, 2024.

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Consolidated financial performance:

Quarterly net interest income compared to the fourth quarter of 2023:

•Net interest income was $608.5 million compared to $571.0 million.

•Net interest margin was 3.39 percent compared to 3.42 percent. The yield on interest-earning assets decreased by 1 basis point, and the cost of interest-bearing liabilities remained flat.

•Average interest-earning assets totaled $71.9 billion and increased by $4.4 billion, or 6.4 percent.

•Average loans and leases totaled $52.3 billion and increased by $1.9 billion, or 3.8 percent.

•Average deposits totaled $64.8 billion and increased by $4.8 billion, or 8.1 percent.

Quarterly provision for credit losses:

•The provision for credit losses was $63.5 million in the quarter, contributing to a $1.8 million increase in the allowance for credit losses on loans and leases from the prior quarter. The provision for credit losses was $54.0 million in the prior quarter, and $36.0 million a year ago.

•Net charge-offs were $60.9 million, compared to $35.4 million in the prior quarter, and $34.0 million a year ago. The ratio of net charge-offs to average loans and leases was 0.47 percent, compared to 0.27 percent in both the prior quarter and a year ago.

•The allowance for credit losses on loans and leases represented 1.31 percent of total loans and leases, compared to 1.32 percent at September 30, 2024, and 1.25 percent at December 31, 2023. The allowance represented 149 percent of nonperforming loans and leases, compared to 162 percent at September 30, 2024, and 303 percent at December 31, 2023.

Quarterly non-interest income compared to the fourth quarter of 2023:

•Total non-interest income was $52.5 million compared to $63.8 million, a decrease of $11.3 million. Total non-interest income includes $56.9 million and $16.8 million of losses on sales of investment securities for the fourth quarter of 2024 and 2023, respectively. Excluding these items, total non-interest income increased $28.8 million. The increase is primarily attributable to direct investment gains, a credit valuation adjustment, and the addition of Ametros.

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Quarterly non-interest expense compared to the fourth quarter of 2023:

•Total non-interest expense was $340.4 million compared to $377.2 million, a decrease of $36.8 million. In the fourth quarter of 2023, total non-interest expense included $47.2 million related to the FDIC special assessment and a net $30.7 million of merger related expenses. Excluding those charges, total non-interest expense increased $41.0 million. The increase is primarily attributable to the addition of Ametros and the related intangible amortization, higher performance-based incentives, investments in human capital and technology, and a contribution to the Webster Charitable Foundation.

Quarterly income taxes compared to the fourth quarter of 2023:

•Income tax expense was $79.3 million compared to $36.2 million, and the effective tax rate was 30.9 percent compared to 16.3 percent. The higher tax expense and tax rate in the current period reflects a $29.4 million deferred tax asset valuation adjustment related to state and local net operating loss carryforwards, which impacted the rate by 11.4 percentage points. The lower effective tax rate in the period a year ago reflected the recognition of a discrete tax benefit attributable to tax return true-up adjustments, along with a lower level of pre-tax income in that period.

Investment securities:

•Total investment securities, net were $17.5 billion, compared to $17.2 billion at September 30, 2024, and $16.0 billion at December 31, 2023. The carrying value of the available-for-sale portfolio included $712.9 million of net unrealized losses, compared to $486.1 million at September 30, 2024, and $708.7 million at December 31, 2023. The carrying value of the held-to-maturity portfolio does not reflect $991.2 million of net unrealized losses, compared to $677.0 million at September 30, 2024, and $810.2 million at December 31, 2023.

Loans and leases:

•Total loans and leases were $52.5 billion, compared to $51.9 billion at September 30, 2024, and $50.7 billion at December 31, 2023. Compared to September 30, 2024, commercial loans and leases increased by $556.0 million, commercial real estate loans decreased by $300.3 million, residential mortgages increased by $277.1 million, and consumer loans increased by $25.5 million. Compared to a year ago, commercial loans and leases increased by $904.9 million, commercial real estate loans increased by $233.3 million, residential mortgages increased by $625.7 million, and consumer loans increased by $15.2 million.

•Loan originations for the portfolio were $3.4 billion, compared to $2.8 billion in the prior quarter, and $3.2 billion a year ago.

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Asset quality:

•Total nonperforming loans and leases were $461.3 million, or 0.88 percent of total loans and leases, compared to $425.6 million, or 0.82 percent of total loans and leases, at September 30, 2024, and $209.5 million, or 0.41 percent of total loans and leases, at December 31, 2023.

•Past due loans and leases were $88.6 million, compared to $108.9 million at September 30, 2024, and $46.6 million at December 31, 2023. The decrease from prior quarter is driven primarily by commercial non-mortgage and residential mortgages, partially offset by commercial real estate.

Deposits and borrowings:

•Total deposits were $64.8 billion, compared to $64.5 billion at September 30, 2024, and $60.8 billion at December 31, 2023. During the quarter, seasonal declines in municipal deposits of $1.1 million were offset by short-duration time deposits. Core deposits to total deposits1 were 87.3 percent, compared to 88.5 percent at September 30, 2024, and 86.1 percent at December 31, 2023. The loan to deposit ratio was 81.1 percent, compared to 80.5 percent at September 30, 2024, and 83.5 percent at December 31, 2023.

•Total borrowings were $3.4 billion, compared to $4.1 billion at September 30, 2024, and $3.9 billion at December 31, 2023.

Capital:

•The return on average common stockholders’ equity and the return on average tangible common stockholders’ equity1 were 7.80 percent and 12.73 percent, respectively, compared to 8.67 percent and 14.29 percent, respectively, in the third quarter of 2024, and 9.03 percent and 14.49 percent, respectively, in the fourth quarter of 2023.

•The adjusted return on average tangible common stockholders’ equity1 was 17.73 percent, compared to 17.28 percent in the third quarter of 2024, and 19.83 percent in the fourth quarter of 2023.

