UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FORM 10-K
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2023
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017Commission File Number: 001-35039
Commission file number: 001-35039
BankUnited, Inc.
(Exact name of registrant as specified in its charter)
Delaware27-0162450
Delaware
(State or other jurisdiction of
incorporation or organization)
27-0162450
(I.R.S. Employer
Identification No.)
14817 Oak Lane
Miami LakesFL
33016
(Address of principal executive offices)
33016
(Zip Code)
Registrant'sRegistrant’s telephone number, including area code: (305) 569-2000

Securities registered pursuant to Section 12(b) of the Act:
ClassTrading SymbolName of Exchange on Which Registered
Title of each className of each exchange on which registered
Common Stock, $0.01 par valuePar ValueBKUNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website,Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    ý
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company”company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerý
Accelerated filer 
Accelerated filer o
Emerging growth company
Non-accelerated filero
Smaller reporting companyo
Emerging growth company o
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 o
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to Section 240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  o  No  ý☒ 
The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant on June 30, 20172023 was $3,551,584,938.$1,582,728,768.

The number of outstanding shares of the registrant'sregistrant common stock, $0.01 par value, as of February 26, 2018,16, 2024 was 106,017,421.74,371,130.

DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the registrant's definitive proxy statement for the 20182024 annual meeting of stockholders are incorporated by reference in this Annual Report on Form 10-K in response to Part II. Item 5 and Part III. Items 10, 11, 12, 13 and 14.




BANKUNITED, INC.
Form 10-K
For the Year Ended December 31, 20172023
TABLE OF CONTENTS
 
Page
Page








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GLOSSARY OF DEFINED TERMS


The following acronyms and terms may be used throughout this Form 10-K, including the consolidated financial statements and related notes.
ACLAllowance for credit losses
AFS
ACILoans acquired with evidence of deterioration in credit quality since origination (Acquired Credit Impaired)
AFSAvailable for sale
ALCOAsset/Asset Liability Committee
ALLLALMAllowance for loan and lease lossesAsset Liability Management
AOCIAccumulated other comprehensive income
ARMAPYAnnual Percentage Yield
ARMAdjustable rate mortgage
ASCAccounting Standards Codification
ASUAccounting Standards Update
ATMAutomated teller machine
Basel CommitteeInternational Basel Committee on Banking Supervision
BHC ActBank Holding Company Act of 1956
BHCBank holdingHolding company
BKUBankUnited, Inc.
BankUnitedBOLIBank Owned Life Insurance
BankUnitedBankUnited, National Association
The BankBankUnited, National Association
BridgeBridge Funding Group, Inc.
CET1
Buyout loansFHA and VA insured mortgages from third party servicers who have exercised their right to purchase these loans out of GNMA securitizations
CAOChief Accounting Officer
CARES ActCoronavirus Aid, Relief, and Economic Security Act
CCACloud Computing Arrangements
CCARComprehensive Capital Analysis and Review
CDARSCertificate of Deposit Account Registry Service
CDCertificate of Deposit
CECLCurrent expected credit losses
CET1Common Equity Tier 1 capital
CECLCFPBCurrent expected credit loss
CFPBConsumer Financial Protection Bureau
CMEC&ICommercial and Industrial loans, including owner-occupied commercial real estate
CFOChief Financial Officer
CIOChief Information Officer
CISOChief Information Security Officer
CLOCollateralized loan obligations
CMBSCommercial mortgage-backed securities
CMEChicago Mercantile Exchange
CMOsCollateralized mortgage obligations
Commercial Shared-Loss Agreement
COVID-19A commercial and other loans shared-loss agreement entered into with the FDIC in connection with the FSB AcquisitionCoronavirus disease of 2019
Covered assetsCRAAssets covered under the Loss Sharing Agreements
Covered loansLoans covered under the Loss Sharing Agreements
CRACommunity Reinvestment Act
DIFCRECommercial real estate loans, including non-owner occupied commercial real estate and construction and land
CROChief Risk Officer
CVACredit Valuation Adjustment
DIFDeposit insurance fund
Dodd-Frank ActDSCRDodd-Frank Wall Street Reform and Consumer Protection Act of 2010Debt Service Coverage Ratio
EVEESGEnvironmental, social and governance
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EVEEconomic value of equity
Failed BankBankUnited, FSB
FAAField Attorney's Advice
FASBFinancial Accounting Standards Board
FDIAFCAThe Financial Conduct Authority
FDIAFederal Deposit Insurance Act
FDICFederal Deposit Insurance Corporation
FHLB
FHAFederal Housing Administration
FHFAFederal Housing Finance Agency
FHLBFederal Home Loan Bank
FICOFair Isaac Corporation (credit score)
FNMAFinTechFederal National Mortgage AssociationFinancial Technology
FRBFederal Reserve Bank
FSB AcquisitionGAAPAcquisition of substantially all of the assets and assumption of all of the non-brokered deposits and substantially all of the other liabilities of BankUnited, FSB from the FDIC on May 21, 2009
GAAPU.S. generally accepted accounting principles
GDPGross Domestic Product

ii


GLB ActThe Gramm-Leach-Bliley Financial Modernization Act of 1999
HAMPGNMAHome Affordable Modification ProgramGovernment National Mortgage Association
HTM
HPIHome price indices
HTMHeld to maturity
IPOInitial public offering
IRSInternal Revenue Service
ISDAInternational Swaps and Derivatives Association
LIBOR
LGDLoss Given Default
LIBORLondon InterBank Offered Rate
LIHTCLow Income Housing Tax Credits
Loss Sharing AgreementsLTVTwo loss sharing agreements entered into with the FDIC in connection with the FSB AcquisitionLoan-to-value
LTVMATLoan-to-valueMateriality Assessment Team
MBSMortgage-backed securities
MSAMetropolitan Statistical Area
MSRs
MWLMortgage servicing rightswarehouse lending
Non-ACI
NRSROLoans acquired without evidence of deterioration in credit quality since originationNationally recognized statistical rating organization
Non-Covered LoansNSFLoans other than those covered under the Loss Sharing AgreementsNon-sufficient funds
NYTLCNYSENew York City Taxi and Limousine CommissionStock Exchange
OCIOther comprehensive income
OCCOffice of the Comptroller of the Currency
OFACU.S. Department of the Treasury's Office of Foreign Assets Control
OREOOther real estate owned
OTTI
PCAOBOther-than-temporary impairmentPublic Company Accounting Oversight Board
PCDPurchased credit-deteriorated
PDProbability of default
PinnaclePinnacle Public Finance, Inc.
Proxy StatementDefinitive proxy statement for the Company's 20172023 annual meeting of stockholders
PSUPerformance Share Unit
Pinnacle
REITPinnacle Public Finance, Inc.Real Estate Investment Trust
Re-Remics
ROU AssetResecuritized real estate mortgage investment conduitsRight-of-use Asset
RSURPARisk Participation Agreement
RSARestricted Share Award
RSURestricted Share Unit
SARRWARisk-weighted Assets
SARShare Appreciation Right
SBAU.S. Small Business Administration
SBFSmall Business Finance Unit
SECSecurities and Exchange Commission
Single Family Shared-Loss Agreement
SOFRA single-family loan shared-loss agreement entered into with the FDIC in connection with the FSB AcquisitionSecured Overnight Financing Rate
TDRS&P 500Troubled-debt restructuringStandard & Poor's 500 Index
Tri-State
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TDRTroubled-debt restructuring
Tri-StateNew York, New Jersey and Connecticut
UPBUnpaid principal balance
USDAU.S. Department of Agriculture
VIEsVA loanLoan guaranteed by the U.S. Department of Veterans Affairs
VIEsVariable interest entities
WARMWeighted-average remaining maturity
2010 Plan2010 Omnibus Equity Incentive Plan
2014 Plan2014 Omnibus Equity Incentive Plan
401(k) PlanBankUnited 401(k) Plan



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iv




Forward-Looking Statements
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "anticipate," "expect," "intend," "plan," "believe," "seek," "estimate," "project," "predict," "will" and similar expressions identify forward-looking statements.
These forward-looking statements are based on management's current views with respect to future results, and are subject to risks and uncertainties. Forward-looking statements are based on beliefs and assumptions made by management using currently available information, such as market and industry materials,data, historical performance and current financial trends. These statements are only predictions and are not guarantees of future performance. The inclusion of forward-looking statements should not be regarded as a representation by the Company that the future plans, estimates or expectations contemplated by a forward-looking statement will be achieved. Forward-looking statements are subject to various risks and uncertainties and assumptions, including those relating to the Company's operations, financial results, financial condition, business prospects, growth strategy and liquidity. If one or more of these or other risks or uncertainties materialize, or if the Company's underlying assumptions prove to be incorrect, the Company's actual results could differ materially from those contemplated by a forward-looking statement. These risks and uncertainties include, without limitation:
the impactstrategic risk:
an inability to successfully execute our core business strategy;
competition;
natural or man-made disasters, social or health care crises or political unrest;
loss of conditionsexecutive officers or key personnel;
climate change or societal responses thereto;
credit risk inherent in the financial markets and economic conditions generally;
credit risk, relating to our portfoliosbusiness of loans, leases and investments overall, as well asmaking loans and leases exposed to specific industry conditions;embedded in our securities portfolio:
inadequate allowance for credit losses:
the accuracy and completeness of information about counterparties and borrowers;
real estate market conditions, real estate valuations and other risks related to holding loans secured by real estate or real estate received in satisfaction of loans;
an inability to successfully execute our fundamental growth strategy;
geographic concentration of the Company's markets in Florida and the New York metropolitantri-state area;
natural or man-made disasters;fluctuations in demand for and valuation of operating lease equipment;
interest rate risk, including risks related to reference rate reform;
liquidity risk:
an inability to maintain adequate liquidity;
restrictions on the ability of BankUnited, N.A. to pay dividends to BankUnited, Inc.;
risks related to the regulation of our industry;
operational risk:
inadequate allowance for credit losses;or inaccurate forecasting tools and models;
interest rate risk;inability to successfully launch new products, services, or business initiatives;
liquidity risk;susceptibility to fraud, risk or errors;
loss of executive officers or key personnel;
competition;
dependence on information technology and third party service providers and the risk of systems failures, interruptions or breaches of security;security or inability to keep pace with technological change;
failure to comply with reputational risk;
a variety of regulatory, legal and compliance;
the termsimpact of conditions in the Company's Loss Sharing Agreements (as defined below) with the FDIC (as defined below);financial markets and economic conditions generally;
inadequate or inaccurate forecasting tools and models;
v


ineffective risk management or internal controls; and
a variety of operational, compliance and legal risks; and
the selection and application of accounting policies and methods and related assumptions and estimates.
Additional factors are set forth in the Company's filings with the Securities and Exchange Commission, or the SEC, including this Annual Report on Form 10-K.
Forward-looking statements speak only as of the date on which they are made. The Company expressly disclaims any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
As used herein, the terms the "Company," "we," "us," and "our" refer to BankUnited, Inc. and its subsidiaries unless the context otherwise requires.

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PART I
Item 1. Business
Overview
BankUnited, Inc., with total consolidated assets of $30.3$35.8 billion at December 31, 2017,2023, is a bank holding company with one direct wholly-owned subsidiary, BankUnited, collectively, the Company. BankUnited, a national banking association headquartered in Miami Lakes, Florida, provides a full range of bankingcommercial lending and both commercial and consumer deposit services to individual and corporate customers through 87 banking centers located in 15 Florida, counties and 6 banking centers in the New York metropolitan area.area and Dallas, Texas, and a comprehensive suite of wholesale products to customers through an Atlanta office focused on the Southeast region. The Bank also provides certain commercial lending and deposit products through national platforms. The Company has built,platforms and certain consumer deposit products through an online channel. Our core business strategy is to build a leading regional commercial and small business bank with a distinctive value proposition based on strong service-oriented relationships, robust digital enabled customer experiences and operational excellence, and with an entrepreneurial work environment that empowers employees to deliver their best. To date, we have executed our strategy primarily through organic growth a premier commercially focused regional bank with a long-term value oriented business model serving primarily small and medium sized businesses. We endeavoranticipate that we will most likely continue to provide, through our experienced lending and relationship banking teams, personalized customer service and offer a full range of traditional banking products and services to both our commercial and retail customers.
The FSB Acquisition and the Loss Sharing Agreements
On May 21, 2009, BankUnited entered into the "Purchase and Assumption Agreement" with the FDIC, Receiver of BankUnited, FSB, and acquired substantially all of the assets and assumed all of the non-brokered deposits and substantially all other liabilities of the Failed Bank from the FDIC in the FSB Acquisition.
Concurrently with the FSB Acquisition, the Bank entered into two loss sharing agreements with the FDIC, covering certain legacy assets, including the entire legacy loan portfolio and OREO and certain purchased investment securities. We refer to assets covered by the Loss Sharing Agreements as covered assets or, in certain cases, covered loans. The Loss Sharing Agreements do not apply to assets acquired, purchased or originated subsequent to the FSB Acquisition. At December 31, 2017, the covered assets, consisting of residential loans and OREO, had an aggregate carrying value of $506 million. The total UPB of the covered assets at December 31, 2017 was $1.1 billion. The carrying value of the related FDIC indemnification asset at December 31, 2017 was $296 million.
The following charts illustrate the percentage of total assets represented by covered assets and the FDIC indemnification asset at December 31, 2017 and 2010, reflecting the change in balance sheet composition over time:
Pursuant to the terms of the Loss Sharing Agreements, the covered assets are subject to a stated loss threshold whereby the FDIC will reimburse the Bank for 80% of losses up to a $4.0 billion stated threshold and 95% of losses in excess of the $4.0 billion stated threshold. The Bank will reimburse the FDIC for its share of recoveries with respect to losses for which the FDIC paid the Bank a reimbursement under the Loss Sharing Agreements. The FDIC's obligation to reimburse the Company for losses with respect to the covered assets began with the first dollar of loss incurred. We have received reimbursements of $2.7 billion for claims submitted to the FDIC under the Loss Sharing Agreements as of December 31, 2017.
The Loss Sharing agreements consist of the Single Family Shared-Loss Agreement and the Commercial Shared-Loss Agreement. The Single Family Shared-Loss Agreement provides for FDIC loss sharing and the Bank's reimbursement for recoveries to the FDIC for ten years from May 21, 2009, or through May 21, 2019, for single family residential and home equity loans and related OREO. The Commercial Shared-Loss Agreement provided for FDIC loss sharing for five years from May 21, 2009, or through May 21, 2014, and for the Bank's reimbursement for recoveries to the FDIC for eight years from May 21, 2009, or through the quarter ended June 30, 2017, for all other covered assets.

Under the terms of the Purchase and Assumption Agreement with the FDIC, the Bank may sell up to 2.5% of the covered loans based on the UPB at the date of the FSB Acquisition, or approximately $280 million, on an annual basis without prior consent of the FDIC. Any losses incurred from such loan sales are covered under the Loss Sharing Agreements. Any loan sale in excess of this annual threshold requires approval from the FDIC to be eligible for loss share coverage. However, if the Bank seeks to sell residential loans in excess of the agreed 2.5% threshold in the nine months prior to the stated termination date of loss share coverage (May 21, 2019) and the FDIC refuses to consent, then the Single Family Shared-Loss Agreement will be extended for two years only with respect to the loans requested to be included in such sales. The Bank will have the right to sell all or any portion of such loans without FDIC consent at any time within the nine months prior to the extended termination date, and any losses incurred will be covered under the Single Family Shared-Loss Agreement. If exercised, this final sale mechanism ensures no residual credit risk in our covered loan portfolio that would otherwise arise from credit losses occurring after the termination date of the Single Family Shared-Loss Agreement.so.
Our Market Areas
Our primary banking markets are Florida and the Tri-State market of New York, New Jersey and Connecticut. We believe both represent long-term attractive banking markets. In Florida, our largest concentration is in the Miami metropolitan statistical area; however, we are also focused on developing business in other markets in which we have a presence, such as the Broward, Palm Beach, Orlando, Tampa and Jacksonville markets. We operate several national commercial lending platforms, purchase residential loans on a national basis through established correspondent channels and have a national commercial deposit business.
According to estimates from the United States Census Bureau and SNL Financial, from 2014 to 2017, Florida added over 1.2 million new residents, the second most of any U.S. state, and had a total population of 21.1 million and a median household annual income of $53,657 in 2017. The Florida unemployment rate decreased to 3.7% at December 31, 2017. The Case-Shiller home price index for Florida reflected a year over year increase of 6% at September 30, 2017. According to CoStar Commercial Repeat-Sale Indices, commercial real estate values in the South region reflected a year over year increase of 14% at December 31, 2017. According to a report published in December, 2017 by the University of Central Florida, personal income in Florida is expected to average 4.1% growth from 2017 to 2021 while Florida's Real Gross State Product is forecast to expand at an average annual rate of 3.4% from 2017 to 2021.
We had six banking centers in metropolitan New York at December 31, 2017 serving the Tri-State area. Four banking centers were in Manhattan, one in Long Island and one in Brooklyn. According to SNL Financial, at December 31, 2017, the Tri-State area had approximately $2.0 trillion in deposits, with the majority of the market concentrated in the New York metropolitan area. The Tri-State area had a total population of 32.3 million and a median household annual income of $70,847 in 2017, while the unemployment rate decreased to 4.3% at December 31, 2017. According to CoStar Commercial Repeat-Sale Indices, commercial real estate values in the Northeast region reflected a year over year increase of 11% at December 31, 2017.
Through two commercial lending subsidiaries of BankUnited, we engage in equipment, franchise and municipal finance on a national basis. The Bank also originates small business loans through programs sponsored by the SBA and to a lesser extent the USDA and provides mortgage warehouse finance on a national basis. We refer to our commercial lending subsidiaries, our small business finance unit, our mortgage warehouse lending operations and our residential loan purchase program as national platforms. We also offer a suite of commercial deposit and cash management products through a national platform.
Products and Services
Lending and Leasing
General—Our primary lending focus is to serve small and middle-market businesses and their executiveslarger corporate businesses with a variety of financial products and services, while maintaining a disciplined credit culture.
We offer a full array of lending products that cater to our customers' needs including small business loans, commercial real estate loans, equipment loans and leases, term loans, formula-based loans, municipal and non-profit loans and leases, commercial lines of credit, residential mortgage warehouse lines of credit, letters of credit and consumer loans. We also purchase performing residential loans through established correspondent channels on a national basis.
We have attracted and invested in experienced lendingrelationship management teams from competing institutions in our Florida, Tri-State and national markets, resulting in significant growth in our non-covered loan portfolio. At December 31, 2017, our loan portfolio included $20.9 billion in non-covered loans, including $16.7 billion in commercial and commercial real estate loans and $4.2 billion in residential and other consumer loans. Continued loan growth in both the Florida and Tri-State markets and across our nationalprimary lending and leasing platforms is a core component of our current business strategy.markets.

Commercial loans—Our commercial loans, which are generally made to growing small business, middle-market and larger corporate entities and non-profit organizations, include equipment loans, secured and unsecured lines of credit, formula-based lines of credit, equipment loans, owner-occupied commercial real estate term loans and lines of credit, mortgage warehouse lines, subscription finance facilities, letters of credit, commercial credit cards, SBA and USDA product offerings, Export-Import Bank financing products, trade finance and business acquisition finance credit facilities.
Through the Bank's two commercial lending subsidiaries, Pinnacle and Bridge, we provide municipal, equipment and franchise financing on a national basis. Pinnacle, headquartered in Scottsdale, Arizona, provides financing to state and local governmental entities directly and through vendor programs and alliances. Pinnacle offers a full array of financing structures including essential use equipment lease purchase and loan agreements and direct (private placement) bond refundings. Bridge, headquartered in Baltimore, Maryland, offers large corporate and middle-market businesses equipment loans and leases including finance lease and operating lease structures through its equipment finance division. Bridge offers franchise equipment, acquisition and expansion financing through its franchise finance division. These lines of business have been de-emphasized due to their risk/return and liquidity profiles in the current environment. We expect that related balances will continue to decline in the near term.
Commercial real estate loans—We offer term financing for the acquisition or refinancing of properties, primarily rental apartments, mixed-use commercial properties, industrial properties, warehouses, retail shopping centers, free-standing single-tenant buildings, office buildings and hotels. Other products that we provide include real estate secured lines of credit, lending to REITs and institutional asset owners, subscription lines of credit to real estate funds, and, to a limitedlesser extent, acquisition, development and construction loan facilities and construction financing. In the current environment, we have de-emphasized lending in the office sector and been more focused on warehouse/industrial, multi-family and selectively, the retail sectors.
Residential mortgagesWe make commercial real estate loans secured by both owner-occupied and non-owner occupied properties. Construction lending isdo not a primary area of focus for us; construction and land loans comprised 1.5% of the loan portfolio at December 31, 2017.
National Commercial Lending Platforms—Through the Bank's two commercial lending subsidiaries, we provide municipal, equipment and franchise financing on a national basis. Pinnacle, headquartered in Scottsdale, Arizona, provides financing to state and local governmental entities directly and through vendor programs and alliances. Pinnacle offers a full array of financing structures on a national basis including equipment lease purchase agreements and direct (private placement) bond refundings and loan agreements. Bridge offers large corporate and middle market businesses equipment leases and loans including direct finance lease and operating lease structures through its equipment finance division. Bridge offers franchise equipment, acquisition and expansion financing through its franchise division. Bridge is headquartered in Baltimore, Maryland. In 2015, we acquired SBF, enabling us to expand our small business lending platform on a national basis. SBF offers an array of SBA, and to a lesser extent, USDA loan products. We typically sell the government guaranteed portion of the loans SBF originates, and retain the unguaranteed portion in portfolio. We also engageoriginate residential mortgages, but do invest in residential mortgage warehouse lending on a national basis.
Residential mortgages—The non-coveredloans originated through correspondent channels and community partners. Our residential loan portfolio is primarily comprised of loans purchased on a national basis through select correspondent channels. This national purchase program allows us to diversify our loan portfolio, both by product type and geographically.geography. Residential loans purchased are primarily closed-end, first lien jumbo mortgages for the purchase or re-finance of owner occupiedowner-occupied property. A limited portion of the portfolio is secured by investor-owned properties. We do not originate or purchase negatively amortizing or sub-prime residential loans. We also acquire non-performing FHA and VA insured mortgages from third party servicers who have exercised their right to purchase these loans out of GNMA securitizations. Such loans that re-perform, either through modification or self-cure, may be eligible for re-securitization. The Company and the servicer share in the economics of the sale of these loans into new securitizations.
1


Other consumer loans—We do not originate, or currently intend to originate a significant amount of consumer loans. Home equity loans and lines of credit are not a significant component of the non-covered loan portfolio.
Consumer loans—We offerand other consumer loans to our customers for personal, family and household purposes, including auto, boat and personal installment loans. Consumer loans are not a material componentsignificant components of our loan portfolio.portfolio or of our lending strategy.
Loan servicingCredit risk managementAt December 31, 2017, we serviced residential mortgage loansCredit is managed through our three lines of defense framework as prescribed in our credit policies and procedures.
First Line of Defense - Credit opportunities are sourced, analyzed, recommended and managed by our lines of business in accordance with a UPBestablished credit procedures.
Second Line of $2.0 billion. Defense - Our mortgage servicing portfolio includes servicing rights acquired in bulk and in flow transactions, as well as retained servicing on residential loans originated and sold into the secondary market priorcredit administration division, reporting to the terminationChief Risk Officer, is responsible for the evaluation and approval of recommended credit opportunities. Approval of credit and confirmation of risk ratings is performed within a risk-based delegated credit approval framework. The credit administration division also provides governance and oversight of our retail residential mortgage origination channel in 2016. We anticipate growing this business at a moderate pace, depending on market conditions, to take advantagecredit policies and procedures.
Third Line of existing mortgage servicing capacity.
We service SBA loans originated and sold into the secondary market by SBF. We anticipate that this servicing business will expand as SBF continues to originate and sell loans. At December 31, 2017, we serviced $546 million of SBA loans.
The balance of servicing assets was not materialDefense - Credit Review, reporting directly to the Company's consolidated financial statements at December 31, 2017.
Credit Policy and Procedures
BankUnited, Inc.Risk Committee of the Board of Directors, provides an independent assessment of credit risk and the Bank have established asseteffectiveness of credit risk management processes across the organization. Credit Review performs risk-based testing through both examinations and ongoing monitoring.
Asset oversight committees to administer the loan portfoliomeet at least quarterly and monitorprovide oversight of key credit governance, transactional and manage credit risk.management functions. These committees include: (i) the Enterprise Risk Management Committee, (ii) the Commercial Loan Committee , (iii) the
Credit Risk Management Committee (iv)with responsibilities including credit governance policies and procedures and changes thereto and establishing and maintaining the Asset Recoverydelegated credit approval framework;

Executive Credit Committee (v)with responsibilities including transactional credit approval for large and/or complex credit exposures as well as the approval of periodic asset monitoring reports for large and/or complex credit exposures;

Criticized Asset Committee with responsibilities including the evaluation and (vi) the oversight of higher risk assets and oversight of workout and recovery functions; and

Residential Credit Risk Management Committee. These committees meet at least quarterly.Committee with responsibilities including residential portfolio performance monitoring and certain bulk purchase transactional authorities.
The credit approval process provides for prompt and thorough underwriting and approval or decline of loan requests. The approval method used is a hierarchy of individual lending authorities for new credits and renewals. The Credit Risk Management Committee approves authorities for lending and credit personnel, which are ultimately submittedOur In-house Lending Limits, ranging from $125 million to our Board for ratification. Lending authorities$150 million, are based on position, capabilityupon loan type and experienceare further limited by risk-based Hold Limits that incorporate our assessment of the individuals filling these positions. Authorities are periodically reviewedborrower’s financial condition and updated.
BankUnited has established in-house borrower lendingindustry exposure. These limits which are significantly lower than itsbelow our legal lending limit of approximately $488 million at December 31, 2017. In-house lending limits at December 31, 2017 ranged from $75 million to $100 million. These limitsand are reviewed periodically by the Credit Risk Management Committee and approved annually by the Board of Directors.

DepositsDeposit and Treasury Solutions Products
We offer traditional deposit products including commercial and consumer checking accounts, money market deposit accounts, treasury management services, savings accounts and certificates of deposit with a variety of terms and rates.rates, as well as a robust suite of treasury, commercial payments and cash management services. We offer commercial and retail deposit products across our primary geographic footprint and certain commercial deposit, payments and treasury management products and services on a national platform. Ournationally. We offer the CDARS program, providing additional FDIC insurance to our customers. We also offer other insured cash sweep programs allowing customers the ability to insure deposits are insuredabove standard FDIC deposit insurance limits by distributing funds among banks that participate in the FDIC upnetwork while providing competitive rates and easy access to statutory limits.funds. For our consumers, we offer competitive money market and time deposit products through our online channel as well as through our retail branch network. Demand deposit balances are concentrated in commercial and small business accounts.accounts and our deposit growth strategy is focused on small business and middle market companies generally, as well as select industry verticals. Our service fee schedule and rates are competitive with other financial institutions in our markets.
Investment Securities
The primary objectives of our investment policy are to provide liquidity, provide a suitable balance of high credit quality and diversified assets to the consolidated balance sheet, manage interest rate risk exposure, and generate acceptable returns given the Company's established risk parameters.
The investment policy is reviewed annually by our Board of Directors. Overall investment goals are established by our Board, Chief Executive Officer, Chief Financial Officer, and members of the ALCO. The Board has delegated the responsibility of monitoring our investment activities to ALCO. Day-to-day activities pertaining to the investment portfolio are conducted within the Company's Treasury division under the supervision of the Chief Investment Officer and Chief Financial Officer.
Risk Management and Oversight We do not charge consumer overdraft or NSF fees.
Our Board of Directors oversees our risk management process, including the company-wide approach to risk management, carried out by our management. Markets
Our Board approves the Company's business plan, risk appetite statementprimary banking markets are Florida and the policies that set standards for the natureTri-State market of New York, New Jersey and level of risk the Company is willing to assume. The Board and its established committees receive reports on the Company's management of critical risks and the effectiveness of risk management systems. While our full Board maintains the ultimate oversight responsibility for the risk management process, its committees, including the audit committee, the risk committee, the compensation committee and the nominating and corporate governance committee, oversee risk in certain specified areas.
Our Board has assigned responsibility to our Chief Risk Officer for maintaining a risk management framework to identify, manage, monitor and mitigate risks to the achievement of our strategic goals and objectives and ensure we operate in a safe and sound manner in accordance with the Board approved policies. We have invested significant resources to establish a robust enterprise-wide risk management framework to support the planned growth of our Company. Our framework is consistent with common industry practices and regulatory guidance and is appropriate to our size, growth trajectory and the complexity of our business activities. Significant elements include a Risk Appetite Statement and risk metrics approved by the Board, ongoing identification and assessments of risk, executive management level risk committees to oversee compliance with the Board approved risk policies and adherence to risk limits, and ongoing testing and reporting by independent internal audit, credit review, and regulatory compliance groups. Executive level oversight of the risk management framework is provided by the Enterprise Risk Management Committee which is chaired by the Chief Risk Officer and attended by the senior executives of the Company. Reporting to the Enterprise Risk Management Committee are sub-committees dedicated to guiding and overseeing management of critical categories of risk, including the Credit Risk Management, Asset/Liability, Compliance Risk Management, Operational Risk Management, Corporate Disclosure, Enterprise Data, Ethics, BSA/AML, and Loss Share Compliance committees.
Marketing and Distribution
We conduct our banking business through 87 banking centers located in 15 Florida counties as well as 6 banking centersConnecticut, concentrated in the New York metropolitan area as of December 31, 2017. Our distribution network also includes 89 ATMs, fully integrated on-lineMetropolitan area. We believe both represent long-term attractive banking mobilemarkets. In Florida, our focus is on urban markets including the Miami-Dade, Broward, Palm Beach, Tampa, Orlando and Jacksonville markets. We have more recently entered the Atlanta and Dallas markets, in Atlanta with a wholesale banking office focused on the Southeastern United States, and in Dallas with a telephone banking service. We target growing companies and commercial and middle-market businesses,retail branch as well as individual consumers.full-service wholesale banking capabilities. Our future strategy may include organic expansion into other markets, but no specific additional markets have been identified at this time.
In order to market our
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Pinnacle and Bridge offer lending products we use local television, radio, digital, print and direct mail advertising as well asthe Bank provides mortgage warehouse financing on a varietynational basis. We also offer a suite of promotional activities.commercial deposit, treasury solutions and cash management products nationally, primarily focused on select industry verticals.
Competition
Our primary markets are highly competitive. Our markets containcompetitive, containing not only a large number of community and regional banks, but also a significant presence of the country's largest commercial banks. We compete with other state, national and international financial institutions located in our market areasbanks as well as savings associations, savings banks and credit unions with physical presence in our market areas or targeting our market areas digitally for deposits and loans. In addition, we compete with financial intermediaries, such as FinTech companies, consumer finance companies, mortgage banking

companies, insurance companies, securities firms, mutual funds and several government agencies as well as major retailers, all actively engaged in providing various types of loans and other financial services. Our largest banking competitors in Florida and the Florida marketSoutheast include Bank of America, BB&T,Truist, JPMorgan Chase, PNC, Regions Bank, SunTrust Banks, TD Bank, and Wells Fargo, Bank of America, First Horizon, Synovus, and a number of community banks. In the Tri-State market, we also compete with, in addition to the national and international financial institutions listed above, Capital One, Signature Bank, New York Community Bank, Valley National Bank, M&T Bank and numerous community banks.
Interest rates on both loans and deposits and prices of fee-based services are significant competitive factors among financial institutions generally. Other important competitive factors include convenience, quality of customer service, availability and quality of on-line, mobile and remote banking products,digital offerings, community reputation, continuity of personnel and services, and, in the case of larger commercial customers, relative lending limits and ability to offer sophisticated cash management and other commercial banking services. While we continue to provide competitive interest rates on both depository and lending products, we believe that we can compete most successfully by focusing on the financial needs of growing companies and their executives and commercialsmall and middle-market businesses, offering them a broad range of personalized services, digital platforms and sophisticated cash management tools tailored to their businesses.
Regulation and Supervision
The U.S. banking industry is highly regulated under federal and state law. These regulations affecthave a material effect on the operations of BankUnited, Inc. and its direct and indirect subsidiaries.
Statutes, regulations and policies limit the activities in which we may engage and the conduct of our permitted activities and establish capital requirements with which we must comply. The regulatory framework is intended primarily for the protection of depositors, borrowers, customers and clients, the FDIC deposit insurance fundsfund and the banking system as a whole, and not for the protection of our stockholders or creditors. In many cases, the applicable regulatory authorities have broad enforcement power over bank holding companies,BHCs, banks and their subsidiaries, including the power to impose substantial monetary fines and other penalties for violations of laws and regulations.regulations or engaging in unsafe and unsound banking practices. Further, the regulatory system imposes reporting and information collection obligations. We incur significant costs relatingrelated to compliance with these laws and regulations. Banking statutes, regulations and policies are continually under review by federal and state legislatures and regulatory agencies, and a change in them, including changes in how they are interpreted or implemented, could have a material adverse effect on our business. Although the current U.S. presidential administration has expressed support for regulatory reform, it is unclear what impact, if any, this will have on the laws, regulations and policies affecting the supervision of banking organizations.
The material statutory and regulatory requirements that are applicable to us are summarized below. The description below is not intended to summarize all laws and regulations applicable to us.us and is qualified in its entirety by reference to the full text of the statutes, regulations, policies and other written guidance that are described.
Bank and Bank Holding Company Regulation
BankUnited is a national bank. As a national bank organized under the National Bank Act, BankUnited is subject to ongoing and comprehensive supervision, regulation, examination and enforcement by the OCC. BankUnited is subject to certain commitments made to the OCC, in conjunction with its conversion to a national bank in 2012, regarding its business and capital plans.
Any entity that directly or indirectly controls a national bank must be approved by the Federal Reserve Board under the BHC Act to become a BHC. BHCs are subject to regulation, inspection, examination, supervision and enforcement by the Federal Reserve Board under the BHC Act. The Federal Reserve Board's jurisdiction also extends to any company that is directly or indirectly controlled by a BHC.
BankUnited, Inc., which controls BankUnited, is a BHC and, as such, is subject to ongoing and comprehensive supervision, regulation, examinationinspection and enforcement by the Federal Reserve Board.
Broad Supervision, Examination and Enforcement Powers
A principal objective of the U.S. bank regulatory system is to protect depositors by ensuring the financial safety and soundness of banking organizations. To that end, the banking regulators have broad regulatory, examination and enforcement
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authority. The regulators regularly examine the operations of banking organizations. In addition, banking organizations are subject to periodic reporting requirements.
The regulators have various remedies available if they determine that the financial condition, capital resources, asset quality, earnings prospects, management, liquidity, sensitivity to market risk, compliance or other aspects of a banking organization's operations are unsatisfactory.less than satisfactory, or that the banking organization is operating in an unsafe or unsound manner. The regulators may also take action if they determine that the banking organization or its management is violating or has violated any law or regulation. The regulators have the power to, among other things:

enjoin "unsafe or unsound" practices;
require affirmative actions to correct any violation or practice;
issue administrative orders that can be judicially enforced;
refer significant compliance violations to the U.S. Justice Department;
direct increases in capital;
direct the sale of subsidiaries or other assets;
limit dividends and distributions;
restrict growth;
���assess civil monetary penalties;
assess civil monetary penalties;
remove officers and directors; and
terminate deposit insurance.insurance; and
Theappoint a conservator or receiver.
Engaging in unsafe or unsound practices or failing to comply with applicable laws, regulations and supervisory agreements could subject BankUnited, Inc., the Bank and their subsidiaries or their officers, directors and institution-affiliated parties to the remedies described above and other sanctions. In addition, the FDIC may terminate a depository institution's deposit insurance upon a finding that the institution's financial condition is unsafe or unsound or that the institution has engaged in unsafe or unsound practices or has violated any applicable rule, regulation, order or condition enacted or imposed by the institution's regulatory agency. Engaging in unsafe or unsound practices or failing to comply with applicable laws, regulations and supervisory agreements could subject BankUnited, Inc., the Bank and their subsidiaries or their officers, directors and institution-affiliated parties to the remedies described above and other sanctions.
Notice and Approval Requirements Related to Control
BankingBankUnited, Inc. must generally receive bank regulatory approval before it can acquire a financial institution. Specifically, as a BHC, BankUnited, Inc. must obtain prior approval of the Federal Reserve in connection with any acquisition that would result in BankUnited, Inc. acquiring substantially all the assets, or owning or controlling 5% or more of any class of voting securities, of a bank or another BHC. The statutory factors that the Federal Reserve is required to consider in considering an application include the financial and managerial resources of the parties and the future prospects of the combined organization, the effects of the transaction on competition, the convenience and needs of the community, including the record of performance of the parties under the CRA, the effectiveness of the acquiring company in combating money-laundering activities and the impact of the transaction on the financial stability of the U.S. banking or financial system.
In addition, federal and state banking laws impose notice, approval, and ongoing regulatory requirements on any stockholder or other party that seeks to acquire direct or indirect "control" of an FDIC-insured depository institution.institution or BHC. These laws include the BHC Act and the Change in Bank Control Act, and the Home Owners' Loan Act. Among other things, these laws require regulatory filings by individuals or companies that seek to acquire direct or indirect "control" of an FDIC-insured depository institution. The determination of whether an investor "controls" a depository institution is based on all of the facts and circumstances surrounding the investment. As a general matter, a party is deemed to control a depository institution or other company if the party owns or controls 25% or more of any class of voting stock. Subject to rebuttal, a party may be presumed to control a depository institution or other company if the investor owns or controls 10% or more of any class of voting stock. Ownership
The BHC Act prohibits any entity from acquiring 25% (as noted above, the BHC Act has a lower limit for acquirers that are existing BHCs) or more of a BHC’s or bank’s voting securities, or otherwise obtaining control or a controlling influence over a BHC or bank without the approval of the Federal Reserve. The Federal Reserve has rule-based standards for determining whether one company has control over another. These rules established four categories of tiered presumptions of non-control
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that are based on the percentage of voting shares held by affiliated parties, or parties acting in concert, is typically aggregated for these purposes. If a party's ownership of BankUnited, Inc. were to exceed certain thresholds, the investor could be deemed(less than 5%, 5-9.9%, 10-14.9% and 15-24.9%) and the presence of other indicia of control. As the percentage of ownership increases, fewer indicia of control are permitted without falling outside of the presumption of non-control. These indicia of control include nonvoting equity ownership, director representation, management interlocks, business relationships and restrictive contractual covenants. Investors can hold up to "control" the Company for regulatory purposes. This could subject the investor to regulatory filings or other regulatory consequences.
In addition, except under limited circumstances, BHCs are prohibited from acquiring, without prior approval:
control of any other bank or BHC or all or substantially all the assets thereof; or
more than 5%24.9% of the voting sharessecurities and 33% of the total equity of a bank or BHC which is not alreadycompany without necessarily having a subsidiary.controlling influence.
Permissible Activities and Investments
Banking laws generally restrict the ability of BankUnited, Inc. to engage in activities other than those determined by the Federal Reserve Board to be so closely related to banking or managing or controlling banks as to be a proper incident thereto. The GLB Act expanded the scope of permissible activities for a BHC that qualifies as a financial holding company. Under the regulations implementing the GLB Act, a financial holding company may engage in additional activities that are financial in nature or incidental or complementary to a financial activity. Those activities include, among other activities, certain insurance and securities activities. BHCs and their subsidiaries must be well-capitalized and well-managed in order for the BHC and its nonbank affiliates to engage in the expanded financial activities permissible only for a financial holding company. BankUnited, Inc. is not a financial holding company.
In addition, as a general matter, the establishment or acquisition by BankUnited, Inc. of a non-bank entity, or the initiation of a non-banking activity, requires prior regulatory approval. In approving acquisitions or the addition of activities, the Federal Reserve Board considers, among other things, whether the acquisition or the additional activities can reasonably be expected to produce benefits to the public, such as greater convenience, increased competition or gains in efficiency, that outweigh such possible adverse effects as undue concentration of resources, decreased or unfair competition, conflicts of interest or unsound banking practices.

Regulatory Capital Requirements and Capital Adequacy
The federal bank regulators view capital levels as important indicators of an institution's financial soundness. As a general matter, FDIC-insured depository institutions and their holding companies are required to maintain minimum capital relative to the amount and types of assets they hold. The final supervisory determination on an institution's capital adequacy is based on the regulator's assessment of numerous factors. Both BankUnited, Inc. and BankUnited are subject to regulatory capital requirements.
The Federal Reserve Board has established risk-based and leverage capital guidelines for BHCs, including BankUnited, Inc. The OCC has established substantially similar risk-based and leverage capital guidelines applicable to national banks, including BankUnited. BankUnited, Inc. and BankUnited are subject to capital rules implemented under the framework promulgated by the International Basel Committee on Banking Supervision (the "Basel III Capital Rules"). While some provisions of the rules are tailored to larger institutions, the Basel III Capital Rules generally apply to all U.S. banking organizations, including BankUnited, Inc. and BankUnited.
The Basel III Capital Rules provide for the following minimum capital to risk-weighted assets ratios:ratios to be considered adequately capitalized:
(i)4.5% based upon CET1;
(ii)6.0% based upon tier 1 capital; and
(iii)8.0% based upon total regulatory capital.
(i)4.5% based upon CET1;
(ii)6.0% based upon tier 1 capital; and
(iii)8.0% based upon total regulatory capital.
The Basel III Capital Rules require institutions to retain a capital conservation buffer of 2.5% above these required minimum capital ratio levels. A minimum leverage ratio (tier 1 capital as a percentage of average total assets) of 4.0% is also required under the Basel III Capital Rules. The Basel III Capital Rules additionally require institutions to retain a capital conservation buffer of 2.5% above these required minimum capital ratio levels, to be phased in at annual increments of 0.625% that began in 2016.
Banking organizations that fail to maintain the minimum required capital conservation buffer could face restrictions on capital distributions or discretionary bonus payments to executive officers, with distributions and discretionary bonus payments being completely prohibited if no capital conservation buffer exists, or in the event of the following: (i) the banking organization's capital conservation buffer was below 2.5% (or the minimum amount required) at the beginning of a quarter; and (ii) its cumulative net income for the most recent quarterly period plus the preceding four calendar quarters is less than its cumulative capital distributions (as well as associated tax effects not already reflected in net income) during the same measurement period. Further, the federal bank regulatory agencies may set higher capital requirements for an individual BHC or bank when circumstances warrant it.
The enactment ofFederal Reserve, OCC and FDIC have issued a proposed rule to implement wide-ranging and significant changes to the current U.S. Basel III Capital Rules increasedcapital rules. Generally, the requiredproposed rules would increase capital levelsrequirements and risk-weighted assets for Category I - IV banking organizations (generally banking organizations with $100 billion or more in total assets). The proposed rules include, among other provisions, changes to the calculation of BankUnited, Inc.RWA that would replace the current Advanced Approaches with an Expanded Risk-based Approach with respect to credit, market, operational and BankUnited.CVA risk, apply a new
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Output Floor, and extend the countercyclical capital buffer and Supplementary Leverage Ratio to Category IV banking organizations. The Baselproposed rules would also lower the threshold for recognition of AOCI in CET1 capital, lower limits on recognition of minority interests and lower capital deduction thresholds for Category III Capital Rules became effectiveand IV banking organizations. Generally, these rules, if enacted as appliedproposed, are not expected to BankUnited, Inc. and BankUnited on January 1, 2015, with a phase in period from January 1, 2015 through January 1, 2019.
Company-Run Stress Testing
Under Section 165(i) ofapply directly to the Dodd-Frank Act and the stress testing rules of the Federal Reserve Board and OCC, each BHC and national bank with more than $10 billion andCompany, whose total assets are less than $50 billion in total consolidated assets must annually conduct a company-run stress test to estimate the potential impact of three scenarios provided by the agencies on its regulatory capital ratios and certain other financial metrics. BankUnited, Inc. and the Bank are required to publicly disclose a summary of the results of these forward looking, company-run stress tests that assesses$100 billion; however, the impact of hypothetical macroeconomic baseline, adversethe proposed rules, if enacted, on the banking system and severely adverse economic scenarios. In 2018, BankUnited, Inc. andregulatory environment more broadly could indirectly impact the Bank will submit the results of their company-run stress test to the Federal Reserve Board and OCC by July 31 and will publish a public summary of the results between October 15 and October 30.