•The tangible equity1 and tangible common equity1 ratios were 7.82 percent and 7.45 percent, respectively, compared to 7.85 percent and 7.48 percent, respectively, at September 30, 2024, and 8.12 percent and 7.73 percent, respectively, at December 31, 2023. The common equity tier 12 ratio was 11.50 percent, compared to 11.25 percent at September 30, 2024, and 11.11 percent at December 31, 2023.

•Book value and tangible book value per common share1 were $51.63 and $32.95, respectively, compared to $52.00 and $33.26, respectively, at September 30, 2024, and $48.87 and $32.39, respectively, at December 31, 2023.

1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.

2 Presented as preliminary for December 31, 2024, and actual for the remaining periods.

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Reportable segments:

Commercial Banking

Webster’s Commercial Banking segment serves businesses that have more than $10 million of revenue through its asset based lending, commercial services, commercial real estate, middle market, private banking, sponsor and specialty, verticals, regional banking, and treasury management business units. At December 31, 2024, Commercial Banking had $40.6 billion in loans and leases and $16.3 billion in deposits, as well as a combined $3.0 billion in assets under administration and management.

Commercial Banking Operating Results:

Three months ended December 31,
(In thousands) 2024 2023
Net interest income $330,392 351,942 (6.1) %
Non-interest income 41,026 32,711 25.4
Operating revenue 371,418 384,653 (3.4)
Non-interest expense 106,762 97,299 (9.7)
Pre-tax, pre-provision net revenue $264,656 287,354 (7.9)
At December 31,
(In millions) 2024 2023
Loans and leases $40,616 39,481 2.9 %
Deposits 16,252 16,054 1.2
AUA / AUM (off balance sheet) 2,966 2,911 1.9

All values are in US Dollars.

Pre-tax, pre-provision net revenue decreased $22.7 million, to $264.7 million, in the quarter as compared to prior year. Net interest income decreased $21.5 million, to $330.4 million, primarily driven by lower loan yields coupled with lower deposit interest spread. Non-interest income increased $8.3 million, to $41.0 million, primarily driven by direct investment gains, higher deposit and cash management fees, and increased fees from trust and investment services, partially offset by lower fees from client hedging activities and lower loan servicing fees. Non-interest expense increased $9.5 million, to $106.8 million, primarily driven by continued investments in technology and increased compensation-related expenses.

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Healthcare Financial Services

Webster’s Healthcare Financial Services segment is comprised of HSA Bank and Ametros, which was acquired in the first quarter of 2024. This segment offers consumer-directed healthcare solutions that include health savings accounts, health reimbursement arrangements, administration of medical insurance claim settlements, flexible spending accounts, and commuter benefits. Accounts are distributed nationwide directly to employers and individual consumers, as well as through national and regional insurance carriers, benefit consultants, and financial advisors. At December 31, 2024, Healthcare Financial Services had $15.3 billion in total footings comprising $10.0 billion in deposits and $5.3 billion in assets under administration through linked investment accounts.

Healthcare Financial Services Operating Results:

Three months ended December 31,
(In thousands) 2024 2023
Net interest income $95,185 78,036 22.0 %
Non-interest income 25,140 20,224 24.3
Operating revenue 120,325 98,260 22.5
Non-interest expense 56,672 41,947 (35.1)
Pre-tax, net revenue $63,653 56,313 13.0
At December 31,
(Dollars in millions) 2024 2023
Number of accounts (thousands) 3,326 3,184 4.5 %
Deposits $9,967 8,288 20.3
Linked investment accounts (off balance sheet) 5,322 4,642 14.6
Total footings $15,289 12,930 18.2

All values are in US Dollars.

Pre-tax net revenue increased $7.3 million, to $63.7 million, in the quarter as compared to prior year. Net interest income increased $17.1 million, to $95.2 million, primarily due to $12.0 million from Ametros coupled with deposit growth at HSA Bank. Non-interest income increased $4.9 million, to $25.1 million, primarily due to $6.1 million from Ametros, offset by a decrease of $1.2 million from HSA Bank. The decrease in HSA Bank was the net result of lower customer account fees partially offset by higher interchange revenue. Non-interest expense increased $14.7 million, to $56.7 million, primarily due to $11.4 million from Ametros. HSA Bank expenses were $3.3 million higher due to higher service contract expense related to account growth and support costs.

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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 residential and consumer lending, private client, and business banking business units, as well as a distribution network consisting of 196 banking centers and 347 ATMs, a customer care center, and a full range of digital and mobile-based banking services. Additionally, Webster Investment Services provides investment services to consumers and small business owners within Webster’s targeted markets and retail footprint. At December 31, 2024, Consumer Banking had $11.9 billion in loans and $27.3 billion in deposits, as well as $8.0 billion in assets under administration.

Consumer Banking Operating Results:

Three months ended December 31,
(In thousands) 2024 2023
Net interest income $202,165 213,913 (5.5) %
Non-interest income 26,969 27,426 (1.7)
Operating revenue 229,134 241,339 (5.1)
Non-interest expense 119,123 116,413 (2.3)
Pre-tax, pre-provision net revenue $110,011 124,926 (11.9)
At December 31,
(In millions) 2024 2023
Loans $11,886 11,235 5.8 %
Deposits 27,333 26,252 4.1
AUA (off balance sheet) 7,997 7,876 1.5

All values are in US Dollars.

Pre-tax, pre-provision net revenue decreased $14.9 million, to $110.0 million, in the quarter as compared to prior year. Net interest income decreased $11.7 million, to $202.2 million, primarily driven by higher rates paid on deposits, partially offset by higher loan yields, as well as loan and deposit balance growth. Non-interest income decreased $0.5 million, to $27.0 million, primarily driven by lower loan servicing fees and a decrease in gains on sales of loans, partially offset by increased deposit related fees and higher miscellaneous fee income. Non-interest expense increased $2.7 million, to $119.1 million, primarily driven by continued investments in technology, partially offset by lower overall operating expenses.