Company.
Prompt Corrective Action
Under the FDIA, the federal bank regulatory agencies must take "prompt corrective action" against undercapitalized U.S. depository institutions. U.S. depository institutions are assigned one of five capital categories: "well capitalized," "adequately capitalized," "undercapitalized," "significantly undercapitalized," and "critically undercapitalized," and are subjected to differential regulation corresponding to the capital category within which the institution falls. As of December 31, 2017, aA depository institution wasis deemed to be "well capitalized" if the banking institution hadhas a total risk-based capital ratio of 10.0% or greater, a tier 1 risk-based capital ratio of 8.0% or greater, a CET1 risk-based capital ratio of 6.5% and a leverage ratio of 5.0% or greater, and the institution wasis not subject to an order, written agreement, capital directive or prompt corrective action directive to meet and maintain a specific level for any capital measure. Under certain circumstances, a well-capitalized, adequately-capitalizedadequately capitalized or undercapitalized institution may be treated as if the institution were in the next lower capital category. A banking institution that is undercapitalized is required to submit a capital restoration plan. Failure to meet capital guidelines could subject the institution to a variety of enforcement remedies by federal bank regulatory agencies, including:including termination of deposit insurance by the FDIC, restrictions on certain business activities, and appointment of the FDIC as conservator or receiver. As of December 31, 2017,2023, BankUnited, Inc. and BankUnited were well capitalized.well-capitalized.
Source of strength
The Dodd-Frank Act and Federal Reserve Board policy require allAll companies, including BHCs, that directly or indirectly control an insured depository institution, are required to serve as a source of financial and managerial strength for the depository institution. Under this requirement, BankUnited, Inc. in the future could be required to provide financial assistance to BankUnited should it experience financial distress. Such support may be required at times when, absent this statutory and Federal Reserve Policy requirement, a BHC may not be inclined to provide it.
Under the prompt corrective action provisions, if a controlled bank is undercapitalized, then the regulators could require its BHC to guarantee a capital restoration plan. In addition, if the Federal Reserve believes that a BHC’s activities, assets or affiliates represent a significant risk to the financial safety, soundness or stability of a controlled bank, then the Federal Reserve could require the BHC to terminate the activities, liquidate the assets or divest the affiliates. Currently, the Company has no material activities, assets or affiliates other than those attributable to its ownership of the Bank.
Regulatory Limits on Dividends and Distributions
Federal law currently imposes limitations upon certain capital distributions by national banks, such as certain cash dividends, payments to repurchase or otherwise acquire its shares, payments to stockholders of another institution in a cash-out merger and other distributions charged against capital. The Federal Reserve Board and OCC regulate all capital distributions by BankUnited directly or indirectly to BankUnited, Inc., including dividend payments.
BankUnited may not pay dividends to BankUnited, Inc. if, after paying those dividends, it would fail to meet the required minimum levels under risk-based capital guidelines and the minimum leverage capital ratio requirements, or in the event the OCC notified BankUnited that it was in need of more than normal supervision. Under the FDIA, an insured depository institution such as BankUnited is prohibited from making capital distributions, including the payment of dividends, if, after making such distribution, the institution would become "undercapitalized." Payment of dividends by BankUnited also may be restricted at any time at the discretion of the appropriate regulator if it deems the payment to constitute an unsafe and unsound banking practice.
BankUnited is subject to supervisory limits on its ability to declare or pay a dividend or reduce its capital unless certain conditions are satisfied.
In addition, it is the policy of the Federal Reserve Board that BHCs should pay cash dividends on common stock only out of income available over the past year and only if prospective earnings retention is consistent with the organization’s expected future needs and financial condition. The policy provides that BHCs should not maintain a level of cash dividends that undermines the BHC’s ability to serve as a source of strength to its banking subsidiaries. As a Delaware corporation, BankUnited, Inc. is also subject to certain limitations and restrictions under Delaware corporate law with respect to payment of dividends and other distributions.
Reserve Requirements
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Pursuant to regulations of the Federal Reserve Board, all banking organizations are required to maintain average daily reserves at mandated ratios against their transaction accounts. In addition, reserves must be maintained on certain non-personal time deposits. These reserves must be maintained in the form of vault cash or in an account at a Federal Reserve Bank.

Limits on Transactions with Affiliates and Insiders
Insured depository institutions are subject to restrictions on their ability to conduct transactions with affiliates and other related parties. Section 23A of the Federal Reserve Act imposes quantitative limits, qualitative requirements, and collateral requirements on certain transactions by an insured depository institution with, or for the benefit of, its affiliates. Transactions covered by Section 23A include loans, extensions of credit, investment in securities issued by an affiliate, and acquisitions of assets from an affiliate. Section 23B of the Federal Reserve Act requires that most types of transactions by an insured

depository institution with, or for the benefit of, an affiliate be on terms at least as favorable to the insured depository institution as if the transaction were conducted with an unaffiliated third party. The Dodd-Frank Act generally enhances the restrictions on transactions with affiliates, including an expansion of what types of transactions are covered to include credit exposures related to derivatives, repurchase agreements and securities lending arrangements.
The Federal Reserve Board's Regulation O and OCC regulations impose restrictions and procedural requirements in connection with the extension of credit by an insured depository institution to directors, executive officers, principal stockholders and their related interests.
The Volcker Rule
The Volcker Rule generally prohibits "banking entities" from engaging in "proprietary trading" and making investments and conducting certain other activities with "covered funds."
Although the rule provides for some tiering of compliance and reporting obligations based on size, the fundamental prohibitions of the Volcker Rule apply to banking entities of any size, including BankUnited, Inc. and BankUnited. Banking entities with total assets of $10 billion or more that engage in activities subject to the Volcker Rule are required to establish a six-element compliance program to address the prohibitions of, and exemptions from, the Volcker Rule.
Corporate governance
The Dodd-Frank Act addresses many investor protection, corporate governance and executive compensation matters that affect most U.S. publicly traded companies, including BankUnited, Inc. The Dodd-Frank Act (1) grants stockholders of U.S. publicly traded companies an advisory vote on executive compensation; (2) enhances independence requirements for compensation committee members; (3) requires companies listed on national securities exchanges to adopt incentive-based compensation claw-back policies for executive officers; and (4) provides the SEC with authority to adopt proxy access rules that would allow stockholders of publicly traded companies to nominate candidates for election as a director and have those nominees included in a company's proxy materials.
Interchange Fees
The Dodd-Frank Act gave the Federal Reserve Board the authority to establish rules regarding interchange fees charged for electronic debit transactions by a payment card issuer that, together with its affiliates, has assets of $10 billion or more and to enforce a new statutory requirement that such fees be reasonable and proportional to the actual cost of a transaction to the issuer. The Federal Reserve Board has adopted rules under this provision that limit the swipe fees that a debit card issuer can charge a merchant for a transaction.
Examination Fees
The OCC currently charges fees to recover the costs of examining national banks, processing applications and other filings, and covering direct and indirect expenses in regulating national banks. The Dodd-Frank Act provides variousVarious regulatory agencies withhave the authority to assess additional supervision fees.
FDIC Deposit Insurance
The FDIC is an independent federal agency that insures the deposits of federally insured depository institutions up to applicable limits. The FDIC also has certain regulatory, examination and enforcement powers with respect to FDIC-insured institutions. The deposits of BankUnited are insured by the FDIC up to applicable limits. As a general matter, the maximum deposit insurance amount is $250,000 per depositor.
Additionally.Additionally, FDIC-insured depository institutions are required to pay deposit insurance assessments to the FDIC.FDIC deposit insurance fund. The amount of a particular institution's deposit insurance assessment is based on that institution's risk classification under an FDIC risk-based assessment system. An institution's risk classification is assigned based on its capital levels and the level of supervisory concern the institution poses to the regulators. Deposit insurance assessments fund
The FDIC has authority to raise or lower assessment rates on insured deposits in order to achieve statutorily required reserve ratios in the DIF.DIF and to impose special additional assessments.
In November 2023, in the aftermath of certain bank failures earlier in 2023, the FDIC approved a final rule to implement a special assessment based on the amount of uninsured deposits reported in the banks' December 31, 2022 Call Reports. The Dodd-Frank Act changedspecial assessment will be collected for an anticipated eight quarterly assessment periods beginning in 2024. During the way an insured depository institution'sfourth quarter of 2023, the Bank recorded the entire special assessment levied of $35.4 million. There is a risk that BankUnited’s deposit insurance premiums are calculated and increased the minimum forwill further increase if additional failures of insured depository institutions further deplete the DIF reserve ratio from 1.15%or if the FDIC changes its view of the risk BankUnited poses to 1.35%. The Dodd-Frank Act also made banks with $10 billion or more in total assets responsible for the increase. Effective in the third quarter of 2016, regular assessment rates for all banks were reduced; however, banks with total assets of $10 billion or more began paying an assessment surcharge equal to 4.5 cents per $100 of their assessment base in excess of $10 billion. The surcharge will continue until such time the DIF reserve ratio exceeds 1.35%. Future changesor otherwise increases the assessment rate adjustment applicable to our risk classification or to the method for calculating premiums generally may impact assessment rates, which could impact the profitability of our operations.

BankUnited’s deposits.
Depositor Preference
The FDIA provides that, in the event of the "liquidation or other resolution" of an insured depository institution, the claims of depositors of the institution (including the claims of the FDIC as subrogee of insured depositors) and certain claims for administrative expenses of the FDIC as a receiver will have priority over other general unsecured claims against the institution. Insured and uninsured depositors, along with the FDIC, will have priority in payment ahead of unsecured, non-deposit creditors, including BankUnited, Inc., with respect to any extensions of credit they have made to such insured depository institution.
Federal Reserve System and Federal Home Loan Bank System
As a national bank, BankUnited is required to hold shares of capital stock in a Federal Reserve Bank. BankUnited holds capital stock in the Federal Reserve Bank of Atlanta. As a member of the Federal Reserve System, BankUnited has access to the Federal Reserve discount window lending and payment clearing systems. Pursuant to the regulations of the Federal Reserve, all banks, including BankUnited, are required to maintain average daily reserves at mandated ratios against their transaction accounts. In addition, reserves must be maintained on certain non-personal time deposits. This reserve requirement may be met by holding cash in banking offices or on deposit at a Federal Reserve Bank.
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BankUnited is a member of the Federal Home Loan Bank of Atlanta. Each FHLB provides a central credit facility primarily for its member institutions, as well as other entities involved in home mortgage lending. Any advances from aan FHLB must be secured by specified types of collateral. As a member of the FHLB, BankUnited is required to acquire and hold shares of capital stock in the FHLB of Atlanta. BankUnited is in compliance with this requirement.
Anti-Money Laundering and OFAC
Under federal law, financial institutions must maintain anti-money laundering programs that include established internal policies, procedures and controls; a designated compliance officer; an ongoing employee training program; a risk-based customer due diligence program; and testing of the program by an independent audit function. Financial institutions are also prohibited from entering into specified financial transactions and account relationships and must meet enhanced standards for due diligence, and customer identification and recordkeeping, including in their dealings with non-U.S. financial institutions and non-U.S. customers. Financial institutions must take reasonable steps to conduct enhanced scrutiny of account relationships to guard against money laundering and to report any suspicious transactions, and law enforcement authorities have been granted increased access to financial information maintained by financial institutions. Bank regulators routinely examine institutions for compliance with these obligations and they must consider an institution's compliance in connection with the regulatory review of applications, including applications for banking mergers and acquisitions. The regulatory authorities have imposed "cease and desist" orders and civil money penalty sanctions against institutions found to be violating these obligations.
The U.S. Department of the Treasury's OFAC is responsible for helping to insureensure that U.S. entities do not engage in transactions with certain prohibited parties, as defined by various Executive Orders and Acts of Congress. The OFAC publishes lists of persons, organizations, and countries suspected of money laundering or aiding, harboring or engaging in terrorist acts, known as Specially Designated Nationals and Blocked Persons. If BankUnited, Inc. or BankUnited finds a name on any transaction, account or wire transfer that is an affirmative match to one on an OFAC list, BankUnited, Inc. or BankUnited must freeze or block such account or transaction, file a suspicious activity report and notify the appropriate authorities.
Consumer Laws and Regulations
Banking organizations are subject to numerous laws and regulations intended to protect consumers. These laws include, among others:
Truth in Lending Act;
Truth in Savings Act;
Electronic Funds Transfer Act;
Expedited Funds Availability Act;
Equal Credit Opportunity Act;
Fair and Accurate Credit Transactions Act;
Fair Housing Act;
Fair Credit Reporting Act;
Fair Debt Collection Act;

Gramm-Leach-Bliley Act;
Home Mortgage Disclosure Act;
Right to Financial Privacy Act;
Real Estate Settlement Procedures Act;
laws regarding unfair and deceptive acts and practices; and
usury laws.
Many states and local jurisdictions have consumer protection laws analogous to, and in addition to, those listed above. These federal, state and local laws regulate the manner in which financial institutions deal with customers when taking deposits, making loans, or conducting other types of transactions. Failure to comply with these laws and regulations could give rise to regulatory sanctions, customer rescission rights, action by state and local attorneys general, and civil or criminal liability.
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Privacy and Information Security
Banking organizations are subject to many federal and state laws and regulations governing the collection, use and protection of customer information. For example, the Gramm-Leach-Bliley Act requires BankUnited to disclose its privacy policies and practices relating to sharing nonpublic customer information and enables retail customers to opt out of our ability to share information with unaffiliated third parties under certain circumstances. Other federal and state laws and regulations impact our ability to share certain information with affiliates and non-affiliates for marketing and/or non-marketing purposes, or to contact customers with marketing offers. The creationGramm-Leach-Bliley Act also requires BankUnited to implement a comprehensive information security program that includes administrative, technical and physical safeguards to ensure the security and confidentiality of the CFPB by the Dodd-Frank Act has led to enhanced enforcement of consumer financial protection laws.customer records and information.
CFPB
The CFPB is tasked with establishing and implementing rules and regulations under certain federal consumer protection laws with respect to the conduct of providers of certain consumer financial products and services. The CFPB has rulemaking authority over many of the statutes governing products and services offered to bank and thrift consumers. For banking organizations with assets of $10 billion or more, such as BankUnited, Inc. and the Bank, the CFPB has exclusive rule making and examination, and primary enforcement authority under certain federal consumer protection financial law.laws. In addition, states are permitted to adopt consumer protection laws and regulations that are stricter than those regulations promulgated by the CFPB.
The Community Reinvestment Act
The CRA is intended to encourage banks to help meet the credit needs of their service areas, including low and moderate-income neighborhoods, consistent with safe and sound operations. The federal bank regulators examine and assign each bank a public CRA rating.
The CRA requires federal bank regulators to take into account the bank's record in meeting the needs of its service area when considering an application by a bank to establish or relocate a branch or to conduct certain mergers or acquisitions. The Federal Reserve Board is required to consider the CRA recordsperformance of a BHC's controlled banks when considering an application by the BHC to acquire a banking organization or to merge with another BHC. If BankUnited, Inc. or BankUnited applies for regulatory approval to make certain investments, the regulators will consider the CRA record of target institutions and BankUnited, Inc.'s depository institution subsidiaries. An unsatisfactoryA less than satisfactory CRA recordrating could substantially delay approval or result in denial of an application. The regulatory agency's assessment of the institution's recordCRA performance is made available to the public. Following its most recent CRA examinationperformance evaluation in September 2015,October 2021, BankUnited received an overall rating of "Satisfactory."
Employees
Human Capital Resources
At December 31, 2017,2023, we employed 1,698had 1,588 full-time employees and 6528 part-time employees. None of our employees are parties to a collective bargaining agreement. We believe that our relationsemployees are our greatest asset and vital to our success. As such, we seek to hire and retain the best candidate for each position, without regard to age, gender, ethnicity, or other protected trait, but with an appreciation for a diversity of perspectives and experience. We have designed a compensation structure including an array of benefit plans and programs that we believe is attractive to our current and prospective employees. We have a Company sponsored 401(k) Retirement Savings Program, a tuition reimbursement program, flexible spending accounts and health savings accounts with Company contributions. BankUnited offers paid time off, paid parental leave for male and female employees, paid holidays, flexible work schedules and hybrid and remote job opportunities for some positions.
Diversity, Equity and Inclusion
Our goal is to create a safe, diverse and inclusive workplace where individuals are valued, feel free to express themselves, are empowered to succeed and are able to grow both personally and professionally. At December 31, 2023, 40% of the members of our Board of Directors were female and 40% were of diverse nationality or ethnicity. Approximately 56% of our workforce was female. We offer diversity and inclusion training to all of our employees.

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The following chart illustrates the diversity of our workforce at December 31, 2023:
Diverse Workforce

1649267470578

iCARE™

Under the umbrella of our iCARE™ ("Inclusive Community of Advocacy, Respect and Equality") initiative, we have a number of programs intended to foster a culture that promotes employee engagement in social justice, equal access, community development and opportunity. Our iCARE™ Council, consisting of 15 employees with diverse backgrounds and perspectives across different divisions in our organization, oversees the continued evolution of iCARE™ and 17 employees serving as iCARE™ ambassadors promote engagement in iCARE™ programs across the organization. Employees are encouraged to participate in interactive events, cultural celebrations, an enterprise-wide mentorship program and volunteer opportunities. In 2023, our employees reported a total of 3,501 volunteer hours, up 32% from 2022, serving 128 community organizations. Our employees are good.given paid time to participate in community volunteer opportunities.
BankUnited has partnered with six universities in our local markets to provide scholarships, internship, and other educational programs, with a primary focus on minority high school and college students. Since the inception of these initiatives in 2020, 109 college and high school students have participated and 36 of them have been hired for full time roles at the Bank. Through BankUnited's exclusive partnership with Florida International University, the ATOM Pink Tank program, a six-month leadership, mentorship, and research development program was created to empower female students pursuing STEM careers. The Pink Tank participants receive weekly guidance and mentorship by BankUnited employees throughout the ten-week research and competition stage. The students connect with BankUnited professionals of all levels and disciplines. Since the inception of this initiative, 46 students have completed the program and 20 new students have been selected for the 2023-2024 cohort. To date, BankUnited has hired seven female students and garnered participation of over 55 BankUnited employees representing 20 departments across the Bank.
Through iCARE™ we engage and encourage our employees to participate in various Bank sponsored community programs and events. These community programs include BankUnited's "Adopt A Neighborhood" in Florida focused on providing support to under-served predominantly minority communities, the "Entrepreneurship Program" in New York where we provide workforce development in partnership with a local university, and the "Heir’s Program" where we brought together a consortium of expertise to provide legal services and education to predominantly minority families seeking to maintain property in family lineage. The Bank also launched the iCARE™ Ventures program to support, promote and strengthen local entrepreneurship and small business growth to minority owned businesses in our community.
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Health, Wellness and Safety
Our award-winning Wellness Program incorporates initiatives that address the mental, physical, intellectual, occupational, social, emotional, financial and spiritual components of wellness. The BankUnited Corporate Center has an on-site fitness facility and we provide our employees with on-site health screenings, eye exams, dental exams, mammograms, and vaccine clinics. Employees can choose to participate in nutrition counseling, music and art therapy, live and streaming fitness classes, meditation sessions, live and virtual learning opportunities with area wellness experts. We offer safety programs including first aid and CPR courses. For participation in our Wellness Program, we offer our employees a reduced premium rate for medical insurance coverage.

In recognition of our employee wellness programs, BankUnited received the Healthiest Employer Award from the South Florida Business Journal in 2021 and 2022. In 2023, BankUnited was listed as number one among America's Top 100 Healthiest Employers by Springbuk HR Technology, and was awarded the Worksite Wellness Award by the Florida Department of Health in 2021.
Career Growth and Development
Our Go for More Academy provides an extensive menu of training and resources that enable employees to develop their skills and that promote collaboration and career development. Our Rising Leaders, Situational Leadership and EXCELerate programs provide our employees with career development opportunities. Through our Discover Coaching program, we offer a personalized approach where employees meet one-on-one with an internal coach to promote individual growth, skill development, leadership development, and problem solving. A total of 204 employees participated and completed these programs in 2023. We believe mentoring is key to career growth and development. In 2023 280 employees enrolled in our mentoring programs and a total of 1,247 mentoring hours were reported. Our employees rated their overall mentorship program satisfaction with a score of 4.7 stars out of 5 stars.
Communication & Engagement
Employee engagement is a key contributor to our success. The Company solicits employee feedback through periodic employee engagement surveys conducted by an outside firm. 81% of employees participated in our last engagement survey and 81% of participants responded favorably to questions designed to gauge the level of overall engagement. The 81% overall engagement score favorably compared to an industry benchmark of 76%. The Company schedules regular CEO update video calls, town hall meetings and other engagement programs. In 2023, we launched the Leadership Chat Series, a live and interactive webinar with BankUnited executives and our employees. Our Kudos Employee Recognition platform encourages employees to recognize one another's contributions and accomplishments.
Available Information
Our website address is www.bankunited.com. Our electronic filings with the SEC (including all Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and if applicable, amendments to those reports) are available free of charge on the website as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC. The information posted on our website is not incorporated into this Annual Report. In addition, the SEC maintains a website that contains reports and other information filed with the SEC. The website can be accessed at http://www.sec.gov.