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***

Webster Financial Corporation (NYSE:WBS) is the holding company for Webster Bank, N.A. 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 Healthcare Financial Services, one of the country’s largest providers of employee benefit solutions and administrator of medical insurance claim settlements. Headquartered in Stamford, CT, Webster is a values-driven organization with $79 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 2024 earnings announcement will be held today, Friday, January 17, 2025, 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 Time) on January 17, 2025. To access the replay, dial 800-770-2030, or 609-800-9909 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, these words are not the exclusive means of identifying such statements. Examples of forward-looking statements include but are not limited to: projections of revenues, expenses, expense savings, income or loss, earnings or loss per share, and other financial items; statements of plans, objectives, and expectations of Webster or its management or Board of Directors; statements of future economic performance; and 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 Webster’s actual results to differ from those discussed in any forward-looking statements include, but are not limited to: Webster’s ability to successfully execute its business plan and strategic initiatives, and manage any risks or uncertainties; continued regulatory changes or other mitigation efforts taken by government agencies in response to volatility in the banking industry; volatility in Webster’s stock price due to investor sentiment and perception of the banking industry; local, regional, national, and international economic conditions, and the impact they may have on Webster or its customers; volatility and disruption in national and international financial markets, including as a result of geopolitical conflict; the impact of unrealized losses in Webster’s available-for-sale securities portfolio; changes in laws and regulations, or existing laws and regulations that Webster becomes subject to, including those concerning banking, taxes, dividends, securities, insurance, cybersecurity, and healthcare administration, with which Webster and its subsidiaries must comply; adverse conditions in the securities markets that could lead to impairment in the value of Webster’s securities portfolio; inflation, monetary fluctuations, and changes in interest rates, including the impact of such changes on economic conditions, customer behavior, funding costs, and Webster’s loans and leases and securities portfolios; possible changes in governmental monetary and fiscal policies, including, but not limited to, the Federal Reserve policies in connection with continued inflationary pressures; the effects of any U.S. federal government shutdown; the impact of any new regulatory, policy, or enforcement developments resulting from the change in U.S. presidential administration; the timely development and acceptance of new products and services, and the perceived value of those products and services by customers; changes in deposit flows, consumer spending, borrowings, and savings habits; Webster’s ability to implement new technologies and maintain secure and reliable information and technology systems; the effects of any cybersecurity threats, attacks or disruptions, fraudulent activity, or other data breaches or security events, including those involving Webster’s third-party vendors and service providers; performance by Webster’s counterparties and third-party vendors; Webster’s ability to increase market share and control expenses; changes in the competitive environment among banks, financial holding companies, and other traditional and non-traditional financial service providers; Webster’s ability to maintain adequate sources of funding and liquidity; Webster’s ability to attract, develop, motivate, and retain skilled employees; changes in loan demand or real estate values; changes in the mix of loan geographies, sectors, or types and the level of nonperforming assets, charge-offs, and delinquencies; changes in our estimates of current expected credit losses based upon periodic review under relevant regulatory and accounting requirements; the effect of changes in accounting policies and practices applicable to Webster, including the impacts of recently adopted accounting guidance; legal and regulatory developments, including any due to judicial decisions, the resolution of legal proceedings or regulatory or other governmental inquiries, and the results of regulatory examinations or reviews; Webster’s ability to navigate differing environmental, social, governmental, and sustainability concerns among its stakeholders and other activists; Webster’s ability to assess and monitor the effect of artificial intelligence on its business and operations; the occurrence of natural disasters, severe weather events, and public health crises, and any governmental or societal responses thereto; and the other factors that are described in Webster’s Annual Report on Form 10-K for the year ended December 31, 2023, and subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statement made by Webster in this release speaks only as of the date on which it is made. Factors or events that could cause Webster’s actual results to differ may emerge from time to time, and it is not possible for Webster to predict all of them. Webster 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, return on average tangible common stockholders’ equity, 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 utilizes 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 additional clarity of factors and trends affecting its business and allows investors to view performance in a manner similar to management.

The efficiency ratio, which represents the costs expended to generate a dollar of revenue, is calculated excluding certain non-operational items. The return on average tangible common stockholders’ equity (“ROATCE”) represents 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 net intangible assets. The tangible equity ratio represents stockholders’ equity less goodwill and net intangible assets divided by total assets less goodwill and net intangible assets. The tangible common equity ratio represents stockholders’ equity less preferred stock and goodwill and net intangible assets divided by total assets less goodwill and net intangible assets. Tangible book value per common share represents stockholders’ equity less preferred stock and goodwill and net intangible assets divided by common shares outstanding at the end of the period. Core deposits reflect total deposits less certificates of deposit and brokered certificates of deposit. Adjusted pre-tax net income, adjusted net income available to common stockholders, adjusted diluted earnings per share (“EPS”), adjusted ROATCE, and adjusted return on average assets (“ROAA”) are calculated excluding losses on sales of investment securities, which have been tax-effected, and a deferred tax valuation adjustment.

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.

Refer the tables beginning on page 19 for Non-GAAP to GAAP reconciliations.