Item 1A.   Risk Factors
Risks RelatedAn investment in our common stock is subject to Our Businessrisks inherent in our business. The material risks and uncertainties that management believes affect us are described below. Before making an investment decision, you should carefully consider the risks and uncertainties described below, together with all of the other information included or incorporated by reference herein. The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties that management is not aware of or focused on or that management currently deems immaterial may also impair our business operations. If any of the events described in the risk factors should actually occur, our financial condition, results of operations and the value of our securities could be materially and adversely affected.
Strategic Risk
We may not realize the expected benefits of our business strategy.
Our fundamental business strategy is centered on building a leading regional commercial and small business bank, focused on relationship-based granular and diversified business on both sides of the balance sheet. Our near-term strategic priorities include (i) improving the funding mix, primarily by growing core deposits, while maintaining ample liquidity; (ii) improving risk adjusted returns by re-positioning the balance sheet away from typically lower yielding transactional business such as
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residential mortgages and securities and organically growing core commercial loans, which are generally higher-yielding, as a percentage of the portfolio; (iii) managing credit quality; (iv) managing the rate of increase in expenses; and (v) maintaining robust capital levels. Our ability to execute on these strategic priorities depends on a number of factors, many of which are outside of our direct control. Some of the factors that will impact our ability to execute on our strategic priorities are (i) our ability to attract and retain talent; (ii) competition in our markets; (iii) fiscal and monetary policy and the macro-economic environment; (iv) the health of our primary markets; and (v) the availability and cost of capital. There is no guarantee that we will be able to successfully execute our strategic plans and fundamental business strategy.
While acquisitions have not historically been a primary component of our business strategy, we may opportunistically consider potential acquisitions of financial institutions and complementary non-bank businesses. There are risks that may inhibit our ability to successfully execute such acquisitions, such as competition with other potential acquirers, the ability to obtain the required regulatory approvals in a timely matter or at all, the availability of capital and the successful integration of a consummated acquisition and realization of the expected benefits.
We face significant competition from other financial institutions and financial services providers, which may adversely impact our ability to execute on strategic objectives, our growth or profitability.
Although our geographic presence is expanding, our business is currently concentrated in Florida and the New York tri-state area. Commercial and consumer banking in these markets is highly competitive. Our markets contain not only a large number of community and regional banks, but also a significant presence of the country's largest commercial banks. We compete with other state and national banks as well as savings and loan associations, savings banks and credit unions located in our markets as well as those targeting our markets digitally for deposits and loans. In addition, we compete with financial intermediaries, such as FinTech companies, consumer finance companies, marketplace lenders, mortgage banking companies, insurance companies, securities firms, mutual funds and several government agencies as well as major retailers, all actively engaged in providing various types of financial services. The variety of entities providing financial services to businesses and consumers, as well as the technologies and delivery channels through which those services are provided are rapidly evolving.
The financial services industry is likely to become even more competitive as a result of legislative, regulatory and technological changes and continued consolidation. Increased competition among financial services companies may adversely affect our ability to market our products and services. Technology has lowered barriers to entry and made it possible for financial services providers to compete in our markets without a physical footprint and enabled non-bank providers to offer products and services traditionally provided by banks. Many of our competitors have fewer regulatory constraints and may have lower cost structures. Additionally, due to their size or particular technology capabilities, many competitors may offer a broader range of products and services or may be adversely affected by conditionsable to offer better pricing for certain products and services than we can.
Our ability to compete successfully depends on a number of factors, including but not limited to (i) the ability to develop, maintain and build upon long-term customer relationships; (ii) our ability to pro-actively and quickly respond to technological change and emerging or unanticipated innovations in financial services; (iii) our ability to attract and retain talent; (iv) our ability to expand our market position or successfully enter new markets; (v) the financial marketsscope, relevance and economic conditions generally.
Deterioration in business or economic conditions generally, or more specifically inpricing of our products and services and our ability to respond quickly to changing customer preferences; (vi) the principal markets inrate at which we do business,introduce new products and services relative to our competitors; (vii) customer satisfaction with our level of service; and (viii) industry and general economic trends.
Failure to perform well in any of these areas or in general to successfully respond to the competitive pressures we face could have one or more of the following adverse effects onmake it harder for us to attract and retain customers and significantly weaken our competitive position, which could adversely affect our ability to achieve strategic objectives, our growth and profitability, which, in turn, could harm our business, financial condition and results of operations:operations.
A decreaseHurricanes and other weather-related events, social or health-care crises such as pandemics, political or social unrest, geopolitical conflict, terrorist activity, or other natural or man-made disasters could cause a disruption in our operations or otherwise have an adverse impact on our customers, our business and results of operations.
Our geographic markets in Florida and other coastal areas are particularly susceptible to severe weather, including hurricanes, flooding and damaging winds. The occurrence of a hurricane or other natural disaster, a man-made catastrophe such as terrorist activity, pandemic outbreaks and other global health emergencies, political or social unrest, government shutdowns, geopolitical conflicts such as those currently occurring in the middle east or Ukraine or other man-made or natural disasters could disrupt our operations or those of our clients or our work-force, result in damage to our facilities, jeopardize our ability to continue to provide essential services to our customers and negatively affect our customers and the local economies in which we operate. These events may lead to a decline in loan originations, an increase in deposit outflows, strain our liquidity position, reduce or destroy the value of collateral for our loans, particularly real estate, negatively impact the business
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operations of our customers, and cause an increase in delinquencies, foreclosures and loan losses. Our business, financial condition and results of operations may be materially, adversely impacted by these and other negative effects of such events.
Both physical and transitional risks related to climate change or societal and governmental responses to climate change could adversely affect our business and performance, including indirectly through impacts on our customers.
Concerns over the long-term impacts of climate change have led and will continue to lead to governmental efforts to mitigate those impacts. Consumers and businesses may change their behavior as a result of these concerns. We and our customers may need to respond to new laws and regulations as well as consumer and business preferences resulting from climate change concerns. We and our customers may face cost increases, asset value reductions and operating process changes. The impact on our customers will likely vary depending on their specific attributes, including reliance on or role in carbon intensive activities. Among the impacts to us could be a drop in demand for our loanproducts and deposit products;
An increaseservices, particularly in delinquencies and defaults by borrowerscertain sectors. In addition, we could face reductions in creditworthiness on the part of some customers or counterparties;
A decrease in the value of assets securing loans. In particular, our assets;clients' operations may be adversely impacted by the rising cost of property and casualty insurance related to physical risks brought on by climate change. Our efforts to take these risks into account in making lending and other decisions, including by increasing our business with climate-friendly companies and reducing our exposure to the fossil fuel sector, may not be effective in protecting us from the negative impact of new laws and regulations or changes in consumer or business behavior. One of our primary market areas is the state of Florida, particularly in coastal areas; as such, we may have an increased vulnerability to the ultimate impacts of climate change as compared to some of our competitors.
We depend on our executive officers and other key personnel to execute our long-term business strategy and could be harmed by the loss of their services or the inability to attract new talent.
We believe that our continued growth and future success will depend in large part on the skills of our senior management team and other key personnel. We believe our senior management team possesses valuable knowledge about and experience in the banking industry that could be challenging to replicate. The composition of our senior management team and our other key personnel may change over time. Although our Chairman, President and Chief Executive Officer has entered into an employment agreement with us, he may not complete the term of his employment agreement or renew upon expiration. Other members of our senior management team are not subject to employment agreements. Our Board of Directors and senior management team are actively engaged in ongoing succession planning, however, our succession planning efforts may not be adequate to ensure continuity of qualified senior management. Our success also depends on the experience of other key personnel and on their relationships with the customers and communities they serve. The loss of service of one or more of our executive officers or key personnel, or the inability to recruit and retain qualified personnel in the future, could have an adverse effect on our business, financial condition or operating results.
Evolving expectations of investors, customers, regulators and employees with respect to our ESG practices and those of our customers may impose additional costs on us, impact our reputation in the market or expose us to emerging risks.
There is an evolving focus, including from some governmental organizations and agencies, investors, customers and employees on ESG issues such as environmental stewardship, climate change, diversity and inclusion, racial justice and workplace culture and conduct. We have expended and may further expend resources to monitor, adopt and report on policies and practices that we believe will improve execution of our evolving ESG objectives, and compliance with third party imposed ESG-related requirements and expectations, including potential new SEC disclosure requirements. If our ESG practices do not meet evolving rules and regulations or investor or other stakeholder expectations, then our reputation or our ability to attract or retain employees, customers and investors could be negatively impacted. Similarly, our failure or perceived failure to pursue or fulfill our current or future objectives or to satisfy various reporting standards within acceptable timelines, or at all, could have similar negative impacts.
In addition, organizations that provide information to investors on corporate governance and related matters have developed ratings processes for evaluating companies on their approach to ESG matters; if the Company were to receive unfavorable ratings, negative investor sentiment, stock price fluctuations and the diversion of investment to other companies could result.
The high profile 2023 failures of several regional banks and attendant events impacting the banking industry along with resulting media coverage eroded customer confidence in the banking system, particularly in regional and mid-size banks. We are subject to the risk of similar future events adversely impacting the banking industry broadly, and our Company.
The bank failures of 2023, surrounding events and related media coverage created significant market volatility and adversely impacted stock prices among publicly traded bank holding companies and, in particular, regional institutions like the Company. These developments negatively impacted customer confidence in the safety and soundness of regional banks and led some depositors to transfer deposits to the largest financial institutions. Many regional banks, including BankUnited, experienced higher than normal deposit outflows immediately following the first regional bank failures in March 2023. Future
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unanticipated deposit outflows or erosion of customer or investor confidence brought on by external events could materially adversely impact the Company’s liquidity, net interest margin, business strategy, market valuation, capital and results of operations.
Future material adverse events, not necessarily limited to the circumstances leading to the 2023 bank failures, that impact other financial institutions could, as a result of rapid and broad public exposure, have a direct and material adverse impact on the Company's business, market valuation and results of operations.
A decreasedowngrade of our credit rating could increase our cost of capital or place limitations on business activities.
The major ratings agencies regularly evaluate us, and their ratings are based on a number of factors, including our financial strength and conditions affecting the financial services industry generally. In general, ratings agencies base their ratings on many quantitative and qualitative factors, including capital adequacy, liquidity, asset quality, business mix and level and quality of earnings, and we may not be able to maintain our current credit ratings. The ratings assigned to the Bank and the Company remain subject to change at any time, and it is possible that any ratings agency will take action to downgrade the Bank and the Company in the future. Additionally, ratings agencies may also make substantial changes to their ratings policies and practices, which may affect our earnings;
credit ratings. A decrease in liquidity; and
A decrease indowngrade of our credit rating, particularly to a level below investment grade, could adversely impact the liquidity or value of our rated securities, our ability to access the capital markets.or certain short-term funding markets, and our cost of capital. Additionally, certain commercial customers could be prohibited from placing deposits with us, impacting our liquidity position.
Our enterprise risk management framework may not be effective in mitigating the risks to which we are subject, or in reducing the potential for losses in connection with such risks.Credit Risk
Our enterprise risk management framework is designed to identify and minimize or mitigate the risks to which we are subject, as well as any losses stemming from such risks. Although we seek to identify, measure, monitor, report, and controlAs a lender, our exposure to such risks, and employ a broad and diversified set of risk monitoring and mitigation techniques in the process, those techniques are inherently limited in their ability to anticipate the existence or development of risks that are currently unknown and unanticipated. The ineffectiveness of our enterprise risk management framework in mitigating the impact of known risks or the emergence of previously unknown or unanticipated risks may result in our incurring losses in the future that could adversely impact our financial condition and results of operations.
Our business is highly susceptible to credit risk on our non-covered assets.risk.
As a lender, we are exposed to the risk that our customers will be unable to repay their loans according to their terms and that the collateral securing the payment of their loans, if any, may be insufficient to ensure repayment. Credit losses are inherent in the business of making loans. We are also subject to credit risk that is embedded in our securities portfolio. Our credit risk management framework inclusive of our underwriting standards, procedures and policies may not prevent us from incurring substantial credit losses, particularly if economic or market conditions deteriorate. It is difficult to determine or forecast the many ways in which a decline in economic or market conditions may impact the credit quality of our assets. The Single Family Shared-Loss Agreement only covers a small percentage of assets, and credit losses on assets not covered by the Single Family Shared-Loss Agreement could have a material adverse effect on our operating results.
Our allowance for loan and lease lossesACL may not be adequate to cover actual credit losses.
We maintain an allowance for loan and lease losses ("ALLL")ACL that represents management's estimate of probable incurredcurrent expected credit losses, inherent inor the amount of amortized cost basis not expected to be collected, on our loan portfolio and the amount of credit loss impairment on our available for sale securities portfolio. This estimateDetermining the amount of the ACL is complex and requires extensive judgment by management to make significant assumptions and involves a high degree of judgment, which isabout matters that are inherently subjective particularly as our non-covered loan portfolio has not yet developed an observable loss trend through a fulland uncertain. The measurement of expected credit cycle. Management considers numerous factorslosses encompasses information about historical events, current conditions and reasonable and supportable economic forecasts. Factors that may be considered in determining the amount of the ALLL, including,ACL include, but are not necessarily limited to, historical loss severities and net charge-off rates of BankUnited and other comparable financial institutions,product or collateral type, industry, geography, internal risk ratings, loss forecasts,rating, credit characteristics such as credit scores or collateral values, delinquency rates, the level of non-performing, criticized, classifiedhistorical or expected credit loss patterns and restructured loans in the portfolio, product mix, underwritingother quantitative and credit administration policies and practices, portfolio trends, concentrations, industry conditions, economic trends and otherqualitative factors considered by management to have an impact on the adequacy of the ACL and the ability of borrowers to repay their loans. The adequacy of the ACL is also dependent on the effectiveness of the underlying models used in determining the estimate.
If management's assumptions and judgments prove to be incorrect, our current allowancecredit loss models prove to be inaccurate or our processes and controls governing the determination of the amount of the ACL prove ineffective, our ACL may be insufficient and we may be required to increase our ALLL.ACL. In addition, regulatory authorities periodically review our ALLLACL and may require us to increase our provision for loancredit losses or recognize further loan charge-offs, based on judgments different thanfrom those of our management. Adverse economic conditions could make management's estimate even more complex and difficult to determine. Any increase in our ALLLACL will result in a decrease in net income and capital and could have a material adverse effect on our financial condition and results of operations. See Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations—Analysis of the Allowance for Loan and LeaseCredit Losses" and "Management's Discussion and Analysis of

Financial Condition and Results of Operations—Critical Accounting Policies and Estimates—Allowance for Loan and LeaseCredit Losses."
The FASB has recently issued an ASU that will result in a significant change in how we and other financial institutions recognize credit losses and may have a material impact on our financial condition and results of operations or on the industry more broadly.

In June 2016, the FASB issued an ASU, "Financial Instruments- Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments," which replaces the current "incurred loss" model for recognizing credit losses with an "expected loss" model referred to as the CECL model. Under the CECL model, we will be required to present certain financial assets carried at amortized cost, such as loans held for investment and held-to-maturity debt securities, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement will take place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the "incurred loss" model required under current GAAP, which delays recognition until it is probable a loss has been incurred. The adoption of the CECL model may materially affect how we determine our ALLL and could require us to significantly increase our ALLL, resulting in an adverse impact to our financial condition, regulatory capital levels and results of operations. Moreover, the CECL model may create more volatility in the level of our ALLL. We are not yet able to reasonably estimate the impact that adoption of the CECL model will have on our financial condition, regulatory capital levels or results of operations. The ASU will be effective for us for fiscal years beginning after December 15, 2019.

Additionally, uncertainty exists around whether adoption of the CECL model by the financial services industry more broadly will have an impact on loan demand, how loan products are structured, the availability and pricing of credit in the markets or regulatory capital levels for the industry.
We depend on the accuracy and completeness of information about clients and counterparties.counterparties in making credit decisions.
In deciding whether to extend credit or enter into other transactions with clients and counterparties, we may rely on information furnished by or on behalf of clients and counterparties, including financial statements and other financial
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information. We also may rely on representations of clients and counterparties as to the accuracy and completeness of that information and, with respect to financial statements, on reports of independent auditors.
The credit quality of our loan portfolio and results of operations are affected by residential and commercial real estate values and the level of residential and commercial real estate sales and rental activity.
A material portion of our loans are secured by residential or commercial real estate. The ability of our borrowers to repay their obligations and our financial results may therefore be adversely affected by changes in real estate values.values or in real estate market dynamics. Commercial real estate valuations in particular are highly subjective, as they are based on many assumptions. Such valuations can be significantly affected over relatively short periods of time by changes in business climate, economic conditions, demographic and market trends such as the impact of the ongoing shift to online shopping on retail properties or the trend toward remote and hybrid work on office properties. The value of commercial real estate and ability of commercial real estate borrowers to service debt is also sensitive to occupancy rates, the level of rents, regulatory changes, interest rates, other operating costs and, in many cases, the results of operations of businesses and other occupants of the real property. The properties securing income-producing investor real estate loans may not be fully leased at the origination of the loan.loans or vacancies may arise during the terms of the loans. A borrower's ability to repay these loans is dependent upon stabilization of the properties and additional leasing through the life of the loan or the borrower's successful operation of a business. Weak economic conditions or demographic and market trends may impair a borrower's business operations, lead to elevated vacancy rates or lease turnover, slow the execution of new leases or result in falling rents. In particular, the office segment continues to be impacted by the evolving trend toward remote or hybrid work. The ultimate outcome of this trend and, as a result, the level of future demand for office space, remains uncertain. Lease turnover may increase, and tenants may reduce the amount of space leased when existing leases expire. Lower occupancy rates may lead to lower rents and lower valuations of office buildings. These factors could lead to deterioration in fundamentals underlying some of our commercial real estate loans. Recent increases in interest rates as well as rising property and casualty insurance and other operating costs have negatively impacted and may continue to negatively impact operating cash flows for some borrowers and the ability of those borrowers to service or refinance outstanding debt. These factors could result in further deterioration in the fundamentals underlying the commercial real estate market and the deterioration in value of some of our loans. loans or the underlying collateral and ultimately to higher loan losses.
Similarly, residential real estate valuations can be impacted by housing trends, demographic trends, the availability of financing at reasonable interest rates, the level of supply of available housing, governmental policy regarding housing and housing finance and general economic conditions affecting consumers. Real estate values may also be impacted by weather-related events and other man-made or natural disasters, or ultimately, by the impact of climate change.
We make credit and reserve decisions based on current and projected real estate values, the current conditions of borrowers, properties or projects and our expectations for the future. If real estate values or fundamentals underlying the commercial andor residential real estate markets decline, we could experience higher delinquencies and charge-offs beyond that provided for in the ALLL.
Our portfolio of loans secured by taxi medallions is exposed to fluctuations in the demand for taxi services and valuation of the underlying collateral.
We have a portfolio of loans secured by taxi medallions, substantially all of which are in New York City. The introduction of application-based mobile ride-hailing services, such as Uber, has caused a more competitive landscape for these services, resulting in reduced ridership and utilization of taxis and a reduction in the pool of drivers willing to drive taxis. Consequently, the reduced income generated from the operation of taxi medallions has caused significant declines in the market value of

medallions, increased defaults on loans secured by taxi medallions and an increase in TDRs, due to borrowers' inability to repay these loans at maturity. Management has provided for estimated losses incurred through December 31, 2017; however, further declines in demand for taxi services or further deterioration in the value of medallions may result in higher delinquencies, additional TDRs and losses beyond that provided for in the ALLL.ACL.
Since we engage in lending secured by real estate, andwe may be forced to foreclose on the collateral property and own the underlying real estate, we maythereby be subject to the increased costs and risks associated with the ownership of commercial or residential real property, which could have an adverse effect on our business, financial condition or results of operations.
A significant portion of our loan portfolio is secured by residential or commercial real property. During the ordinary course of business, we may foreclose on and take title to properties securing certain loans, in which case, we are exposed to the risks and costs inherent in the ownership of real estate. The amount that we, as a mortgagee, may realize after a default is dependent upon factors outside of our control, including:
(i) general or local economic conditions;
environmental cleanup liability;
neighborhood values;
(ii) sub-market property values and supply/demand dynamics; (iii) interest rates;
commercial (iv) costs of ownership such as real estate rentaltaxes, insurance, maintenance; (v) governmental rules and vacancy rates;regulations such as but not limited to zoning laws; (vi) natural or man-made disasters such as hurricanes or healthcare crises; (vii) political or social unrest, crime levels and other conditions in sub-markets or neighborhoods where property is located; and (viii) the ability to maintain occupancy particularly of commercial properties. Additionally, bank-owned properties obtained in foreclosure often sell at a discount to the price that might otherwise be obtained in the market.
The geographic concentration of our markets in Florida and the New York Tri-State area makes our business highly susceptible to local economic conditions in those markets.
While we are expanding our geographic footprint, our operations remain concentrated in Florida and the New York Tri-State area. Additionally, a significant portion of our loans secured by real estate are secured by commercial and residential properties in these geographic regions. Accordingly, the ability of our borrowers to repay their loans, and the value of the collateral securing such loans, may be significantly affected by economic conditions in these regions or by changes in the local
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real estate tax rates;
operating expenses of the mortgaged properties;
supply of andmarkets. Disruption or deterioration in those economic conditions or real estate markets could result in increased delinquencies, problem assets or foreclosures, a decline in demand for properties;
ability to obtain and maintain adequate occupancy of the properties;
zoning laws;
governmental rules, regulations and fiscal policies; and
hurricanes or other natural or man-made disasters.
These same factors may impactour loan products, deterioration in the ability of borrowers to repay their obligationsdebt, lower collateral values and ultimately higher credit losses.
Our portfolio of operating lease equipment is exposed to fluctuations in the demand for and valuation of the underlying assets. Many of these assets are in service to the fossil fuel industry, and subject to transition risks related to climate change.
Although we have been reducing our exposure to this business, our equipment leasing business is exposed to asset risk resulting from ownership of the equipment on operating lease. Asset risk arises from fluctuations in supply and demand for the underlying leased equipment. We are exposed to the risk that, at the end of the lease term or in the event of early termination, the value of the asset will be lower than expected, resulting in reduced future lease income over the remaining life of the asset or a lower sale value, which could lead to impairment charges or operating losses. A significant portion of our equipment under operating lease consists of railcars and other equipment used directly or indirectly by the fossil fuel industry. Demand for this equipment, rental rates and its valuation are securedheavily influenced by real property.conditions in the energy industry and the impact of transition to a lower-carbon economy including related regulation and societal norms.
Interest Rate Risk
Our business is inherently highly susceptible to interest rate risk.
Our business and financial performance are materially impacted by market interest rates and movements in those rates. Since a high percentage of our assets and liabilities are interest bearing or otherwise sensitive in value to changes in interest rates, changes in rates, in the shape of the yield curve or in spreads between different types of rates can have a material impact on our financial condition and results of operations and the values of our assets and liabilities. Changes in the value of investment securities available for sale and certain derivatives directly impact equity through adjustments of accumulated other comprehensive income and changes in the values of certain other assets and liabilities may directly or indirectly impact earnings. Changes in the values of assets and liabilities brought about by changes in interest rates, even those that do not directly impact reported GAAP or regulatory capital levels, may impact investors' perceptions of the value of the Company, rating agency opinions, or customers' perceptions of the stability of the Company leading to unanticipated deposit outflows. Interest rates are highly sensitive to many factors over which we have no control and which we may not be able to anticipate, adequately, including general economic conditions and the monetary and taxfiscal policies of various governmental bodies, particularly the Federal Reserve Board. The impact of changes in interest rates on our business and financial performance may be exacerbated if the extent or pace of those changes are beyond historical norms.
Our earnings and cash flows depend to a great extent upon the level of our net interest income. Net interest income is the difference between the interest income we earn on loans, investments and other interest earning assets, and the interest we pay on interest bearing liabilities, such as deposits and borrowings. The recent persistent low level of market interest rates, flattening of theA flat or inverted yield curve and narrowor tightening credit spreads has limitedmay limit our ability to add higher yielding assets to the balance sheet. If this prolonged period of lowsheet and reduce the spread between rates continues beyond current forecasts, interest rates increase more slowly than expected, the yield curve flattens or inverts, or a negative interest rate environment emerges in the United States,paid on deposits and those earned on interest-earning assets, placing downward pressure on our net interest margin may be exacerbated, negatively impacting ourand net interest incomeincome. Our deposit costs tend to be correlated with short-term rates; increases in the future.short-term interest rates or generally tightening liquidity conditions may exert upward pressure on our cost of deposits. Changes in interest rates can increase or decrease our net interest income, because different types of assets and liabilities may react differently, and at different times, to market interest rate changes. WhenIf interest bearing liabilities mature or reprice more quickly than interest earning assets in a period of rising rates, an increase in interest rates could reduce net interest income. Whenincome will be reduced. If interest earning assets mature or reprice more quickly than interest bearing liabilities, falling interest rates could reduce net interest income. Additionally, anAn increase in interest rates may among other things,also reduce the demand for loans and ourlower-priced deposit products, decrease loan repayment rates and negatively affect borrowers' ability to meet their obligations. A decrease in the general level