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>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Income and performance ratios:
Net income $ 177,766 $ 192,985 $ 181,633 $ 216,323 $ 185,393
Net income available to common stockholders 173,603 188,823 177,471 212,160 181,230
Earnings per diluted common share 1.01 1.10 1.03 1.23 1.05
Return on average assets (annualized) 0.91 % 1.01 % 0.96 % 1.15 % 1.01 %
Return on average tangible common stockholders' equity (annualized) (1) 12.73 14.29 14.17 16.30 14.49
Return on average common stockholders’ equity (annualized) 7.80 8.67 8.40 10.01 9.03
Non-interest income as a percentage of total revenue 7.94 8.92 6.88 14.89 10.05
Asset quality:
Allowance for credit losses on loans and leases $ 689,566 $ 687,798 $ 669,355 $ 641,442 $ 635,737
Nonperforming assets 461,751 427,274 374,884 289,254 218,600
Allowance for credit losses on loans and leases / total loans and leases 1.31 % 1.32 % 1.30 % 1.26 % 1.25 %
Net charge-offs / average loans and leases (annualized) 0.47 0.27 0.26 0.29 0.27
Nonperforming loans and leases / total loans and leases 0.88 0.82 0.72 0.56 0.41
Nonperforming assets / total loans and leases plus other real estate owned and repossessed assets 0.88 0.82 0.73 0.57 0.43
Allowance for credit losses on loans and leases / nonperforming loans and leases 149.47 161.60 181.48 226.17 303.39
Other ratios:
Tangible equity (1) 7.82 % 7.85 % 7.56 % 7.54 % 8.12 %
Tangible common equity (1) 7.45 7.48 7.18 7.15 7.73
Tier 1 risk-based capital (2) 12.01 11.77 11.09 11.08 11.62
Total risk-based capital (2) 14.20 14.06 13.28 13.21 13.72
Common equity tier 1 risk-based capital (2) 11.50 11.25 10.59 10.57 11.11
Stockholders’ equity / total assets 11.56 11.58 11.46 11.49 11.60
Net interest margin 3.39 3.36 3.32 3.35 3.42
Efficiency ratio (1) 44.80 45.49 46.22 45.25 43.04
Equity and share related:
Common stockholders’ equity $ 8,849,235 $ 8,914,071 $ 8,525,289 $ 8,463,519 $ 8,406,017
Book value per common share 51.63 52.00 49.74 49.07 48.87
Tangible book value per common share (1) 32.95 33.26 30.82 30.22 32.39
Common stock closing price 55.22 46.61 43.59 50.77 50.76
Dividends declared per common share 0.40 0.40 0.40 0.40 0.40
Common shares issued and outstanding 171,391 171,428 171,402 172,464 172,022
Weighted-average common shares outstanding - Basic 169,589 169,569 169,675 170,445 170,415
Weighted-average common shares outstanding - Diluted 170,005 169,894 169,937 170,704 170,623

(1)See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.

(2)Presented as preliminary for December 31, 2024, and actual for the remaining periods.

WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Balance Sheets (unaudited)
(In thousands) December 31,<br>2024 September 30,<br>2024 December 31,<br>2023
Assets:
Cash and due from banks $ 388,060 $ 721,261 $ 429,323
Interest-bearing deposits 1,686,374 2,476,290 1,286,472
Investment securities:
Available-for-sale 9,006,600 8,594,978 8,959,729
Held-to-maturity, net 8,444,191 8,565,936 7,074,588
Total investment securities, net 17,450,791 17,160,914 16,034,317
Loans held for sale 27,634 117,615 6,541
Loans and leases:
Commercial 20,676,965 20,120,992 19,772,102
Commercial real estate 21,391,036 21,691,377 21,157,732
Residential mortgages 8,853,669 8,576,612 8,227,923
Consumer 1,583,498 1,558,034 1,568,295
Total loans and leases 52,505,168 51,947,015 50,726,052
Allowance for credit losses on loans and leases (689,566) (687,798) (635,737)
Total loans and leases, net 51,815,602 51,259,217 50,090,315
Federal Home Loan Bank and Federal Reserve Bank stock 321,343 360,795 326,882
Premises and equipment, net 406,963 411,070 429,561
Goodwill and other intangible assets, net 3,202,369 3,212,050 2,834,600
Cash surrender value of life insurance policies 1,251,622 1,247,624 1,247,938
Deferred tax assets, net 316,856 273,174 369,212
Accrued interest receivable and other assets 2,157,459 2,213,890 1,890,088
Total assets $ 79,025,073 $ 79,453,900 $ 74,945,249
Liabilities and Stockholders’ Equity:
Deposits:
Demand $ 10,316,501 $ 10,744,524 $ 10,732,516
Health savings accounts 8,951,031 8,951,383 8,287,889
Interest-bearing checking 9,834,790 10,016,651 8,994,095
Money market 20,433,250 20,460,382 17,662,826
Savings 6,982,554 6,921,459 6,642,499
Certificates of deposit 6,041,329 6,020,031 5,574,048
Brokered certificates of deposit 2,193,625 1,400,000 2,890,411
Total deposits 64,753,080 64,514,430 60,784,284
Securities sold under agreements to repurchase and other borrowings 344,168 100,232 458,387
Federal Home Loan Bank advances 2,110,108 3,110,205 2,360,018
Long-term debt 909,185 910,963 1,048,820
Accrued expenses and other liabilities 1,775,318 1,620,020 1,603,744
Total liabilities 69,891,859 70,255,850 66,255,253
Preferred stock 283,979 283,979 283,979
Common stockholders’ equity 8,849,235 8,914,071 8,406,017
Total stockholders’ equity 9,133,214 9,198,050 8,689,996
Total liabilities and stockholders’ equity $ 79,025,073 $ 79,453,900 $ 74,945,249
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) 2024 2023 2024 2023
Interest income:
Interest and fees on loans and leases $ 783,140 $ 789,423 $ 3,182,466 $ 3,071,378
Interest on investment securities 189,801 128,924 674,935 450,888
Loans held for sale 2,836 280 13,911 734
Other interest and dividends 19,310 14,520 55,974 105,260
Total interest income 995,087 933,147 3,927,286 3,628,260
Interest expense:
Deposits 358,895 325,793 1,427,204 1,021,418
Borrowings 27,724 36,333 161,695 269,573
Total interest expense 386,619 362,126 1,588,899 1,290,991
Net interest income 608,468 571,021 2,338,387 2,337,269
Provision for credit losses 63,500 36,000 222,000 150,747
Net interest income after provision for loan and lease losses 544,968 535,021 2,116,387 2,186,522
Non-interest income:
Deposit service fees 38,665 37,459 161,144 169,318
Loan and lease related fees 18,770 21,362 76,384 84,861
Wealth and investment services 8,387 7,767 33,234 28,999
Cash surrender value of life insurance policies 7,387 6,587 27,712 26,228
(Loss) on sale of investment securities, net (56,886) (16,825) (136,224) (33,620)
Other income 36,184 7,465 89,649 38,551
Total non-interest income 52,507 63,815 251,899 314,337
Non-interest expense:
Compensation and benefits 192,668 184,914 762,794 711,752
Occupancy 18,740 18,478 72,161 77,520
Technology and equipment 47,182 46,486 195,017 197,928
Marketing 6,139 5,176 18,751 18,622
Professional and outside services 15,205 18,804 58,253 107,497
Intangible assets amortization 9,681 8,618 36,082 36,207
Deposit insurance 16,069 58,725 68,912 98,081
Other expenses 34,693 36,020 139,309 168,748
Total non-interest expense 340,377 377,221 1,351,279 1,416,355
Income before income taxes 257,098 221,615 1,017,007 1,084,504
Income tax expense 79,332 36,222 248,300 216,664
Net income 177,766 185,393 768,707 867,840
Preferred stock dividends (4,163) (4,163) (16,650) (16,650)
Net income available to common stockholders $ 173,603 $ 181,230 $ 752,057 $ 851,190
Weighted-average common shares outstanding - Diluted 170,005 170,623 170,192 171,883
Earnings per common share:
Basic $ 1.01 $ 1.05 $ 4.38 $ 4.91
Diluted 1.01 1.05 4.37 4.91
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Consolidated Statements of Income (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
Three Months Ended
(In thousands, except per share data) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Interest income:
Interest and fees on loans and leases $ 783,140 $ 809,184 $ 798,097 $ 792,045 $ 789,423
Interest on investment securities 189,801 176,722 160,827 147,585 128,924
Loans held for sale 2,836 5,400 5,593 82 280
Other interest and dividends 19,310 12,757 11,769 12,138 14,520
Total interest income 995,087 1,004,063 976,286 951,850 933,147
Interest expense:
Deposits 358,895 371,075 361,263 335,971 325,793
Borrowings 27,724 43,105 42,726 48,140 36,333
Total interest expense 386,619 414,180 403,989 384,111 362,126
Net interest income 608,468 589,883 572,297 567,739 571,021
Provision for credit losses 63,500 54,000 59,000 45,500 36,000
Net interest income after provision for loan and lease losses 544,968 535,883 513,297 522,239 535,021
Non-interest income:
Deposit service fees 38,665 38,863 41,027 42,589 37,459
Loan and lease related fees 18,770 18,513 19,334 19,767 21,362
Wealth and investment services 8,387 8,367 8,556 7,924 7,767
Cash surrender value of life insurance policies 7,387 8,020 6,359 5,946 6,587
(Loss) on sale of investment securities, net (56,886) (19,597) (49,915) (9,826) (16,825)
Other income 36,184 3,575 16,937 32,953 7,465
Total non-interest income 52,507 57,741 42,298 99,353 63,815
Non-interest expense:
Compensation and benefits 192,668 194,736 186,850 188,540 184,914
Occupancy 18,740 18,879 15,103 19,439 18,478
Technology and equipment 47,182 56,696 45,303 45,836 46,486
Marketing 6,139 4,224 4,107 4,281 5,176
Professional and outside services 15,205 16,001 14,066 12,981 18,804
Intangible assets amortization 9,681 8,491 8,716 9,194 8,618
Deposit insurance 16,069 13,555 15,065 24,223 58,725
Other expenses 34,693 36,376 36,811 31,429 36,020
Total non-interest expense 340,377 348,958 326,021 335,923 377,221
Income before income taxes 257,098 244,666 229,574 285,669 221,615
Income tax expense 79,332 51,681 47,941 69,346 36,222
Net income 177,766 192,985 181,633 216,323 185,393
Preferred stock dividends (4,163) (4,162) (4,162) (4,163) (4,163)
Net income available to common stockholders $ 173,603 $ 188,823 $ 177,471 $ 212,160 $ 181,230
Weighted-average common shares outstanding - Diluted 170,005 169,894 169,937 170,704 170,623
Earnings per common share:
Basic $ 1.01 $ 1.10 $ 1.03 $ 1.23 $ 1.05
Diluted 1.01 1.10 1.03 1.23 1.05
WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields/Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended December 31,
2024 2023
(Dollars in thousands) Average<br>balance Interest Yield/rate Average<br>balance Interest Yield/rate
Assets:
Interest-earning assets:
Loans and leases $ 52,255,431 $ 794,271 5.97 % $ 50,352,340 $ 800,679 6.24 %
Investment securities (1) 17,982,632 192,334 4.28 16,194,457 135,498 3.35
Federal Home Loan and Federal Reserve Bank stock 301,218 4,732 6.25 308,505 5,581 7.18
Interest-bearing deposits 1,201,613 14,578 4.75 649,104 8,939 5.39
Loans held for sale 122,449 2,836 9.27 7,130 280 n/m
Total interest-earning assets 71,863,343 $ 1,008,751 5.53 % 67,511,536 $ 950,977 5.54 %
Non-interest-earning assets (1) 6,493,521 5,620,527
Total assets $ 78,356,864 $ 73,132,063
Liabilities and Stockholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 10,568,678 $ % $ 11,067,121 $ %
Health savings accounts 8,919,071 3,485 0.16 8,219,431 3,123 0.15
Interest-bearing checking, money market and savings 37,464,574 271,010 2.88 33,156,966 239,875 2.87
Certificates of deposit and brokered deposits 7,863,067 84,400 4.27 7,538,131 82,795 4.36
Total deposits 64,815,390 358,895 2.20 59,981,649 325,793 2.15
Securities sold under agreements to repurchase and other borrowings 191,265 853 1.74 221,437 1,162 2.05
Federal Home Loan Bank advances 1,535,140 19,063 4.86 1,815,493 25,659 5.53
Long-term debt (1) 886,648 7,808 3.52 1,020,901 9,512 3.73
Total borrowings 2,613,053 27,724 4.18 3,057,831 36,333 4.68
Total interest-bearing liabilities 67,428,443 $ 386,619 2.28 % 63,039,480 $ 362,126 2.28 %
Non-interest-bearing liabilities (1) 1,742,339 1,779,785
Total liabilities 69,170,782 64,819,265
Preferred stock 283,979 283,979
Common stockholders’ equity 8,902,103 8,028,819
Total stockholders’ equity 9,186,082 8,312,798
Total liabilities and stockholders’ equity $ 78,356,864 $ 73,132,063
Tax-equivalent net interest income 622,132 588,851
Less: Tax-equivalent adjustments (13,664) (17,830)
Net interest income $ 608,468 $ 571,021
Net interest margin 3.39 % 3.42 %

(1)In order to provide the users of the Company’s financial statements with a more transparent view of the actual consolidated average balances that are used in the calculation of net interest margin, the Company has recast, in the above table, certain consolidated average balances for the three months ended December 31, 2023, to reflect a change in presentation being applied retrospectively. Specifically, adjustments were made to exclude unsettled trades of $142.4 million and available-for-sale unrealized losses of $1.1 billion from investment securities, and to exclude a $28.8 million basis adjustment related to a de-designated fair value hedge from long-term debt. Rather, effective as of December 31, 2024, these amounts are being presented in non-interest-earning assets and non-interest-bearing liabilities, respectively. There was no change to the related yields/rates, net interest income, or net interest margin that had been previously disclosed.

WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Yields/Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited)
Twelve Months Ended December 31,
2024 2023
(Dollars in thousands) Average<br>Balance Interest Yield/Rate Average<br>balance Interest Yield/Rate
Assets:
Interest-earning assets:
Loans and leases $ 51,597,443 $ 3,224,653 6.25 % $ 50,637,569 $ 3,113,709 6.15 %
Investment securities (1) 17,356,753 690,265 3.98 15,626,684 477,496 3.06
Federal Home Loan and Federal Reserve Bank stock 330,418 18,633 5.64 408,673 24,785 6.06
Interest-bearing deposits 723,688 37,341 5.16 1,564,255 80,475 5.14
Loans held for sale 143,812 13,911 9.67 28,710 734 2.56
Total interest-earning assets 70,152,114 $ 3,984,803 5.68 % 68,265,891 $ 3,697,199 5.42 %
Non-interest-earning assets (1) 6,461,020 5,557,991
Total assets $ 76,613,134 $ 73,823,882
Liabilities and Stockholders' Equity:
Interest-bearing liabilities:
Demand deposits $ 10,387,807 $ % $ 11,596,949 $ %
Health savings accounts 8,650,485 13,139 0.15 8,249,332 12,366 0.15
Interest-bearing checking, money market and savings 35,789,961 1,070,949 2.99 31,874,457 756,521 2.37
Certificates of deposit and brokered deposits 7,597,612 343,116 4.52 6,531,610 252,531 3.87
Total deposits 62,425,865 1,427,204 2.29 58,252,348 1,021,418 1.75
Securities sold under agreements to repurchase and other borrowings 196,328 4,113 2.09 378,171 9,102 2.41
Federal Home Loan Bank advances 2,296,048 125,329 5.46 4,275,394 222,537 5.21
Long-term debt (1) 903,603 32,253 3.57 1,027,869 37,934 3.69
Total borrowings 3,395,979 161,695 4.76 5,681,434 269,573 4.74
Total interest-bearing liabilities 65,821,844 $ 1,588,899 2.41 % 63,933,782 $ 1,290,991 2.02 %
Non-interest-bearing liabilities (1) 1,871,615 1,566,145
Total liabilities 67,693,459 65,499,927
Preferred stock 283,979 283,979
Common stockholders’ equity 8,635,696 8,039,976
Total stockholders’ equity 8,919,675 8,323,955
Total liabilities and stockholders’ equity $ 76,613,134 $ 73,823,882
Tax-equivalent net interest income 2,395,904 2,406,208
Less: Tax-equivalent adjustments (57,517) (68,939)
Net interest income $ 2,338,387 $ 2,337,269
Net interest margin 3.42 % 3.52 %

(1)In order to provide the users of the Company’s financial statements with a more transparent view of the actual consolidated average balances that are used in the calculation of net interest margin, the Company has recast, in the above table, certain consolidated average balances for the twelve months ended December 31, 2023, to reflect a change in presentation being applied retrospectively. Specifically, adjustments were made to exclude unsettled trades of $108.9 million and available-for-sale unrealized losses of $895.8 million from investment securities, and to exclude a $30.8 million basis adjustment related to a de-designated fair value hedge from long-term debt. Rather, effective as of December 31, 2024, these amounts are being presented in non-interest-earning assets and non-interest-bearing liabilities, respectively. There was no change to the related yields/rates, net interest income, or net interest margin that had been previously disclosed.