of interest rates may affect us through, among other things, increased prepayments on our loanhigher-yielding fixed rate loans and mortgage-backed securities portfolios.securities. Competitive conditions may also impact the interest rates we are able to earn on new loans or are required to pay on deposits, negatively impacting both our ability to grow depositsloans and interest earning assetsdeposits and our net interest income. Our ability to manage interest rate risk could be negatively impacted by unpredictable behavior of depositors in various interest rate environments. A rapid or unanticipated increase or decrease in interest rates, changes in the shape of the yield curve or in spreads between rates could have an adverse effect on our net interest margin and results of operations.
We attempt to manage interest rate risk by adjustingmonitoring and managing the rates, maturity, repricing, mix and balances of the different types of interest-earning assets and interest bearing liabilities and through the use of hedging instruments; however, interest rate risk management techniques are not precise, and we may not be able to successfully manage our interest rate risk. Our abilityThe modeling techniques we use to manage interest rate risk could be negatively impacted by longer fixed rate termsare based on loans being addeda wide variety of assumptions generally derived from historical data and patterns, and may fail to our portfolio or by unpredictable behavioraccurately predict the impact of depositors in various interest rate environments. A rapid or unanticipated increase or decreasefuture movements in interest rates changeson our financial performance. Assumptions about depositor behavior are integral to interest rate risk modeling and management; technological
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advances enabling depositors to move money more quickly and to do business with a wide variety of financial services providers not in physical proximity to those depositors as well as the shapeevolving landscape of the yield curve or in spreads between rates could have an adverse effect on our net interest margin and resultsfinancial services industry has made predictive modeling of operations.depositor behavior increasingly difficult.
Liquidity Risk
A failure to maintain adequate liquidity could adversely affect our ability to sustain normal operations, our financial condition and results of operations.
Effective liquidity management is essential for the operation of our business. We require sufficient liquidity to meet customer loan requests, customer deposit maturities and withdrawals and other cash commitments under both normal operating conditions and under extraordinary or unpredictable circumstances causing industry or general financial market stress.circumstances. Our access to funding sources in amounts adequate to finance our activities on terms that are acceptable to us could be impaired by factors or events that affect us specifically or the financial services industry or economy generally. Factors that could detrimentally impact our access to liquidity at an acceptable price, or at all include, but are not limited to: (i) national, to a lesser extent global, and regional economic and market conditions; (ii) interest rates; (iii) competition for depositor funds from banks and other investment alternatives; (iv) the availability of sufficient collateral that is acceptable to the FHLB and the Federal Reserve Bank, both of which are significant sources includeof contingent liquidity for us; (v) fiscal and monetary policy including the continuing restrictive monetary policy of the Federal Reserve which is negatively impacting systemic liquidity; (vi) public and market perception of BankUnited specifically and the banking sector more broadly; (vii) our ability to access the capital markets as a downturn in economic conditions in the geographic markets in which our operations are concentratedpotential liquidity source; and (viii) regulatory requirements or in the financial or credit markets in general.changes. Our access to liquidity in the form of deposits may also be affected by the liquidity needs of our depositors and by competition for deposits in our primary markets.depositors. A substantial portion of our liabilities consist of deposit accounts that are payable on demand or upon several days' notice, while by comparison, the majority of our assets are loans, which cannot be called or sold in the same time frame. Although we have historically been able to replace maturing deposits and borrowings as necessary, we might not be able to replace such funds in the future. A failure to maintain adequate liquidity could materially and adversely affect our ability to sustain business operations, our financial condition or results of operations or financial condition.operations.
We may not be successful in executing our fundamental business strategy.
Organic growth and diversificationsubject to material unanticipated outflows of our business are essential components of our business strategy. Commercial and consumer banking, for both loan and deposit products, in our primary markets is highly competitive. Our ability to achieve organic growth is also dependent on economic conditions in our primary markets. There is no guarantee that we will be able to successfully or profitably execute our organic growth strategy.
While acquisitions have not historically been a primary contributor to our growth, we opportunistically consider potential acquisitions of financial institutions and complementary non-bank businesses. There are risks that may inhibitdeposits, jeopardizing our ability to successfully execute such acquisitions. We compete withmaintain sufficient liquidity to conduct normal business operations.
The failure of several regional banks during 2023, characterized by unprecedented levels of deposit outflows, led to an erosion of confidence in the regional banking sector among deposit customers, investors, and other financial institutions for acquisition opportunitiescounterparties. In these cases, deposit outflows were exacerbated by the ability of customers to move money quickly and there areeasily using digital channels as well as widespread media coverage and social media exposure. Following the bank failures, many regional banks, including BankUnited, experienced higher than normal deposit outflows. Across the industry, a limited numbersignificant amount of candidates that meet our acquisition criteria. Consequently,deposits migrated from regional banks to the nation's largest banks. While deposit flows at BankUnited appear to have stabilized since the 2023 bank failures, we remain susceptible to internal or external circumstances, perceptions or events, some of which we may not be ableunable to identify suitable candidates for acquisitions.
anticipate or control or may be of an unprecedented nature, that could lead to material unexpected deposit outflows. Depositors increasingly have the ability to move funds quickly and easily. If we do identify suitable candidates, there is no assurance that we willa significant portion of our deposits were to be able to obtainwithdrawn within a short period of time, the required regulatory approvals in order to acquire them. If we do succeed in consummating future acquisitions, acquisitions involve risks that the acquired businesses may not achieve anticipated revenue, earnings, synergies or cash flows or that the other strategic benefits of the acquisitions may not be realized. There may also be unforeseen liabilities relating to the acquired businesses or arising out of the acquisitions, asset quality problems of the acquired entities, difficulty operating in markets in which we have had no or only limited experience and other conditions not within our control, such as adverse personnel relations, loss of customers because of change in identity, and deterioration in local economic conditions.
In addition, the process of integrating acquired entities will divert significant management time and resources. We may not be able to integrate successfully or operate profitably any financial institutions or complementary businesses we may acquire. We may experience disruption and incur unexpected expenses in integrating acquisitions. Any acquisitions we do make may not enhance our cash flows, business,Company’s liquidity, financial condition, results of operations or prospects and may have an adverse effect on our resultsability to sustain normal operations could be materially, adversely affected.
The Federal Reserve Bank and the FHLB are important sources of operations, particularly during periods in which the acquisitions are being integrated into our operations.
Lastly, growth, whether organic or through acquisition is dependent onboth operating and contingent liquidity. If the availability of capital and funding. Our ability to raise capital through the sale of stock or debt securities may be affected by market conditions, economic conditions or regulatory changes. There is no assurance that sufficient capital or funding will be available in the future, upon acceptable terms or at all.

Risks related to our Single Family Shared-Loss Agreement with the FDIC may result in significant losses.
A significant portion of BankUnited's revenue continues to be derived from the covered assets. The Single Family Shared-Loss Agreement with the FDIC provides that a significant portion of losses related to the covered assets will be borne by the FDIC. Under the Single Family Shared-Loss Agreement, we are obligated to comply with certain loan servicing standards, including requirements to participate in loan modification programs. A failure to comply with these standards or other provisions of the Single Family Shared-Loss Agreement could result in covered assets losing some or all of their coverage. BankUnited's compliance with the terms of the Single Family Shared-Loss Agreement is subject to audit by the FDIC through its designated agent. The required terms of the agreement are extensive and failure to comply with any of the guidelines could result in a specific asset or group of assets losing their loss sharing coverage. See "Item 1. Business—The FSB Acquisition."
As discussed in “Item 1. Business - The FSB Acquisition”, the Single Family Shared-Loss Agreement is scheduled to terminate as soon as May 2019. At the time of termination, certain aspects of our exit from the Single Family Shared-Loss Agreement will be subject to agreement with the FDIC, which may be beyond our control. Commensurate with the termination of the Single Family Shared-Loss Agreement, we may sell all or a portion of the remaining covered assets and revenue generated from such covered assets is expected to cease. Our business, financial condition and results of operations following termination of the Single Family Shared-Loss Agreement and the resolution of the related covered assets will be more dependent on our ability to execute on our underlying business strategy.
The geographic concentration of our markets in Florida and the New York metropolitan area makes our business highly susceptible to local economic conditions.
Unlike some larger financial institutions that are more geographically diversified, our operations are concentrated in Florida and the New York metropolitan area. Additionally, a significant portion of our loans secured by real estate are secured by commercial and residential properties in these geographic regions. Accordingly, the ability of our borrowers to repay their loans, and the value of the collateral securing such loans, may be significantly affected by economic conditions in these regions or by changes in the local real estate markets. Disruption or deterioration in economic conditions in the markets we serve could result in one or more of the following:
an increase in loan delinquencies;
an increase in problem assets and foreclosures;
a decrease in the demand for our products and services; or
a decrease in the value of collateral for loans, especially real estate, in turn reducing customers' borrowing power, the value of assets associated with problem loans and collateral coverage.
The effects of adverse weather events such as Hurricanes Irma and Harvey or other natural or man-made disasters may negatively affect our geographic markets or disrupt our operations, which could have an adverse impact on our results of operations.
Our geographic markets in Florida and other coastal areas are susceptible to severe weather, including hurricanes, flooding and damaging winds. A significant portion of our loans are to borrowers whose businesses are located in or secured by properties located in the state of Florida, which was impacted by Hurricane Irma in September 2017. In addition, the Bank has a limited number of customers and collateral properties located in areas of Texas thatthose liquidity sources were impacted by Hurricane Harvey in August 2017.
Weather events such as Hurricanes Irma and Harvey, or other natural or man-made disasters or terrorist activities, can disrupt our operations, result in damage to our facilities and negatively affect the local economies in which we operate. These events may lead to a decline in loan originations, reduce or destroy the value of collateral for our loans, particularly real estate, negatively impact the business operations of our customers, and cause an increase in delinquencies, foreclosures and loan losses. These events may also lead to a decline in regional economic conditions and prospects in certain circumstances. Our business or results of operations may be adversely impacted by these and other negative effects of such events.
Although we currently believe that Hurricanes Harvey and Irma did not materially impact the ability of the substantial majority of our borrowers to repay their loans, it is premature to conclude with certainty as to the ultimate impact of these hurricanes on our level of loan losses, our business or the results of our operations.
The Bank is generally named as a loss payee on hazard and flood insurance policies covering collateral properties and carries casualty and business interruption insurance. These policies could partially mitigate losses that the Bank may sustain due to the effects of these hurricanes or other natural or man-made disasters that may occur in the future; however, the timing

and amount of any proceeds that we may recover from insurance policies is uncertain and may not be sufficient to adequately compensate us for losses that we experience due to these hurricanes and other natural or man-made disasters.
Our portfolio of assets under operating lease is exposed to fluctuations in the demand for and valuation of the underlying assets.
Our equipment leasing business is exposed to asset risk resulting from ownership of the equipment on operating lease. Asset risk arises from fluctuations in supply and demand for the underlying leased equipment. We are exposed to the risk that, at the end of the lease term or in the event of early termination, the value of the asset will be lower than expected, resulting in reduced future lease income over the remaining life of the asset or a lower sale value. Demand for and the valuation of the leased equipment is sensitive to shifts in general and industry specific economic and market trends, governmental regulations and changes in trade flows from specific events such as natural or man-made disasters. A significant portion of our equipment under operating lease consists of rail cars used directly or indirectly in oil and gas drilling activities. Although we regularly monitor the value of the underlying assets and the potential impact of declines in oil and natural gas prices on the value of railcars on operating lease, there is no assurance that the value of these assets will not be adversely impacted by conditions in the energy industry.
Our reported financial results depend on management's selection and application of accounting policies and methods and related assumptions and estimates.
Our accounting policies and estimates are fundamental to our reported financial condition and results of operations. Management is required to make difficult, complex or subjective judgments in selecting and applying many of these accounting policies. In some cases, management must select an accounting policy or method from two or more alternatives, any of which may be reasonable under the circumstances, yet may result in us reporting materially different results than would have been reported under a different alternative.
From time to time, the Financial Accounting Standards Board and SEC may change the financial accounting and reporting standards that govern the preparation of our financial statements. These changes can be difficult to predict and can materially impact how we record and report our financial condition and results of operations. In some cases, we could be required to apply a new or revised standard retrospectively, resulting in a restatement of prior period financial statements. See Note 1 to the consolidated financial statements for more information about pending accounting pronouncements that may have a material impact on our reported financial results.
Our internal controls may be ineffective.
Management regularly monitors, evaluates and updates our internal controls over financial reporting, disclosure controls and procedures, and corporate governance policies and procedures. Any system of controls, however well designed and operated, can provide only reasonable, not absolute, assurances that the objectives of the controls are met. Any failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures could have a material adverse effect on our financial condition and results of operations.
We depend on our executive officers and key personnel to continue the implementation of our long-term business strategy and could be harmed by the loss of their services.
We believe that our continued growth and future success will depend in large part on the skills of our senior management team. We believe our senior management team possesses valuable knowledge about and experience in the banking industry and that their knowledge and relationships could be difficult to replicate. The composition of our senior management team and our other key personnel may change over time. Although our President and Chief Executive Officer has entered into an employment agreement with us, he may not complete the term of his employment agreement or renew it upon expiration. Other members of our senior management team are not subject to employment agreements. Our success also depends on the experience of other key personnel and on their relationships with the customers and communities they serve. The loss of service of one or more of our executive officers or key personnel, or the inability to recruit and retain qualified personnel in the future, could have an adverse effect oncompromised, our business, financial condition or results of operations could be materially adversely affected.
The Federal Reserve Bank and FHLB provide important sources of stable, reliable and specifically with respect to the Federal Reserve Bank, emergency liquidity to banks including BankUnited. Should the availability, nature, design or provisions of the various liquidity facilities provided by these entities change materially, BankUnited's ability to access operating results.

We face significant competitionor contingent liquidity as needed could be adversely impacted. The availability of liquidity from other financial institutionsthese sources is also dependent on the nature and financial services providers,value, which could be negatively impacted by changes in interest rates, of collateral BankUnited is able to provide and on their evaluation of the Bank's creditworthiness. In 2023, the FHFA, the primary regulator of the FHLB system, completed a comprehensive review of the FHLB system which may adverselyresult in future changes in the regulatory or statutory framework governing the FHLB system. Such changes, if and when enacted, could impact the future amount, terms and availability of liquidity provided by the FHLBs to their members, including BankUnited. Our ability to access funds in a timely basis from the Federal Reserve Bank and FHLB also depends on our growth or profitability.operational readiness; while we test operational readiness
The primary markets we currently serve
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regularly and believe our processes and procedures are Floridaadequate in this regard, a failure of those processes and the New York metropolitan area. Consumerprocedures could compromise our ability to access needed liquidity.
A significant percentage of our deposits are commercial deposits, many of which are uninsured.
Our business strategy is heavily focused on commercial customers, and commercial banking in these markets is highly competitive. Our markets contain not onlyas such, a large numberpercentage of communityour deposits are commercial deposits. Inherently, due to the design and regional banks, but alsopurpose of FDIC deposit insurance, across the U.S. banking system and at BankUnited a significant presenceportion of commercial deposits are uninsured. While we offer programs and products to our commercial customers that allow them to increase the country's largest commercial banks.amount of their deposits that are insured, not all depositors choose to take advantage of these programs and products. Uninsured deposits may be more subject than insured deposits to unanticipated outflows, particularly during times of systemic or institution-specific stress.
Loss of deposits or a change in deposit mix could increase our funding costs.
Deposits are typically a relatively low cost and stable source of funding. We compete with other state and national financial institutions located in Florida, New York and adjoining states as well as savings and loan associations, savings banks and credit unions for deposits and loans. In addition, we compete with financial intermediaries, such as consumer finance companies, marketplace lenders, mortgage banking companies, insurance companies, securities firms, mutual funds and several government agencies as well as major retailers, all actively engaged in providing various types of loans and other financial services.
The financial services industry could become even more competitiveservice providers for customer funds; as a result, of legislative, regulatorywe could lose deposits in the future, clients may shift their deposits into higher cost products, or we may need to raise interest rates to avoid deposit attrition. Funding costs may also increase if deposits are replaced with wholesale funding. Higher funding costs reduce our net interest margin, net interest income, and technological changes and continued consolidation. Banks, securities firms and insurance companies can merge under the umbrella of a financial holding company, which can offer virtually any type of financial service, including banking, securities underwriting, insurance (both agency and underwriting) and merchant banking. Increased competition among financial services companies may adversely affect our ability to market our products and services. Also, technology has lowered barriers to entry and made it possible for banks to compete in our market without a retail footprint by offering competitive rates, as well as non-banks, including online providers, to offer products and services traditionally provided by banks. Manynet income. A portion of our competitors have fewer regulatory constraintsdeposit base consists of companies serving the residential real estate eco-system and is exposed to the overall health and level of activity in that eco-system. Particularly in a high or rising interest rate environment, the level of residential real estate activity would be expected to decline, which has led and may have lower cost structures. Additionally, duein the future lead to their size, many competitors may offer a broader range of products and services as well as better pricing for certain products and services than we can.
Our ability to compete successfully depends on a number of factors, including:
the ability to develop, maintain and build upon long-term customer relationships based on quality service, high ethical standards and safe and sound banking practices;
the ability to attract and retain qualified employees to operate our business effectively;
the ability to expand our market position;
the scope, relevance and pricing of products and services offered to meet customer needs and demands;
the rate at which we introduce new products and services relative to our competitors;
customer satisfaction with our level of service; and
industry and general economic trends.
Failure to performreduced deposit balances in any of these areas could significantly weaken our competitive position, which could adversely affect our growth and profitability, which, in turn, could harm our business, financial condition and results of operations.this vertical, considerably.
The inability of BankUnited, Inc. to receive dividends from its subsidiary bank could have a material adverse effect on the ability of BankUnited, Inc. to make payments on its debt, pay cash dividends to its shareholders or execute share repurchases.
BankUnited, Inc. is a separate and distinct legal entity from the Bank, and athe substantial portionmajority of its revenue consists of dividends from the Bank. These dividends are the primary funding source for the dividends paid by BankUnited, Inc. on its common stock, and the interest and principal payments on its debt. In addition,debt and any stock repurchases made by BankUnited, Inc., including under the share repurchase program announced in January 2018, may depend in whole or in part upon dividends from the Bank.of outstanding common stock. Various federal and state laws and regulations limit the amount of dividends that a bank may pay to its parent company. In addition, our right to participate in a distribution of assets upon the liquidation or reorganization of a subsidiary may be subject to the prior claims of the subsidiary’s depositors and other creditors. If the Bank is unable to pay dividends, BankUnited, Inc. might not be able to service its debt, pay its obligations, pay dividends on its common stock or make share repurchases.
Operational Risk
We rely on analytical and forecasting models and tools that may prove to be inadequate or inaccurate, which could adversely impact the effectiveness of our strategic planning, the quality of certain accounting estimates including the ACL, the effectiveness of our risk management framework including but not limited to credit, interest rate and liquidity risk monitoring and management and thereby our results of operations.
The processes we use to forecast future performance and estimate expected credit losses, including in hypothetical periods of stress, the effects of changing interest rates, sources and uses of liquidity, cash flows from the covered assets, real estate values, and economic trends and indicators such as unemployment on our financial condition and results of operations depend upon the use of analytical and forecasting tools and models. These tools and models reflect assumptions that may not be accurate, particularly in times of market stress or other

unforeseen or unprecedented circumstances. Furthermore, even if our assumptions are accurate predictors of future performance, the tools and models they are based onthat utilize them may prove to be inadequate or inaccurate because of other flaws in their design or implementation. If these tools prove to be inadequate or inaccurate, our strategic planning processes, risk management and monitoring framework, earnings and capital may be adversely impacted.
Tax refunds relatingNew lines of business, new products and services or strategic project initiatives may subject us to the discrete income tax benefit recognized by the Company in the fourth quarter of 2017 have not yet been finalized by applicable taxing authoritiesadditional operational risks, and the Company cannot provide assurances asfailure to whensuccessfully implement these initiatives could affect our results of operations.
From time to time, we may launch new lines of business, expand into new geographies or if theyoffer new banking products and services, which offerings may significantly increase operational, credit or reputational risks. Significant effort and resources may be required to manage and oversee the successful development, implementation, risk assessment, launch or scaling of new initiatives, which effort and resources may be diverted from other of our products or services. While we invest significant time and resources in developing, marketing and managing new products and services, there are material uncertainties that could adversely impact estimated implementation and operational costs or projected adoption, sales, revenues or profits, and no
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assurance can be given that any new offerings will be received.
During the fourth quarter of 2017, the Company recognized a discrete income tax benefit of $327.9 million related to a matter that arose during an ongoing audit of the Company's 2013 federal income tax return. The discrete income tax benefit recognized includes expected refunds of federal income tax of $295 million, as well as estimated interest on the federal refundsuccessfully developed, implemented, launched or scaled. New products and estimated refunds from certain state and local taxing jurisdictions. Although the Company expects to receive the federal tax refund following completion of the audit and has concluded that the requirements for accounting recognition of the benefit have been met, the Company cannot provide assurances as to when or if it will ultimately receive the refund (or the related state and local refunds) because the IRS has not yet finalized its entire internal process, or provided the Company with a notice of proposed adjustment or revenue agent report and the refund claims are subject to review by the Joint Committee on Taxation. The Company is continuing to evaluate whether it has claims in other state jurisdictions and whether it may have any claims for federal or state income taxes relating to tax years prior to 2012. The Company cannot provide assurances as to when or to what extent it may have any claims relating to such other state and local taxing jurisdictions or in respect of prior tax years. Any delays or failures to receive the federal income tax refund or related refunds from state and local taxing jurisdictions could have an adverse effect on our financial condition or operating results.
Changes in taxes and other assessments may adversely affect us.
The legislatures and taxing authorities in the tax jurisdictions in which we operate regularly enact reforms to the tax and other assessment regimes to which we and our customers are subject. For example, the Tax Cuts and Jobs Act was enacted in December 2017. This legislation made significant changes to the U.S. Internal Revenue Code, many of which are highly complex andservices may require interpretationsstartup and implementing regulations.ongoing marketing costs and operational changes. The effectsinability to successfully roll out new products and services may result in unmet profitability targets, increased costs, loss of these changes and anycustomers or competitive advantage or other changes that result from such interpretations and implementing regulations or enactment of additional tax reforms cannot be quantified and there can be no assurance that any such reforms would not have an adverse effect upon our business.
Tax laws are complex and subject to different interpretations by the taxpayer and relevant governmental taxing authorities, which are sometimes subject to prolonged evaluation periods until a final resolution is reached. In establishing a provision for income tax expense, filing returns and establishing the value of deferred tax assets and liabilities for purposes of its financial statements, the Company must make judgments and interpretations about the application of these inherently complex tax laws. If the judgments, estimates and assumptions the Company uses in establishing provisions, preparing its tax returns or establishing the value of deferred tax assets and liabilities for purposes of its financial statements are subsequently found to be incorrect, there could be a material effectimpacts on our results of operations.
Operational Risks
We are subject to a variety of operational, legal and compliance risks, including the risk of fraud, theft or thefterrors by employees or outsiders and to the impact of ineffective processes and controls, which may adversely affect our business, financial condition and results of operations.
We are exposed to many types of operational risks, including legal and compliance risk, the risk of fraud or theft by employees or outsiders and to operational errors, including clerical or record-keeping errors, the impact of ineffective processes and controls or those resulting from faulty or disabled technology. The occurrence of any ofEvents such as these events could cause us to suffer financial loss, facethe loss of customers, regulatory action and suffer damage to our reputation.