WEBSTER FINANCIAL CORPORATION Five Quarter Loans and Leases (unaudited)
(Dollars in thousands) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Loans and leases (actual):
Commercial non-mortgage $ 19,272,958 $ 18,657,089 $ 18,021,758 $ 17,976,128 $ 18,214,261
Asset-based lending 1,404,007 1,463,903 1,470,675 1,492,886 1,557,841
Commercial real estate 21,391,036 21,691,377 22,277,813 21,869,502 21,157,732
Residential mortgages 8,853,669 8,576,612 8,284,297 8,226,154 8,227,923
Consumer 1,583,498 1,558,034 1,518,922 1,533,972 1,568,295
Total loans and leases 52,505,168 51,947,015 51,573,465 51,098,642 50,726,052
Allowance for credit losses on loans and leases (689,566) (687,798) (669,355) (641,442) (635,737)
Total loans and leases, net $ 51,815,602 $ 51,259,217 $ 50,904,110 $ 50,457,200 $ 50,090,315
Loans and leases (average):
Commercial non-mortgage $ 18,919,934 $ 18,166,258 $ 17,995,654 $ 18,235,402 $ 18,181,417
Asset-based lending 1,449,743 1,452,794 1,473,175 1,523,616 1,588,350
Commercial real estate 21,572,682 22,215,293 22,186,566 21,403,765 20,764,834
Residential mortgages 8,740,658 8,390,613 8,252,397 8,225,151 8,240,390
Consumer 1,572,414 1,527,235 1,527,007 1,550,484 1,577,349
Total loans and leases $ 52,255,431 $ 51,752,193 $ 51,434,799 $ 50,938,418 $ 50,352,340
WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Nonperforming Assets and Past Due Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Nonperforming loans and leases:
Commercial non-mortgage $ 268,354 $ 215,834 $ 210,906 $ 203,626 $ 134,617
Asset-based lending 20,815 29,791 29,791 34,915 35,090
Commercial real estate 138,642 150,711 96,337 14,323 11,314
Residential mortgages 12,500 9,098 11,345 8,407 5,591
Consumer 21,015 20,183 20,457 22,341 22,932
Total nonperforming loans and leases $ 461,326 $ 425,617 $ 368,836 $ 283,612 $ 209,544
Other real estate owned and repossessed assets:
Commercial non-mortgage $ 425 $ 504 $ 5,013 $ 5,540 $ 8,954
Residential mortgages 221
Consumer 932 1,035 102 102
Total other real estate owned and repossessed assets $ 425 $ 1,657 $ 6,048 $ 5,642 $ 9,056
Total nonperforming assets $ 461,751 $ 427,274 $ 374,884 $ 289,254 $ 218,600 Past due 30-89 days:
--- --- --- --- --- --- --- --- --- --- ---
Commercial non-mortgage $ 16,619 $ 45,123 $ 134,794 $ 15,365 $ 7,071
Commercial real estate 48,725 36,110 10,284 72,999 9,002
Residential mortgages 14,113 18,153 13,008 17,580 21,047
Consumer 9,122 9,471 8,185 6,824 9,417
Total past due 30-89 days $ 88,579 $ 108,857 $ 166,271 $ 112,768 $ 46,537
Past due 90 days or more and accruing 71 9 12,460 52
Total past due loans and leases $ 88,579 $ 108,928 $ 166,280 $ 125,228 $ 46,589
Five Quarter Changes in the Allowance for Credit Losses on Loans and Leases (unaudited)
--- --- --- --- --- --- --- --- --- --- ---
Three Months Ended
(Dollars in thousands) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
ACL on loans and leases, beginning balance $ 687,798 $ 669,355 $ 641,442 $ 635,737 $ 635,438
Provision 62,639 53,869 61,041 43,194 34,300
Charge-offs:
Commercial portfolio 63,281 36,362 33,356 38,461 28,794
Consumer portfolio 1,265 997 1,418 1,330 6,878
Total charge-offs 64,546 37,359 34,774 39,791 35,672
Recoveries:
Commercial portfolio 2,779 377 360 553 396
Consumer portfolio 896 1,556 1,286 1,749 1,275
Total recoveries 3,675 1,933 1,646 2,302 1,671
Total net charge-offs 60,871 35,426 33,128 37,489 34,001
ACL on loans and leases, ending balance $ 689,566 $ 687,798 $ 669,355 $ 641,442 $ 635,737
ACL on unfunded loan commitments, ending balance 22,593 22,598 22,456 24,495 24,734
ACL, ending balance $ 712,159 $ 710,396 $ 691,811 $ 665,937 $ 660,471

WEBSTER FINANCIAL CORPORATION

Non-GAAP to GAAP Reconciliations

Three Months Ended
(In thousands, except per share data) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Efficiency ratio:
Non-interest expense $ 340,377 $ 348,958 $ 326,021 $ 335,923 $ 377,221
Less: Foreclosed property activity (32) (687) (364) (330) (96)
Intangible assets amortization 9,681 8,491 8,716 9,194 8,618
Operating lease depreciation 121 197 560 663 900
FDIC special assessment (1,544) 11,862 47,164
Merger related expenses (1) 3,139 30,679
Strategic restructuring costs and other 22,169
Adjusted non-interest expense $ 330,607 $ 320,332 $ 317,109 $ 311,395 $ 289,956
Net interest income $ 608,468 $ 589,883 $ 572,297 $ 567,739 $ 571,021
Add: Tax-equivalent adjustment 13,664 13,659 14,315 15,879 17,830
Non-interest income 52,507 57,741 42,298 99,353 63,815
Other income (2) 6,564 7,448 7,802 7,626 5,099
Less: Operating lease depreciation 121 197 560 663 900
(Loss) on sale of investment securities, net (56,886) (19,597) (49,915) (9,826) (16,825)
Exit of non-core operations (15,977)
Net gain on sale of mortgage servicing rights 11,655
Adjusted income $ 737,968 $ 704,108 $ 686,067 $ 688,105 $ 673,690
Efficiency ratio 44.80% 45.49% 46.22% 45.25% 43.04%
ROATCE:
Net income $ 177,766 $ 192,985 $ 181,633 $ 216,323 $ 185,393
Less: Preferred stock dividends 4,163 4,162 4,162 4,163 4,163
Add: Intangible assets amortization, tax-effected 7,648 6,708 6,886 7,263 6,808
Adjusted net income $ 181,251 $ 195,531 $ 184,357 $ 219,423 $ 188,038
Adjusted net income, annualized basis $ 725,004 $ 782,124 $ 737,428 $ 877,692 $ 752,152
Average stockholders’ equity $ 9,186,082 $ 8,995,134 $ 8,733,737 $ 8,759,992 $ 8,312,798
Less: Average preferred stock 283,979 283,979 283,979 283,979 283,979
Average goodwill and other intangible assets, net 3,207,554 3,238,115 3,246,940 3,090,751 2,838,770
Average tangible common stockholders’ equity $ 5,694,549 $ 5,473,040 $ 5,202,818 $ 5,385,262 $ 5,190,049
Return on average tangible common stockholders’ equity 12.73% 14.29% 14.17% 16.30% 14.49%

(1)Merger related expenses reflect Ametros acquisition expenses for the three months ended March 31, 2024, and primarily Sterling merger expenses for the three months ended December 31, 2023.

(2)Other income reflects a tax-equivalent adjustment on income generated from low income housing tax-credit investments.

(In thousands, except per share data) December 31,<br>2024 September 30,<br>2024 June 30,<br>2024 March 31,<br>2024 December 31,<br>2023
Tangible equity:
Stockholders’ equity $ 9,133,214 $ 9,198,050 $ 8,809,268 $ 8,747,498 $ 8,689,996
Less: Goodwill and other intangible assets, net 3,202,369 3,212,050 3,242,193 3,250,909 2,834,600
Tangible stockholders’ equity $ 5,930,845 $ 5,986,000 $ 5,567,075 $ 5,496,589 $ 5,855,396
Total assets $ 79,025,073 $ 79,453,900 $ 76,838,106 $ 76,161,693 $ 74,945,249
Less: Goodwill and other intangible assets, net 3,202,369 3,212,050 3,242,193 3,250,909 2,834,600
Tangible assets $ 75,822,704 $ 76,241,850 $ 73,595,913 $ 72,910,784 $ 72,110,649
Tangible equity 7.82% 7.85% 7.56% 7.54% 8.12%
Tangible common equity:
Tangible stockholders’ equity $ 5,930,845 $ 5,986,000 $ 5,567,075 $ 5,496,589 $ 5,855,396
Less: Preferred stock 283,979 283,979 283,979 283,979 283,979
Tangible common stockholders’ equity $ 5,646,866 $ 5,702,021 $ 5,283,096 $ 5,212,610 $ 5,571,417
Tangible assets $ 75,822,704 $ 76,241,850 $ 73,595,913 $ 72,910,784 $ 72,110,649
Tangible common equity 7.45% 7.48% 7.18% 7.15% 7.73%
Tangible book value per common share:
Tangible common stockholders’ equity $ 5,646,866 $ 5,702,021 $ 5,283,096 $ 5,212,610 $ 5,571,417
Common shares outstanding 171,391 171,428 171,402 172,464 172,022
Tangible book value per common share $ 32.95 $ 33.26 $ 30.82 $ 30.22 $ 32.39
Core deposits:
Total deposits $ 64,753,080 $ 64,514,430 $ 62,276,692 $ 60,747,743 $ 60,784,284
Less: Certificates of deposit 6,041,329 6,020,031 5,861,431 5,928,773 5,574,048
Brokered certificates of deposit 2,193,625 1,400,000 1,910,071 1,008,547 2,890,411
Core deposits $ 56,518,126 $ 57,094,399 $ 54,505,190 $ 53,810,423 $ 52,319,825
Three Months Ended<br>December 31, 2024 Twelve Months Ended<br>December 31, 2024
--- --- --- --- --- --- ---
Adjusted ROATCE:
Net income $ 177,766 $ 768,707
Less: Preferred stock dividends 4,163 16,650
Add: Intangible assets amortization, tax-effected 7,648 28,505
Loss on sale of investment securities, net, tax-effected 41,763 102,126
Deferred tax asset valuation adjustment 29,350 29,350
Exit of non-core operations, tax-effected 11,644
Strategic restructuring costs and other, tax-effected 16,158
FDIC special assessment, tax-effected 7,792
Ametros acquisition expenses, tax-effected 2,360
Net (gain) on mortgage servicing rights, tax-effected (8,761)
Discrete tax adjustment 10,929
Adjusted net income $ 252,364 $ 952,160
Adjusted net income, annualized basis $ 1,009,456 $ 952,160
Average stockholders’ equity $ 9,186,082 $ 8,919,675
Less: Average preferred stock 283,979 283,979
Average goodwill and other intangible assets, net 3,207,554 3,195,988
Average tangible common stockholders’ equity $ 5,694,549 $ 5,439,708
Adjusted return on average tangible common stockholders’ equity 17.73 % 17.50 %
Adjusted ROAA:
Net income $ 177,766 $ 768,707
Add: Loss on sale of investment securities, net, tax-effected 41,763 102,126
Deferred tax asset valuation adjustment 29,350 29,350
Exit of non-core operations, tax-effected 11,644
Strategic restructuring costs and other, tax-effected 16,158
FDIC special assessment, tax-effected 7,792
Ametros acquisition expenses, tax-effected 2,360
Net (gain) on mortgage servicing rights, tax-effected (8,761)
Discrete tax adjustment 10,929
Adjusted net income $ 248,879 $ 940,305
Adjusted net income, annualized basis $ 995,516 $ 940,305
Average assets $ 78,356,864 $ 76,613,134
Adjusted return on average assets 1.27 % 1.23 %
GAAP to adjusted reconciliation: Three Months Ended December 31, 2024
--- --- --- --- --- --- ---
(In millions, except per share data) Pre-Tax Income Net Income Available to Common Stockholders Diluted EPS
Reported (GAAP) $ 257.1 $ 173.6 $ 1.01
Loss on sale of investment securities 56.9 41.8 0.25
Deferred tax asset valuation adjustment N/A 29.4 0.17
Adjusted (non-GAAP) $ 314.0 $ 244.7 $ 1.43
Twelve Months Ended December 31, 2024
Pre-Tax Income Net Income Available to Common Stockholders Diluted EPS
Reported (GAAP) $ 1,017.0 $ 752.1 $ 4.37
Loss on sale of investment securities, net 136.2 102.1 0.60
Exit of non-core operations 16.0 11.6 0.07
Strategic restructuring costs and other 22.2 16.2 0.10
FDIC special assessment 10.3 7.8 0.04
Ametros acquisition expenses 3.1 2.4 0.01
Net (gain) on sale of mortgage servicing rights (11.7) (8.8) (0.05)
Discrete tax adjustment N/A 10.9 0.07
Deferred tax asset valuation adjustment N/A 29.4 0.17
Adjusted (non-GAAP) $ 1,193.1 $ 923.7 $ 5.38

Note: Totals may not sum due to rounding

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