Because the nature of the financial services business involves a high volume of transactions, certain errors may be repeated or compounded before they are discovered and successfully rectified. Our necessary dependence upon automated systems to record and process transactions and our large transaction volume may further increase the risk that technical flaws or employee tampering or manipulation of those systems will result in losses that are difficult to detect. We also may be subject to disruptions of our operating systems arising from events that are wholly or partially beyond our control which may give rise to disruption of service to customers and to financial loss or liability. The occurrence of any of these events could result in a diminished ability to operate our business as well as potential liability to customers and counterparties, reputational damage and regulatory intervention, which could adversely affect our business, financial condition or results of operations.
While we regularly monitor, evaluate and update our internal control framework including controls over financial reporting and corporate governance policies and procedures, any system of controls, however well designed and operated, can provide only reasonable, not absolute, assurances that the objectives of the controls are met. Failure of our system of controls and procedures could have a material adverse effect on our financial condition and results of operations.
We are dependent on our information technology and telecommunications systems. SystemsSystem failures or interruptions could have an adverse effect on our business, financial condition and results of operations.
Our business is highly dependent on the successful and uninterrupted functioning of our information technology, internet and network connectivity and telecommunications systems. We rely on these systems and connectivity to process new and renewalrenewed loans, gather deposits, process customer and other transactions, provide customer service, facilitate collections, facilitate remote work and share data across our organization. The failure of these systems and technologies could interrupt our operations. We may be subject to disruptions of our information technology and telecommunications systems arising from events that are wholly or partially beyond our control which may give rise to disruption of service to customers and of our employees' ability to perform their jobs. Because our information technology and telecommunications systems interface with and depend on third-party systems, we could experience service denials if demand for such services exceeds capacity or such third-party systems fail or experience interruptions. If sustained or repeated, a system failure or service denial could result in a deterioration of our ability to process new and renewalrenewed loans, gather deposits, andprocess customer transactions, provide customer service, compromise our ability to operate effectively, damage our reputation, result in a loss of customer business, and/or subject us to additional regulatory scrutiny and possible financial liability, any of which could have a material adverse effect on our financial condition and results of operations.
We are dependent on third-party service providers for certainsignificant aspects of our business infrastructure, and information technology, and telecommunications systems.
We rely on third parties to provide key components of our business infrastructure and major systems including, but not limited to, core banking systems such as loan servicing and deposit transaction processing systems, cloud-based data storage, our electronic funds transfer transaction processing, cash management, and online banking services.services, ERP systems and computer and networking infrastructure. We have migrated a significant portion of our core information technology systems, data storage and customer-facing applications to private and public cloud infrastructure platforms. If we fail to administer these environments in a well-managed, secure and effective manner, or if these platforms become unavailable or do not meet their service level agreements for any reason, we may experience unplanned service disruption or unforeseen costs which could result in material harm to our business, reputation, financial condition and results of operations. We must successfully develop and maintain information, financial reporting, disclosure, data-protection and other controls adapted to our reliance on outside platforms and providers. In addition, service providers could experience system breakdowns or failures, outages, downtime, cyber-attacks, adverse changes to financial condition, bankruptcy, or other adverse conditions, which could have a material adverse effect on our business and reputation. While we have an established third-party risk management framework and select and monitor the performance of third partythird-party vendors carefully, we do not control their actions. Any problems caused by these third parties, including those resulting from disruptions in communication services provided by a vendor,third party, failure of a vendorthird party to handle current or higher volumes, failure of a vendorthird party to provide services for any reason or poor performance of services, or the termination of a third-party software license or service agreement on which any of these systems is based, could adversely
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affect our ability to deliver products and services to our customers and otherwise conduct our business. In many cases, our operations rely heavily on the secure processing, storage and transmission of information and the monitoring of a large number of transactions on a minute-by-minute basis, and even a short interruption in service could have significant consequences. Financial or operational difficulties of a third party vendorthird-party service provider could also adversely affect our operations if those difficulties interfere with the vendor'sservice provider's ability to serve us effectively or at all. Replacing these third party vendorsthird-party service providers could also create significant delaydelays and expense. Accordingly, use of such third partiesparty service providers creates an unavoidable material inherent risk to our business operations.
Failure by usA cybersecurity incident, which is any unauthorized occurrence, or third parties to detectseries of related unauthorized occurrences, on or prevent a breach inconducted through our information securitysystems, including those of third-party service providers that we rely on, that jeopardizes the confidentiality, integrity or to protect customer privacy could have an adverse effect on our business.availability of those information systems or information residing therein.
In the normal course of our business, we collect, process, and retain sensitive and confidential client and customer information. Despite the security measures we and our third party service providers have in place, our facilities andinformation systems may be vulnerable to cybersecurity incidents. Cybersecurity incidents can take many forms including cyber-attacks, security breaches, acts of vandalism, computer viruses, misplaced or lost data, programming and / and/or human errors, or other similar events, especially because, in the case of any intentional breaches, the techniques used change frequently or aremay not be recognized until launched, and cyber-attacks can originate from a wide variety of sources, including third parties.sources.
We provide our customers the ability to bank remotely, including online, via mobile devices and over the telephone. The secure transmission of confidential information over the Internetinternet and other remote channels is a critical element of remote banking. Our network could be vulnerable to unauthorized access, computer viruses, phishing schemes and other security breaches. In addition to cyber-attacks or other security breachescybersecurity incidents involving the theft of sensitive and confidential information, hackers recently have engaged in attacks against large financial institutions, particularly denial of service attacks, designed to disrupt key business services such as customer-facing web sites.websites. We may be required to spend significant capital and other resources to protect against the threat of security breaches and computer viruses,cybersecurity incidents, or to alleviate problems caused by security breaches or viruses.cybersecurity incidents. Any cyber-attack or other security breachcybersecurity incident involving the misappropriation, loss or other unauthorized disclosure of confidential customer information could severely damage our reputation, erode confidence in the security of our systems, products and services, expose us to the risk of litigation and liability, disrupt our operations and have a material adverse effect on our business.

In addition, we interact with and rely on financial counterparties for whom we process transactions and who process transactions for us and rely on other third parties,third-party service providers, as noteddiscussed above. Each of these third parties may be targets of the same types of fraudulent activity, computer break-ins and other cyber security breachescybersecurity incidents described above. The cyber security measures that they maintain to mitigate the risk of such activity may be different from our own and, in many cases, we do not have any control over the types of security measures they may choose to implement. We may also incur costs as a result of data or security breaches of third parties with whom we do not have a significant direct relationship. As a result of financial entities and technology systems becoming more interdependent and complex, a cybercybersecurity incident, information breach or loss, or technology failure that compromises the systems or data of one or more financial entities could have a material impact on counterparties or other market participants, including us.
Concerns regarding the effectiveness of our measures to safeguard personal information, or even the perception that such measures are inadequate, could cause us to lose customers or potential customers and thereby reduce our revenues. If another financial institution experiences a material cybersecurity incident, even if we are not directly impacted in any way, negative publicity about the incident could impact confidence in the banking system generally, including in BankUnited.
We have taken measures to implement safeguards to support our operations, but our ability to conduct business may be adversely affected by any significant disruptions to us or to third parties with whom we interact. We have a comprehensive set of information securitycybersecurity program, supported by written policies and protocolsprocedures and a dedicated Chief Information Security Officer and information security division that reports to the Chief Risk Officer, with oversight by thedivision. The Risk Committee of the Board of Directors. The Risk Committee receives regular reporting related to information security risks and the monitoring and management of those risks.Directors has oversight responsibility for our cybersecurity program. Also see "Item 1C - Cybersecurity."
Failure to keep pace with technological changes could have a material adverse impact on our ability to compete for loans and deposits, and therefore on our financial condition and results of operations.
Financial products and services have become increasingly technology-driven. To some degree, ourtechnology driven. Our ability to meet the needs of our customers competitively, and in a cost-efficient manner, is dependent on our ability to keep pace with and pro-actively and quickly respond to technological advances and to invest in relevant new technology as it becomes available. Many of our larger competitors have greater resources to invest in technology than we do and may be better equipped to market new technology-driven products and services. The widespread adoption of new technologies, including, internet servicesbut not limited to, digitally enabled products and delivery channels and payment systems, could require us to incur substantial expenditures to modify or adapt our existing products and services. Our failure to respond to the impact of technological change could have a material adverse impact on our business, financial condition and results of operations.
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The soundness of other financial institutions, particularly our financial institution counterparties, could adversely affect us.
Our ability to engage in routine funding and other transactions could be adversely affected by the stability and actions of other financial services institutions. Financial services institutions are interrelated as a result of trading, clearing, servicing, counterparty, and other relationships. We have exposure to an increasing number of financial institutions and counterparties. These counterparties include institutions that may be exposed to various risks over which we have little or no control.
Adverse developments affecting the overall strength and soundness of the financial services industry as a whole and third parties with whom we have important relationships could have a negative impact on our business even if we are not directly subject to the same adverse developments.
Reputational risks could affect our results.Regulatory, Legal and Compliance Risk
Our ability to originate new businessAs a BHC, we and maintain existing customer relationships is highly dependent upon customer and other external perceptions of our business practices. Adverse perceptions regarding our business practices could damage our reputation in the customer, funding and capital markets, leading to difficulties in generating and maintaining accounts as well as in financing them. Negative public opinion can result from our actual or alleged conduct in any number of activities, including lending practices, employee relations, corporate governance and acquisitions and from actions taken by government regulators and community organizations in response to those activities. Adverse developments with respect to external perceptions regarding the practices of our competitors, or our industry as a whole, or the general economic climate may also adversely impact our reputation. These perceptions about us could cause our business to be negatively affected and exacerbate the other risks that we face. In addition, adverse reputational impacts on third parties with whom we have important relationships may adversely impact our reputation. Adverse reputational impacts or events may also increase our litigation risk. We carefully monitor internal and external developments for areas of potential reputational risk and have established governance structures to assist in evaluating such risks in our business practices and decisions.
Risks Relating to the Regulation of Our Industry
WeBankUnited operate in a highly regulated environment and the laws and regulations that govern our operations, corporate governance, executive compensation and accounting principles, orapply to us, changes in them, or our failure to comply with them, may adversely affect us.
We operate in a highly regulated environment, and are subject to extensive regulation, supervision,comprehensive statutory, legal and legal requirements that govern almost all aspects of our operations,regulatory regimes, see Item 1 "Business"Business—Regulation and Supervision." The Dodd-Frank Act, which imposes significant regulatory and compliance

requirements on financial institutions, is an example of this type of federal regulation. Intended to protect customers, depositors, the DIF, and the overall financial stability of the United States, these laws and regulations, among other matters, prescribe minimum capital and liquidity requirements, impose limitations on the business activities in which we can engage, limit the dividend or distributions that BankUnited can pay to BankUnited, Inc., restrict the ability of institutions to guarantee our debt, and impose specific accounting requirements on us. Banking regulators may also from time to time focus on issues that may impact the pace of growth of our business, our ability to execute our business strategy and operations, such as commercial real estate lending concentrations.our operations. Compliance with laws and regulations can be difficult and costly, and changes to laws and regulations often impose additional compliance costs. In addition, federal banking agencies including the OCC, and Federal Reserve Board and CFPB periodically conduct examinations of our business, including compliance with laws and regulations. Our failure to comply with these laws and regulations, even if the failure follows good faith effort or reflects a difference in interpretation, could subject us to restrictions on our business activities, fines, remedial actions, administrative orders and other penalties, any of which could adversely affect our reputation, results of operations and capital base.
Further, federal, state and local legislators and regulators regularly introduce measures or take actions that would modify the regulatory requirements applicable to banks, their holding companies and other financial institutions. Changes in laws, regulations or regulatory policies could adversely affect the operating environment for the Company in substantial and unpredictable ways, increase our cost of doing business, impose new restrictions on the way in which we conduct our operations or add significant operational constraints that might impair our profitability. We cannot predict whether new legislation will be enacted and, if enacted, the effect that it, or any implementing regulations, would have on our business, financial condition or results of operations.
FailureChanges in political administrations are likely to complyintroduce new or modified regulations and related regulatory guidance and supervisory oversight. Newly enacted laws may significantly impact the regulatory framework in which we operate and may require material changes to our business processes in short time frames. Inability to meet new statutory requirements within the prescribed periods could adversely affect our business, financial condition and results of operations, as well as impact our reputation.
We expect the failures of several regional banks in 2023 and related events to lead to changes in laws or regulations governing financial institutions or in the imposition of restrictions through supervisory or enforcement activities. Proposed rules increasing capital requirements for banks with the business plan filed with the OCCmore than $100 billion in assets have been issued; if these or similar rules are enacted, there may be indirect effects on our company. We also expect additional laws or regulations to be issued related to liquidity and bank mergers and acquisitions. These new laws and regulations, if enacted, could have an adverse effecta material impact on our abilitybusiness including but not limited to execute our business strategy.
In conjunction with the conversion of its charter to that of a national bank, BankUnited was required to file a business plan with the OCC,increased costs and is required to update the business plan annually. Failure to comply with the business plan could subject the Bank to regulatory actions that could impede our ability to execute our business strategy. The provisions of the business plan restrict our ability to engage in business activities outside of those contemplated in the business plan or to expand the level of our growth beyond that contemplated in the business plan without regulatory non-objection.lower profitability.
Our ability to expand through acquisition or de novo branching requires regulatory approvals, and failure to obtain them may restrict our growth.
WeAlthough acquisitions have not historically been a material part of our growth strategy, we may identify opportunities to complement and expand our business by pursuing strategic acquisitions of financial institutions and other complementary businesses. We must generally receive federal regulatory approval before we can acquire an institution or business. In determining whether to approve a proposed acquisition, federal banking regulators will consider, among a number of other qualitative and quantitative factors, the effect of the acquisition on competition, the impact on communities served by the acquiring and target institution, the impact on compliance with the CRA and BSA/AML laws and regulations, our financial
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condition, our future prospects, and the impact of the proposal on U.S. financial stability. The regulators also review current and projected capital ratios and levels, the competence, experience, and integrity of management and its record of compliance with laws and regulations, the convenience and needs of the communities to be served (including the acquiring institution's record of compliance under the CRA) and the effectiveness of the acquiring institution in combating money laundering activities. Such regulatoryRegulatory approvals may not be granted on terms that are acceptable to us, or at all. We may also be required to sell or close branches, or precluded from doing so, as a condition to receiving regulatory approval, which condition may not be acceptable to us or, if acceptable to us, may reduce the benefit of any acquisition.
In addition to the acquisition of existing financial institutions, as opportunities arise, we We may continue de novo branching as a part of our internalorganic growth strategy and possibly enter into new markets through de novo branching.De novo branching and any acquisition carries with it numerous risks, including the inability to obtain all required regulatory approvals. The failure to obtain these regulatory approvals for potential future strategic acquisitions and de novo branches may impact our business plans and restrict our growth.

In January 2024, the OCC published for public comment a proposal to amend its rules for business combinations involving national banks and federal savings associations and add, as an appendix, a policy statement that summarizes the principles the OCC uses when it reviews proposed bank merger transactions under the BMA. The proposed policy statement provides, among other things, that a bank merger where the resulting institution would have more than $50 billion in assets or where the acquiring institution was not at least twice as large as the target institution would receive enhanced regulatory scrutiny.
Financial institutions, such as BankUnited, face a risk of noncompliance and enforcement action with the Bank Secrecy Act and other anti-money laundering statutes and regulations.
The federal Bank Secrecy Act, the USA PATRIOT Act, and other laws and regulations require financial institutions, among other duties, to institute and maintain an effective anti-money laundering program and file suspicious activity and currency transaction reports as appropriate. The federal Financial Crimes Enforcement Network, establishedinstitutions are also required to comply with sanctions and programs administered by the U.S. Treasury Department to administer the Bank Secrecy Act, is authorized to impose significant civil money penalties for violations of those requirements, and has engaged in coordinated enforcement efforts with the individual federal banking regulators, as well as the U.S. Department of Justice, Drug Enforcement Administration, and Internal Revenue Service. There is also increased scrutiny of compliance with the sanctions programs and rules administered and enforced by the U.S. Treasury Department's Office of Foreign Assets Control. Numerous regulatory agencies and other governmental departments are involved in enforcement and administration of these provisions.
In order to comply with regulations, guidelines and examination procedures in this area, weWe dedicate significant resources to the ongoing execution of our anti-money laundering program,compliance with these laws and regulations, continuously monitor and enhance as necessary ourrelated policies and procedures and maintain a robust automated anti-money laundering software solution. If our policies, procedures and systems are deemed deficient, or the policies, procedures and systems of financial institutions that we may acquire in the future are deemed deficient, we could be subject to liability, including significant civil monetary fines and to various regulatory actions such as restrictions on our ability to pay dividends, and the necessityinability to obtain regulatory approvalsapproval of any contemplated acquisitions and restrictions on our ability to proceed withexecute certain aspects of our business plan, including ourand expansion plans.
We are subject to the CRA and fair lending laws, and failure to comply with these laws could lead to material penalties.
The CRA, the Equal Credit Opportunity Act, the Fair Housing Act and other fair lending laws and regulations impose nondiscriminatory lending requirements on financial institutions. The Department of Justice and other federal agencies are responsible for enforcing these laws and regulations. A successful challenge to an institution's performance under the CRA or fair lending laws and regulations could result in a wide variety of sanctions, including the required payment of damages and civil money penalties, injunctive relief, imposition of restrictions on mergers and acquisitions activity, and restrictions on expansion activity. Private parties may also have the ability to challenge an institution's performance under fair lending laws in private class action litigation.
The FDIC's restoration plan and any future related increased assessments could adversely affect our earnings.
As a result of economic conditions and the enactment of the Dodd-Frank Act,Insured depository institutions such as BankUnited are required to pay deposit insurance premiums to the FDIC, increased the deposit insurance assessment rates and thus raised deposit premiums for insured depository institutions.which maintains a DIF. If the current level of deposit premiums areis insufficient for the DIF to meet its funding requirements in the future, further special assessments or increases in deposit insurance premiums may be required. A change in BankUnited's risk classification within the FDIC's risk-based assessment framework could also result in increased deposit insurance premiums.
In November 2023, in the aftermath of certain bank failures earlier in 2023, the FDIC approved a final rule to implement a special assessment based on the amount of uninsured deposits reported in the banks' December 31, 2022 Call Reports. The special assessment will be collected for an anticipated eight quarterly assessment periods beginning in 2024. During the fourth quarter of 2023, the Bank recorded the entire special assessment levied of $35.4 million.
We are generally unable to control the amount of premiums that we are required to pay for FDIC insurance. There is also a risk that BankUnited’s deposit insurance premiums will further increase if additional failures of insured depository institutions further deplete the DIF or if the FDIC changes its view of the risk BankUnited poses to the DIF or otherwise increases the assessment rate adjustment applicable to BankUnited’s deposits. Any future additional assessments or increases in FDIC insurance premiums may adversely affect our financial condition or results of operations.
We are generally unable to control the amount of premiums that we are required to pay for FDIC insurance. If there are additional bank or financial institution failures in the future, we may be required to pay FDIC premiums higher than current levels. Any future additional assessments or increases in FDIC insurance premiums may adversely affect our financial condition or results of operations.
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We are subject to laws regarding the privacy, information security and protection of personal information and any violation of these laws or another incident involving personal, confidential or proprietary information of individuals could damage our reputation, lead to monetary settlements or penalties and otherwise adversely affect our operations and financial condition.
Our business requires the collection and retention of large volumes of customer data, including personally identifiable information in various information systems that we maintain and in those maintained by third parties with whom we contract to provide data services.party service providers. We are subject to complex and evolving laws and regulations governing the privacy and protection of personal information of individuals (including customers, employees, suppliers and other third parties). For example, our business is subject to the Gramm-Leach-Bliley Act which, among other things: (i) imposes certain limitations on our ability to share nonpublic personal information about our customers with nonaffiliatednon-affiliated third parties; (ii) requires that we provide certain disclosures to customers about our information collection, sharing and security practices and afford customers the right to “opt out” of any information sharing by us with nonaffiliatednon-affiliated third parties (with certain exceptions); and (iii) requires that we develop, implement and maintain a written comprehensive information security program containing appropriate safeguards based on our size and complexity, the nature and scope of our activities, and the sensitivity of customer information we process, as well as plans for responding to data security breaches. Various state and federal banking regulators and states have also enacted data security breach notification requirements with varying levels of individual, consumer, regulatory or law enforcement notification in certain circumstances in the event of a security breach. Ensuring that our collection, use, transfer and storage of personal information complies with all applicable laws and regulations can increaseincreases our costs. Furthermore, we may not be able to ensure that all of our customers, suppliers, counterparties and other third parties have appropriate controls in place to protect the confidentiality of the information that they exchange with us, particularly where such information is transmitted by electronic means. If personal, confidential or proprietary information of customers or others were to be

mishandled or misused, we could be exposed to litigation or regulatory sanctions under personal information laws and regulations. Concerns regarding the effectiveness ofLaws and regulations in this area are evolving, and there is a reasonable possibility that additional or modified laws or regulations applicable to us will be enacted. We may incur significant costs to comply with any such new or modified laws or regulations, or our measuresefforts to safeguard personal information, or even the perception that such measures are inadequate, could cause us to lose customers or potential customers for our products and services and thereby reduce our revenues. Accordingly, anydo so may not be effective. Any failure or perceived failure to comply with applicable privacy or data protection laws and regulations may subject us to inquiries, examinations and investigations that could result in requirements to modify or cease certain operations or practices or in significant liabilities, fines or penalties, and could damage our reputation and otherwise adversely affect our operations and financial condition.
UnfavorableGeneral Risk Factors
Damage to our reputation could adversely affect our operating results.
Our ability to originate new business and maintain existing customer relationships is highly dependent upon customer and other external perceptions of our business practices. Adverse perceptions regarding our business practices, or those of other regional banks, could damage our reputation in the customer, funding and capital markets, leading to difficulties in generating and maintaining business as well as obtaining financing. Negative public opinion can result from our actual or alleged conduct in any number of activities, including lending practices, employee relations, corporate governance and acquisitions and from actions taken by government regulators and community organizations in response to those activities. Adverse developments with respect to external perceptions regarding the practices of our competitors, or our industry as a whole, or the general economic climate may also adversely impact our reputation. These perceptions about us could cause our business to be negatively affected and exacerbate the other risks that we face. In addition, adverse reputational impacts on third parties with whom we have important relationships may adversely impact our reputation. Adverse reputational impacts or events may also increase our litigation risk.
Our enterprise risk management framework may not be effective in mitigating the risks to which we are subject, or in reducing the potential for losses in connection with such risks.
Our enterprise risk management framework is designed to identify, measure, mitigate and manage the risks to which we are subject, as well as any losses stemming from such risks. Although we seek to identify, measure, monitor, report, and control our exposure to such risks, and employ a broad and diversified set of risk monitoring and mitigation techniques in the process, those techniques are inherently limited in their ability to anticipate the existence or development of risks that are currently unknown and unanticipated. The ineffectiveness of our enterprise risk management framework in mitigating the impact of known risks or the emergence of previously unknown or unanticipated risks may result in our incurring losses in the future that could adversely impact our financial condition and results of operations.
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Our business may be adversely affected by conditions in the financial markets and economic conditions generally.
Deterioration in business or economic conditions generally, or more specifically in the principal markets in which we do business, or the onset of a recession could have adverse effects on our business, financial condition and results of operations including but not necessarily limited to: (i) a decrease in demand for our products and services; (ii) an increase in delinquencies and defaults by borrowers or counterparties leading to increased credit losses; (iii) a decline in the value of our assets; (iv) a decrease in earnings; (v) a decline in liquidity and (vi) a decrease in our ability to access the capital markets. Inflationary trends and higher interest rates may lead to an increase in our operating expenses or those of our clients in turn impacting their ability to repay their obligations to us.
Our reported financial results depend on management's selection and application of accounting policies and methods and related assumptions and estimates.
Our accounting policies and estimates are fundamental to our reported financial condition and results of operations. Management is required to make difficult, complex or subjective judgments in selecting and applying many of these accounting policies. In some cases, management must select an accounting policy or method from ongoing stress analysestwo or more alternatives, any of which may be reasonable under the circumstances, yet may result in us reporting materially different results than would have been reported under a different alternative.
From time to time, the FASB and SEC may change the financial accounting and reporting standards that govern the preparation of our financial statements. These changes can be difficult to predict and can materially impact our reported financial condition and results of operations. In some cases, we could be required to apply a new or revised standard retrospectively, resulting in a restatement of prior period financial statements. See Note 1 to the consolidated financial statements for more information about recent accounting pronouncements that may have a material impact on our reported financial results.
Changes in taxes and other assessments may adversely affect us.
The legislatures and taxing authorities in the tax jurisdictions in which we operate regularly enact reforms to the tax and other assessment regimes to which we and our abilitycustomers are subject. The effects of these changes and any other changes that result from interpreting and implementing regulations or enactment of additional tax reforms cannot be quantified and there can be no assurance that any such reforms would not have an adverse effect upon our business.
Tax laws are complex and subject to retain customers or competedifferent interpretations by the taxpayer and relevant governmental taxing authorities, which are sometimes subject to prolonged evaluation periods until a final resolution is reached. In establishing a provision for new business opportunities.
Underincome tax expense, filing returns and establishing the Dodd-Frank Act,value of deferred tax assets and liabilities for purposes of its financial statements, the Company is required to annually conduct a company-run stress test to estimatemust make judgments and interpretations about the potential impact of three macroeconomic scenarios provided by the Federal Reserve on our regulatory capital ratios and certain other financial metrics. The Company is required to publicly disclose a summary of the resultsapplication of these forward looking, company-run stress tests that assessinherently complex tax laws. If the impactjudgments, estimates and assumptions the Company uses in establishing provisions, preparing its tax returns or establishing the value of hypothetical macroeconomic baseline, adversedeferred tax assets and severely adverse economic scenarios provided by the Federal Reserve Board. The stress testing and capital planning processes may, among other things, require usliabilities for purposes of its financial statements are subsequently found to limit any dividend or other capital distributions we may make to stockholders or increase our capital levels, modify our business and growth strategies or decrease our exposure to various asset classes, any of whichbe incorrect, there could havebe a material adverse effect on our financial condition orand results of operations.
AlthoughThe price of our common stock may be volatile or may decline.
The price of our common stock may be volatile or may decline. The price of our common stock may fluctuate as a result of a number of factors, many of which are external events outside of management's control. In addition, the stress testsstock market is subject to broad or systemic fluctuations in share prices and trading volumes that affect the market prices of the shares of many companies, including BankUnited, Inc. Factors that could affect our stock price include but are not meantlimited to: (i) actual or anticipated changes in the Company's operating results or financial condition; (ii) performance of the regional banking sector; (iii) failure to assess our current condition, our customersmeet analysts' estimates; (iv) actual or forecasted macro-economic conditions; (v) rating agency actions; (vi) changes in the competitive or regulatory environment; (vii) actions by large institutional shareholders or other market participants; (viii) events, circumstances or perceptions impacting the financial services sector broadly and (ix) negative publicity about us or other regional banks.
We may misinterpretnot be able to attract and adversely react to the results of these stress tests. Any potential misinterpretations and adverse reactions could limitretain skilled employees.
Our success depends, in large part, on our ability to attract and retain customerskey people. Due to competition, general labor market dynamics, the ongoing transition to more remote and hybrid work and other factors, we may have difficulty recruiting or to effectively compete for newretaining qualified personnel. The unexpected loss of the services of one or more of our key personnel could have an adverse impact on our business.
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Further downgrades of the U.S. credit rating or a government shutdown could negatively impact economic conditions generally and as a result, our business, opportunities. results of operation and financial condition.
The inability to attract and retain customersU.S. Government's sovereign credit rating was recently downgraded by a NRSRO. The impact of future downgrades of the U.S. sovereign credit rating or effectively compete for new business maydeterioration in its perceived creditworthiness could adversely affect the U.S. and global financial markets and economic conditions. In addition, disagreement over the federal budget has caused and may cause the U.S. federal government to essentially shut down for periods of time. Future events of this nature could have an adverse effect on our business, financial condition or results of operations.operations and financial condition.
Item 1B. Unresolved Staff Comments
None.
Item 1C. Cybersecurity
Cybersecurity Risk Management and Strategy
We are committed to maintaining robust governance, oversight and management of cybersecurity risks. We have established and implemented processes, supported by written policies and procedures, to detect, assess, classify, respond to, report, track, and resolve cybersecurity threats or incidents. We have implemented systems and controls to address the information technology risks to our organization, our business partners and our customers. We employ a layered security approach leveraging diverse strategies including data loss prevention, access and identity management, network security, vulnerability management, end-point security and information security education and awareness, among others. As a federally regulated institution, the Company strongly supports an environment that facilitates and abides by the Confidentiality, Integrity, and Availability security principles.
Our risk-based policies, procedures, and practices are integrated into our overall risk management program and have been implemented across the organization to manage and mitigate risks from cybersecurity threats. We continuously assess risks from cybersecurity threats and monitor our information systems for potential vulnerabilities. We conduct regular reviews and tests of our information security program including penetration and vulnerability testing, and other exercises to evaluate the effectiveness of our program and improve our cybersecurity posture. These evaluations provide the Company with an unbiased view of its environment and controls. All identified cybersecurity incidents or technology outages or failures and vulnerabilities identified during these assessments are inventoried in a centralized tracking system and reported to impacted users and to management on a regular basis. A multi-step approach is applied to identify, prioritize, report, and remediate these vulnerabilities. SLAs are established for remediation of any incidents or outages detected, depending on their nature and potential impact. Our cybersecurity policies, procedures and practices are integrated with our overall risk management program by inclusion of cybersecurity and information systems KRIs in our enterprise-wide comprehensive risk assessment process and risk appetite statement, the involvement of our Chief Risk Officer in the MAT and oversight of cybersecurity risk by our Enterprise Risk Management Committee and the Risk Committee of the Board of Directors.
We have engaged cybersecurity service provider experts and maintain an industry-leading incident response retainer to further enhance our cybersecurity safeguards and support our processes for assessing, identifying, and managing material risks from cybersecurity threats. Our third-party experts perform assessments that aid us in effectively detecting and responding to evolving cybersecurity attacks and, in the event of a cybersecurity incident, our experts will assist us with incident response support, digital forensics and incident remediation.
The Company’s third-party risk management framework and processes have been aligned with regulatory requirements and we believe with industry best practices to oversee and identify risks from cybersecurity threats associated with use of third-party service providers. We take a risk-based approach in performing cybersecurity assessments of third-party service providers at the time of onboarding, as part of regular ongoing monitoring, at the time of contract renewal, and upon detection of any increase in risk profile. Our information security division collaborates with our third-party risk management unit to evaluate the information technology and security programs of significant third party service providers. As applicable, these reviews evaluate the design and operational effectiveness of information technology and security related controls employed by service providers. In addition, the third party’s information technology and security policies and procedures are evaluated to form an overall opinion of the third party service provider's technology and information security posture.
The Company has developed a training program to educate employees about its cybersecurity policies and standards, best practices, and potential threats to instill a culture of cybersecurity awareness and compliance throughout the organization. The training program includes, but is not limited to, ongoing and targeted training on topics such as social engineering, mobile security, data handling and protection, password security and incident reporting. All employees are required to participate in the training.
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In 2022, Clarium Managed Services, LLC (“Clarium”) conducted a Cybersecurity Assessment for the Bank. The assessment gauged the overall Cybersecurity Risk Posture of the Bank and resulted in a score of 4.8 on a scale of 0 to 5. In the last three fiscal years, the Company has not experienced any material cybersecurity incidents. No specific cybersecurity threats or incidents, including those resulting from any previous cybersecurity incidents, have materially affected, or are reasonably likely to materially affect, the Company, including its business strategy, results of operations or financial condition. See Item 1A "Risk Factors" for a discussion of our cybersecurity risks.
Cybersecurity Governance
The Risk Committee of the Board of Directors is ultimately responsible for oversight of risks from cybersecurity threats, the Company's information risk management function, and the effective implementation of its cybersecurity program. The CISO reports routinely, typically at each of its regularly scheduled meetings, to the Risk Committee on matters including the Company's cybersecurity program, cybersecurity threats and the cybersecurity threat environment. The Risk Committee formally approves the Company's cybersecurity policy and program annually, and more frequently if material changes are adopted.
At the management level, the CISO leads the ongoing technical and business functions that include cybersecurity, information assurance, network security, systems engineering, and information security management. A dedicated information security division reports to the CISO. The CISO has over 30 years of experience in information systems security including physical, cyber, and IT, disaster recovery, business continuity planning, secure software development, and cloud services and security, among others. The CISO holds multiple designations from the International Information System Security Certification Consortium, including Certified Information Systems Security Professional and has been a member of various boards including IT, Cybersecurity and Enterprise Risk Committees. Organizationally, the CISO reports to the CIO, but also provides reporting directly to and has access to the Risk Committee of the Board of Directors. The CIO has over 30 years of experience in financial services information technology.
The Company has designated the MAT to assess and oversee the management and reporting of identified potentially material cybersecurity threats or incidents. The MAT convenes when a qualifying cybersecurity threat is identified by the CIO, the CISO, or their designees in accordance with established processes and procedures. The MAT has the responsibility to determine whether a cybersecurity threat or incident is material and oversee appropriate reporting. The MAT is also responsible for communicating to the Risk Committee any material cybersecurity threats or incidents.
The CISO, CIO, CRO, CFO, CAO, and General Counsel comprise the MAT. Other SMEs or technical experts may advise, consult with and provide information to the MAT as needed. In addition to the specific subject matter expertise and experience of the CISO and CIO, these executives have broad financial, legal, risk management, industry, regulatory and SEC compliance, and general leadership experience, which enable the MAT to effectively carry out its responsibilities.
Item 2. Properties
At December 31, 2017, BankUnitedBankUnited's corporate headquarters is located in leased 139,572 square feet of office and operations space in Miami Lakes, Florida. ThisWe also lease office space includes our principal executive officesin New York, certain other areas in Florida and operations center.Atlanta. Our subsidiaries lease office space in Baltimore, Maryland and Scottsdale, Arizona. At December 31, 2017,2023, we provided banking services at 8753 banking center locationscenters located in 15 Florida, counties. Of the 87 banking center properties, we leased 286,643 square feet in 83 locations and owned 20,347 square feet in four locations. Additionally, we leased 39,243 square feet of office space, of which 11,227 square feet is vacant, and 5,580 square feet of warehouse space.
At December 31, 2017, BankUnited leased 25,306 square feet of banking services space in New York City at five locations and 2,000 square feet of banking services space in Melville, New York at one location. We also leased 84,419 square feet of office space in New York in 10 locations, of which 10,048 square feet have been subleased.
At December 31, 2017, we leased 10,619 square feet of office and operations space in Baltimore, Maryland to house Bridge and 5,572 square feet of office and operations space in Scottsdale, Arizona to house Pinnacle. We also leased 7,964 square feet of office and operations space in various states used by SBF.
Texas. We believe that our facilities are in good condition and are adequate to meet our operating needs for the foreseeable future.
Item 3.   Legal Proceedings
The Company is involved as plaintiff or defendant in various legal actions arising in the normal course of business. In the opinion of management, based upon advice of legal counsel, the likelihood is remote that the impact of these proceedings, either individually or in the aggregate, would be material to the Company’s consolidated financial position, results of operations or cash flows.
Item 4. Mine Safety Disclosures
None.

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PART II - FINANCIAL INFORMATION
Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 5.    Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information and Holders of Record
Shares of our common stock trade on the NYSE under the symbol "BKU". The last sale price of our common stock on the NYSE on February 26, 201816, 2024 was $41.21$27.27 per share.
The following table shows the high and low sales prices for our common stock for the periods indicated, as reported by the NYSE:
 2017 2016
 High Low High Low
1st Quarter$41.00
 $34.35
 $35.94
 $29.72
2nd Quarter$37.80
 $32.33
 $36.28
 $27.85
3rd Quarter$36.14
 $30.37
 $33.06
 $28.64
4th Quarter$41.64
 $32.34
 $38.47
 $28.13
As of February 26, 2018,16, 2024, there were 551573 stockholders of record of our common stock.
Equity Compensation Plan Information
The information set forth under the caption "Equity Compensation Plan Information" in our definitive proxy statement for the Company's 20182024 annual meeting of stockholders (the "Proxy Statement") is incorporated herein by reference.
Dividend Policy
The Company declared a quarterly dividend of $0.21$0.27 and $0.25 per share on its common stock for each of the four quarters of 2017in the years ended December 31, 2023 and 20162022, respectively, resulting in total dividends for 2017 and 2016 of $92.2 million and $90.0 million, respectively, or $0.84 per common share for each of the years ended December 31, 20172023 and 2016.2022, of $80.5 million and $78.9 million, or $1.08 and $1.00 per common share, respectively. Dividends from the Bank are the principal source of funds for the payment of dividends on our common stock. The Bank is subject to certain restrictions that may limit its ability to pay dividends to us. See "Business—Regulation and Supervision—Regulatory Limits on Dividends and Distributions". The quarterly dividends on our common stock are subject to the discretion of our boardBoard of directorsDirectors and dependent on, among other things, our financial condition, results of operations, capital requirements restrictions contained in financing instruments and other factors that our board of directors may deem relevant. The Company expects to continue its policy of paying regular cash dividends on a quarterly basis.


27


Stock Performance Graph
The graph set forth below compares the cumulative total stockholder return on an initial investment of $100 in our common stock between December 31, 20122018 and December 31, 2017,2023, with the comparative cumulative total return of such amount on the S&P 500 Index and the S&P 500KBW Nasdaq Regional Bank Index over the same period. Reinvestment of all dividends is assumed to have been made in our common stock.
The comparisons shown in the graph below are based upon historical data. We caution that the stock price performance shown in the graph below is not necessarily indicative of, nor is it intended to forecast, the potential future performance of our common stock.

2313
Index12/31/2012
12/31/2013
12/31/2014
12/31/2015
12/31/2016
12/31/2017
Index12/31/201812/31/201912/31/202012/31/202112/31/202212/31/2023
BankUnited, Inc.100.00
137.80
125.32
158.85
170.46
188.66
S&P 500100.00
132.39
150.51
152.59
170.84
208.14
S&P Bank100.00
135.72
156.78
158.10
196.54
240.87
S&P 500 Index
KBW Nasdaq Regional Banking Index
KBW Nasdaq Regional Banking Index
KBW Nasdaq Regional Banking Index

Recent Sales of Unregistered Securities
None.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
None.



28


Item 6.     Selected Consolidated Financial DataReserved
You should read the selected consolidated financial data set forth below in conjunction with "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," and the audited consolidated financial statements and the related notes thereto included elsewhere in this Form 10-K. The selected consolidated financial data set forth below is derived from our audited consolidated financial statements.
 At December 31,
 2017 2016 2015 2014 2013
 (dollars in thousands)
Consolidated Balance Sheet Data:   
  
  
  
Cash and cash equivalents$194,582
 $448,313
 $267,500
 $187,517
 $252,749
Investment securities available for sale, at fair value6,680,832
 6,073,584
 4,859,539
 4,585,694
 3,637,124
Loans, net21,271,709
 19,242,441
 16,510,775
 12,319,227
 8,983,884
FDIC indemnification asset295,635
 515,933
 739,880
 974,704
 1,205,117
Equipment under operating lease, net599,502
 539,914
 483,518
 314,558
 196,483
Total assets30,346,986
 27,880,151
 23,883,467
 19,210,529
 15,046,649
Deposits21,878,479
 19,490,890
 16,938,501
 13,511,755
 10,532,428
Federal Home Loan Bank advances4,771,000
 5,239,348
 4,008,464
 3,307,932
 2,412,050
Notes and other borrowings402,830
 402,809
 402,545
 10,627
 2,263
Total liabilities27,320,924
 25,461,722
 21,639,569
 17,157,995
 13,117,951
Total stockholder's equity3,026,062
 2,418,429
 2,243,898
 2,052,534
 1,928,698
Covered assets505,722
 616,600
 813,525
 1,053,317
 1,730,182
 Years Ended December 31,
 2017 2016 2015 2014 2013
 (dollars in thousands, except per share data)
Consolidated Income Statement Data:   
  
  
  
Interest income$1,204,461
 $1,059,217
 $880,816
 $783,744
 $738,821
Interest expense254,189
 188,832
 135,164
 106,651
 92,611
Net interest income950,272
 870,385
 745,652
 677,093
 646,210
Provision for loan losses68,747
 50,911
 44,311
 41,505
 31,964
Net interest income after provision for loan losses881,525
 819,474
 701,341
 635,588
 614,246
Non-interest income157,904
 106,417
 102,224
 84,165
 68,049
Non-interest expense634,968
 590,447
 506,672
 426,503
 364,293
Income before income taxes404,461
 335,444
 296,893
 293,250
 318,002
Provision (benefit) for income taxes (1)
(209,812) 109,703
 45,233
 89,035
 109,066
Net income$614,273
 $225,741
 $251,660
 $204,215
 $208,936
Share Data:     
  
  
Earnings per common share, basic$5.60
 $2.11
 $2.37
 $1.95
 $2.03
Earnings per common share, diluted$5.58
 $2.09
 $2.35
 $1.95
 $2.01
Cash dividends declared per common share$0.84
 $0.84
 $0.84
 $0.84
 $0.84
Dividend payout ratio14.99% 39.85% 35.75% 43.06% 41.73%


 As of or for the Years Ended December 31,
 2017 2016 2015 2014 2013
 (dollars in thousands, except per share data)
Other Data (unaudited):     
  
  
Financial ratios     
  
  
Return on average assets2.13% 0.87% 1.18% 1.21% 1.55%
Return on average common equity23.36% 9.64% 11.62% 10.13% 11.16%
Yield on earning assets (2)
4.58% 4.51% 4.64% 5.33% 6.54%
Cost of interest bearing liabilities1.12% 0.93% 0.84% 0.87% 0.94%
Tangible common equity to total assets9.72% 8.39% 9.07% 10.33% 12.36%
Interest rate spread (2)
3.46% 3.58% 3.80% 4.46% 5.60%
Net interest margin (2)
3.65% 3.73% 3.94% 4.61% 5.73%
Loan to deposit ratio (3)
98.04% 99.72% 98.50% 91.89% 85.96%
Tangible book value per common share$27.59
 $22.47
 $20.90
 $19.52
 $18.41
Asset quality ratios     
  
  
Non-performing loans to total loans (3) (4)
0.81% 0.70% 0.44% 0.32% 0.39%
Non-performing assets to total assets (5)
0.61% 0.53% 0.35% 0.28% 0.51%
Non-performing non-covered assets to total assets (5) (6)
0.60% 0.51% 0.26% 0.17% 0.16%
ALLL to total loans0.68% 0.79% 0.76% 0.77% 0.77%
ALLL to non-performing loans (4)
83.53% 112.55% 172.23% 239.24% 195.52%
Non-covered ALLL to non-covered non-performing loans (4)
84.03% 113.68% 199.82% 275.47% 246.73%
Net charge-offs to average loans0.38% 0.13% 0.10% 0.15% 0.31%
Non-covered net charge-offs to average non-covered loans0.38% 0.13% 0.09% 0.08% 0.34%
 At December 31,
 2017 2016 2015 2014 2013
Capital ratios   
  
  
  
Tier 1 leverage9.72% 8.41% 9.35% 10.70% 12.42%
CET1 risk-based capital13.11% 11.63% 12.58% N/A
 N/A
Tier 1 risk-based capital13.11% 11.63% 12.58% 15.45% 21.06%
Total risk-based capital13.78% 12.45% 13.36% 16.27% 21.93%
          
(1)
Includes discrete income tax benefits of $327.9 million and $49.3 million recognized during the years ended December 31, 2017 and 2015, respectively.
(2)On a tax-equivalent basis, at a federal income tax rate of 35%.
(3)Total loans include premiums, discounts, deferred fees and costs and loans held for sale.
(4)We define non-performing loans to include non-accrual loans, and loans, other than ACI loans, that are past due 90 days or more and still accruing. Contractually delinquent ACI loans on which interest continues to be accreted are excluded from non-performing loans. Effective January 1, 2016, we are no longer reporting accruing TDRs as non-performing.
(5)Non-performing assets include non-performing loans, OREO and other repossessed assets.
(6)Ratio for non-covered assets is calculated as non-performing non-covered assets to total assets.

Item 7.    Management's Discussion and Analysis of Financial Condition and Results of Operations 
The following discussion and analysis is intended to assist readers in understanding the consolidated financial condition and results of operations of BankUnited, Inc. and its subsidiary (the "Company", "we", "us" and "our") and should be read in conjunction with the consolidated financial statements, accompanying footnotes and supplemental financial data included herein. In addition to historical information, this discussion contains forward-looking statements that involve risks, uncertainties and assumptions that could cause actual results to differ materially from management's expectations. Factors that could cause such differences are discussed in the sections entitled "Forward-looking Statements" and "Risk Factors." We assume no obligation to update any of these forward-looking statements.
OverviewManagement's discussion and analysis presents the more significant factors that affected our financial condition as of December 31, 2023, and results of operations for the year then ended, including in comparison to the prior year ended December 31, 2022. Refer to Item 7 "Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K filed with the SEC on February 22, 2023, for a discussion and analysis of the more significant factors that affected the year ended December 31, 2022, including in comparison to the year ended December 31, 2021.
Our Vision and Long term- Strategic Priorities
Our vision is to build a leading regional commercial and small business bank, with a distinctive value proposition based on strong service-oriented relationships, robust digital enabled customer experiences, and operational excellence with an entrepreneurial work environment that empowers employees to deliver their best. Our strategic priorities include:
Growing core customer relationships on both sides of the balance sheet, building a scalable small business and middle-market franchise for the long-term;
Transitioning the left side of the balance sheet to a mix of assets with higher risk-adjusted returns;
Deposit growth is paramount, with particular emphasis on new non-interest bearing deposit relationships;
Playing where we can win - focusing on sectors where our delivery model is a differentiator;
Investing in organic growth capabilities - people, processes, products and technology;
Using technology to enable success by investing in digital capabilities, nimble technology architecture and data;
Retaining the ability to pivot nimbly when opportunities arise;
Maintaining an efficient, effective and scalable support model through operational excellence.
While our primary growth strategy is organic, we will continue to monitor the M&A landscape.
Impact of Macro-Environmental Factors and Near-term Strategic Priorities
Macro-Environmental Factors:
During early 2023, three highly publicized regional bank closures created a crisis of confidence in the banking system, specifically with respect to regional and mid-size banks. This led to outflows of deposits from regional and mid-size banks, including BankUnited, to the largest money-center banks and to volatility in bank valuations. Deposit flows, liquidity and market perceptions have stabilized considerably since those events, however, pressure on bank margins and valuations, in part influenced by those events remains, as does a level of market uncertainty. The FRB has maintained its restrictive monetary policy stance, and a level of uncertainty remains about the overall trajectory of the economy. Despite these circumstances, loan and deposit pipelines are healthy, deposit flows are generally stable, our margin expanded during the second half of 2023, and non-performing asset and net charge-off ratios remain at what we consider to be low levels. We believe our liquidity position is strong and our capital levels robust.
To provide context, over the course of 2020 and 2021, the COVID-19 pandemic, along with the response of the Federal government in the form of quantitative easing, low interest rates and fiscal stimulus had material, lingering impacts on the U.S. economy, the banking system and our Company. Systemic liquidity and levels of deposits in the banking system increased significantly while a high level of uncertainty remained about the overall trajectory of the U.S. economy, leading to muted demand and risk appetite for commercial lending. Subsequently, as the social health impacts of the pandemic waned, 2022
29


brought rising inflation; monetary policy response included quantitative tightening and an unprecedented and rapid rise in the Fed's benchmark interest rate, leading to an outflow of deposits and liquidity from the banking system.
In summary, for BankUnited, the impact of the pandemic, accompanying economic uncertainty and the government response led to a balance sheet with a high level of lower-rate assets, particularly in the form of residential mortgages and securities. The subsequent rapid increase in interest rates and quantitative tightening led to deposit outflows, consistent with systemic trends, and an elevated level of more expensive wholesale funding. The events of early 2023 served to exacerbate the impact of deposit outflows and the increase in wholesale funding. A heightened level of focus on liquidity at regional and mid-size banks, while lessening considerably since the events of early 2023, remains.
Near-Term Strategic Priorities:
In response to the factors discussed above, we have established the following near-term strategic priorities:
Improve the Bank's funding profile by maintaining or growing non-interest bearing and other core deposits and paying down higher cost wholesale funding;
Improve the asset mix by re-positioning the balance sheet away from typically lower yielding transactional business such as residential mortgages and organically growing core commercial loans, which are generally higher-yielding, as a percent of total earning assets;
Improve the net interest margin, largely a function of improved balance sheet composition;
Maintain robust liquidity and capital;
Continue to manage credit;
Manage the rate of growth in operating expenses.
We have made progress executing on these near term strategic priorities:
Since March 31, 2023, following the market reaction to the high profile closures of Silicon Valley Bank and Signature Bank, total non-brokered deposits have grown by $703 million and we have paid down FHLB advances by $2.4 billion.
Since December 31, 2022, core commercial loan portfolio sub-segments have grown by $719 million while residential loans declined by $692 million and the amortized cost of investment securities declined by $959 million.
The net interest margin, after declining from 2.62% for the first quarter of 2023 to 2.47% for the quarter ended June 30, 2023, increased to 2.56% for the quarter ended September 30, 2023, and again to 2.60% for the quarter ended December 31, 2023.
Total same day available liquidity was $13.6 billion, the available liquidity to uninsured, uncollateralized deposits ratio was 152% and an estimated 66% of our deposits were insured or collateralized at December 31, 2023.
Consolidated CET1 capital was 11.4% and pro-forma CET1, including accumulated other comprehensive income, was 10.0% at December 31, 2023.
The ratio of non-performing assets to total assets was 0.37% at December 31, 2023, well below pre-pandemic levels. The net charge-off ratio for the year ended December 31, 2023, was 0.09%.
Some of the challenges we face in executing on both our near-term and longer-term strategic priorities, some of which may impact the banking industry more broadly, include:
Execution of our strategic objectives is highly dependent on our ability to grow core client relationships. Competition for deposits and loans in our markets is intense with respect to the variety and quality of products and services offered, delivery channels, service levels and pricing. The economic health of our primary markets, monetary and fiscal policy, our ability to attract and retain talent and our ability to deliver technology and product solutions will impact execution of these objectives.
The future trajectories of the macro-economy, interest rates, and monetary and fiscal policy are uncertain. The impact of these macro factors on our customers and prospective customers also impacts us. If macro conditions are less supportive than we currently anticipate, we may be less successful in executing our strategic priorities.
30


We anticipate there will be changes to the regulatory framework governing the banking industry, in part in response to the events of early 2023. Some proposed rules have been issued, and more may be forthcoming. It is difficult to predict the nature or impact of future regulatory changes on our ability to achieve our strategic priorities.
See "Item 1A - Risk Factors" for additional discussion of risks to the execution of our strategic priorities.
2023 Performance HighlightsHighlights:
In evaluating our financial performance, we consider the level of and trends in net interest income, the net interest margin, levels and compositionthe cost of deposits, trends in non-interest income and non-interest expense, performance ratios such as the return on average equity and return on average assets and asset quality ratios, particularly for the non-covered portfolio, including the ratio of non-performing loans to total loans, non-performing assets to total assets, trends in criticized and classified assets and portfolio delinquency and charge-off trends. We consider growth inthe composition of earning assets and deposits, trends inthe funding mix, the composition and costlevel of funds.available liquidity and our interest rate risk profile. We analyze these ratios and trends against our own historical performance, our budgetedexpected performance, our risk appetite and the financial condition and performance of comparable financial institutions.
Performance highlightsHighlights include:
Net income for the year ended December 31, 20172023, was $614.3$178.7 million, or $5.58$2.38 per diluted share, compared to $225.7$285.0 million, or $2.09$3.54 per diluted share for the year ended December 31, 2016. Earnings for2022. For the year ended December 31, 2017 generated a2023, the return on average stockholders' equity of 23.36%was 7.01% and athe return on average assets of 2.13%was 0.49%.
The Company recognized a discrete Income before income tax benefit of $327.9 million during the year ended December 31, 2017, inclusive of an expected federal benefit of $295.0 million, estimated state benefits of $24.2 million and estimated interest of $8.7 million. Excluding the effect of this discrete income tax benefit and related professional fees, net incometaxes for the year ended December 31, 20172023, was $291.3 million, diluted earnings per share was $2.65, return on average stockholders' equity was 11.08%negatively impacted by margin pressure and return on average assets was 1.01%.
an FDIC special assessment of $35.4 million.
Net interest income for the year ended December 31, 2017 was $950.3 million, an increase of $79.9 million over the prior year. The net interest margin, calculated on a tax-equivalent basis was 3.65%2.56% for the year ended December 31, 20172023, compared to 3.73%2.68% for the year ended December 31, 2016. Significant factors contributing2022. An unfavorable shift in funding mix was the primary driver of a lower net interest margin. A sustained higher rate environment and quantitative tightening as well as events impacting the regional banking sector in early 2023 contributed to the decline inthis shift. While lower year-over-year, the net interest margin includedexpanded over the continued run-offsecond half of high-yielding covered loans, the growth of non-covered loans and investment securities at yields lower than the yield on total earning assets and an increase in the cost of interest bearing liabilities.
2023. The following chart provides a comparison of net interest margin, the interest rate spread, the average yield on interest earning assets and the average rate paid on interest bearing liabilities for the years ended December 31, 20172023 and 20162022 (on a tax equivalent basis):
549755866256

Non-covered loans and leases, including equipment under operating lease, grew by $2.2 billionThe yield on average interest earning assets increased to $21.5 billion5.39% for the year ended December 31, 2017. During the year ended December 31, 2017, non-covered commercial loans grew by $1.4 billion; equipment under operating lease grew by $60 million; and non-covered residential and other consumer loans grew by $700 million. The Florida region and our national platforms contributed $1.0 billion and $1.2 billion, respectively, to non-covered loan and lease growth2023, from 3.59% for the year ended December 31, 2017, while the New York region remained relatively flat. The following charts compare the composition2022, due to re-pricing of our loan and lease portfolio by portfolio segment and of our non-covered loan and lease portfolio by region at December 31, 2017 and 2016:
(1)Commercial real estate loans include multifamily, non-owner occupied commercial real estate and construction and land loans.
(2)Includes equipment under operating leases.

Asset quality remained strong. At December 31, 2017, 96.8% of the commercial loan portfolio was rated "pass" and substantially the entire non-covered residential portfolio was current. The ratio of non-performing, non-covered loans to total non-covered loans was 0.82%floating rate assets and the ratioaddition of non-performing, non-covered assets to total assets was 0.60% at December 31, 2017. Non-performing taxi medallion loans comprised 0.51% of total non-covered loans and 0.35% of totalnew assets at December 31, 2017. A comparison of our non-covered, nonperforming assets ratio to that of our peers at December 31, 2017, 2016higher rates and 2015 is presented inwider spreads.
Consistent with industry trends, higher interest rates and restrictive monetary policy, the chart below:
Total deposits increased by $2.4 billion for the year ended December 31, 2017 to $21.9 billion. The average cost of total deposits increased to 0.83%2.55% for the year ended December 31, 20172023, from 0.66%0.65% for 2016. the year ended December 31, 2022, although the rate of increase declined over the latter half of the year.
31


Loan portfolio composition shifted from residential to core commercial categories during the year ended December 31, 2023. Residential loans declined from 36% to 33% of the loan portfolio, while the core C&I and CRE categories grew from 56% to 60% of the portfolio.
The following charts illustrate the composition of deposits at December 31, 2017 and 2016:
the dates indicated:
Book value per common share grew to $28.32 at December 31, 2017, a 22.0% increase from December 31, 2016. Tangible book value per common share increased
December 31, 2023December 31, 2022
549755868610549755868621
Total deposits declined by 22.8% over the same period, to $27.59 at December 31, 2017. These increases were impacted by the discrete income tax benefit recognized in$971 million during the year ended December 31, 2017.

The Company’s2023, consistent with industry trends brought on by tighter liquidity conditions and the liquidity events of early 2023. Non-interest bearing demand deposits declined by $1.2 billion; this decline reflected the impact of higher interest rates on title industry balances and depositors generally seeking yield in a sustained higher rate environment. The shift from money market deposits to time deposits reflected deposit outflows immediately following the bank closures in March 2023 and our response.
The ratio of the ACL to total loans increased to 0.82% at December 31, 2023, from 0.59% at December 31, 2022. For the year ended December 31, 2023, the provision for credit losses was $87.6 million compared to a provision of $75.2 million for the year ended December 31, 2022. The most significant factors affecting the provision for credit losses and increase in the ACL for the year ended December 31, 2023 were changes in the economic forecast, risk rating migration, and increases in certain specific reserves. The increase in the ACL coverage ratio is consistent with the increase in criticized and classified assets, evolving commercial real estate market dynamics and shifts in portfolio composition.
The net charge-off ratio for the year ended December 31, 2023 was 0.09% compared to 0.22% for the year ended December 31, 2022. NPAs remained low, totaling $130.6 million at December 31, 2023, compared to $107.0 million at December 31, 2022. The NPA ratio at December 31, 2023 was 0.37%, including 0.12% related to the guaranteed portion of non-performing SBA loans. At December 31, 2022, the NPA ratio was 0.29%, including 0.11% related to the guaranteed portion of non-performing SBA loans.
Commercial real estate exposure is modest. Commercial real estate loans totaled 23.6% of loans at December 31, 2023, representing 169% of the Bank's total risk-based capital. At December 31, 2023, the weighted average LTV of the CRE portfolio was 56.0% and the weighted average DSCR was 1.80. 58% of the portfolio was secured by collateral properties located in Florida and 25% was secured by properties located in the New York tri-state area.
32


Our capital ratios exceeded all regulatory “well capitalized” guidelines.position is robust. At December 31, 2023, CET1 was 11.4% at a consolidated level and pro-forma CET1, including accumulated other comprehensive income, was 10.0%. The ratio of tangible common equity/tangible assets had increased to 7.0%. The charts below present the Company's and the Bank's regulatory capital ratios compared to regulatory guidelines as of at the dates indicated:
BankUnited, Inc.
December 31, 2023December 31, 2022
21990232815732199023281577
BankUnited, N.A
December 31, 2023December 31, 2022
21990232815972199023281601
The net unrealized pre-tax loss on the securities portfolio improved by $141 million for the year ended December 31, 2017 and 2016:
BankUnited, Inc:
BankUnited, N.A.:
Strategic Priorities
Management has identified the following strategic priorities for our Company:
Our strategic focus emphasizes safety and soundness, long-term profitability and sustainable balance sheet growth.

Growth in core deposit relationships, further optimization2023, now representing 6% of amortized cost. AOCI, net of tax, improved by $50 million. The duration of our deposit mixAFS securities portfolio is short at 1.96 at December 31, 2023, HTM securities are not significant.
Book value and managementtangible book value per common share grew to $34.66 and $33.62, respectively, at December 31, 2023, from $32.19 and $31.16, respectively, at December 31, 2022.
In the first quarter of 2023, the costCompany increased its quarterly cash dividend by $0.02, to $0.27 per share, reflecting an 8% increase from the previous quarterly cash dividend of funds, while targeting a loan$0.25 per share and maintained that quarterly dividend level through 2023.
33


During the year ended December 31, 2023, the Company repurchased approximately 1.6 million shares of its common stock for an aggregate purchase price of $55.0 million.
Liquidity is ample. Total same day available liquidity was $13.6 billion, the available liquidity to deposituninsured, uncollateralized deposits ratio of under 100%. We anticipate deposit growth exceeding loan growth for 2018.
Continued organic loan growth in Floridawas 152% and the Tri-State markets, both of which we believe to be attractive banking markets, as well as across our national lending platforms. We seek to maintain a loan portfolio diversified across geographies and product classes, predicated on a culture of disciplined credit underwriting.
Focus on a scalable and efficient operating model.
We will opportunistically evaluate potential strategic acquisitions of financial institutions and complementary businesses.
Challenges confronting our Company include:
Competitive market conditions for both loans and deposits in our primary geographic footprint may impact our ability to execute our balance sheet growth and profitability strategy.
Managing the cost of funds while growing deposits in a competitive, rising interest rate environment presents a strategic challenge.
Adding interest earning assets to the balance sheet at current market rates as higher yielding covered loans run off is likely to continue to put pressure on our net interest margin.
Uncertainty about the regulatory environment may present challenges in the executionan estimated 66% of our business strategy and the management of non-interest expense. For additional discussion, see "Item 1. Business—Regulation and Supervision."deposits were insured or collateralized at December 31, 2023.
Critical Accounting Policies and Estimates
Our consolidated financial statements are prepared in accordance with GAAP and follow general practices within the banking industry. Application of these principles requires management to make complex and subjective estimates and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable and appropriate under current circumstances. These assumptions form the basis for our judgments about the carrying values of assets and liabilities that are not readily available from independent, objective sources. We evaluate our estimates on an ongoing basis. Use of alternative assumptions may have resulted in significantly different estimates. Actual results may differ from these estimates. The most significant estimate impacting the Company's financial statements is the ACL.
Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial position. We believe that the critical accounting policies and estimates discussed below involve a heightened level of management judgment due to the complexity, subjectivity and sensitivity involved in their application.
Note 1 to the consolidated financial statements contains a further discussion of our significant accounting policies.
Allowance for Loan and Lease LossesACL
The ALLLACL represents management's estimate of probablecurrent expected credit losses, or the amount of amortized cost basis not expected to be collected, on our loan losses inherent inportfolio and the Company's loanamount of credit loss impairment on our AFS securities portfolio. Determining the amount of the ALLLACL is considered a critical accounting estimate because of its complexity and because it requires significantextensive judgment and estimation. Estimates that are particularly susceptible to change that may have a material impact on the amount of the ALLLACL include:
our evaluation of current conditions;
our determination of a reasonable and supportable economic forecast or weighting of various forecast paths and selection of the amountreasonable and timingsupportable forecast period;
our evaluation of historical loss experience and selection of historical loss data used in formulating our ACL estimate; since we have limited company specific historical loss data, our modeling techniques also leverage broad external data sets for this purpose;
our evaluation of changes in composition and characteristics of the loan portfolio, including internal risk ratings;
our estimate of expected future cash flows from ACI loans and impaired loans;prepayments;
the value of underlying collateral, which impactsmay impact loss severity and certain cash flow assumptions;assumptions for collateral-dependent, criticized and classified loans; in the current environment, especially with respect to certain commercial real estate sectors like office, current and projected collateral values may be particularly challenging to estimate;
the selection of proxy data used to calculate loss factors;
our evaluation of loss emergence and historical loss experience periods;
our evaluation of the risk profile of various loan portfolio segments, including internal risk ratings; and
our selection and evaluation of qualitative factors.factors; and
our estimate of expected cash flows on AFS debt securities in unrealized loss positions.
Our selection of models and modeling techniques may also have a material impact on the estimate.
Note 1 to the consolidated financial statements describes the methodology used to determine the ALLL.

Accounting for Acquired Loans and the FDIC Indemnification Asset
A significant portion of the covered loans are residential ACI Loans. The accounting for ACI loans requires the Company to estimate the timing and amount of cash flows to be collected from these loans and to continually update estimates of the cash flows expected to be collected over the lives of the loans. Similarly, the accounting for the FDIC indemnification asset requires the Company to estimate the timing and amount of cash flows to be received from the FDIC in reimbursement for losses and expenses related to the covered loans; these estimates are directly related to estimates of cash flows to be received from the covered loans. Estimated cash flows impact the rate of accretion on covered loans and the rate of amortization on the FDIC indemnification asset as well as the amount of any ALLL to be established related to the covered loans. These cash flow estimates are considered to be critical accounting estimates because they involve significant judgment and assumptions as to their amount and timing.
Covered 1-4 single family residential and home equity loans were placed into homogenous pools at the time of the FSB Acquisition; the ongoing credit quality and performance of these loans is monitored on a pool basis and expected cash flows are estimated on a pool basis. At acquisition, the fair value of the pools was measured based on the expected cash flows to be derived from each pool. For ACI pools, the difference between total contractual payments due and the cash flows expected to be received at acquisition was recognized as non-accretable difference. The excess of expected cash flows over the recorded fair value of each ACI pool at acquisition was recognized as accretable yield. The accretable yield is accreted into interest income over the life of each pool.
We monitor the pools quarterly by updating our expected cash flows to determine whether any changes have occurred in expected cash flows that would be indicative of impairment or necessitate reclassification between non-accretable difference and accretable yield. Initial and ongoing cash flow expectations incorporate significant assumptions regarding prepayment rates, the timing of resolution of loans, the timing and amount of loan sales and related pricing, frequency of default, delinquency and loss severity, which is dependent on estimates of underlying collateral values. Changes in these assumptions could have a potentially material impact on the amount of the ALLL related to the covered loans as well as on the rate of accretion on these loans and the corresponding rate of amortization of the FDIC indemnification asset. Prepayment, delinquency, default curves and loss severity used to forecast pool cash flows are derived from roll rates generated from the historical performance of the ACI residential loan portfolio observed over the immediately preceding four quarters, or the immediately preceding twelve quarters as it relates to loss severity from loan sales.
Fair Value Measurements
The Company measures certain of its assets and liabilities at fair value on a recurring or non-recurring basis. Assets and liabilities measured at fair value on a recurring basis include investment securities available for sale, servicing rights, and derivative instruments. Assets that may be measured at fair value on a non-recurring basis include impaired loans, OREO and other repossessed assets, loans held for sale, goodwill, impaired long-lived assets, and assets acquired and liabilities assumed in business combinations. The consolidated financial statements also include disclosures about the fair value of financial instruments that are not recorded at fair value.
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Inputs used to determine fair value measurements are prioritized into a three level hierarchy based on observability and transparency of the inputs, summarized as follows:
Level 1—observable inputs that reflect quoted prices in active markets for identical assets,
Level 2—inputs other than quoted prices in active markets that are based on observable market data, and
Level 3—unobservable inputs requiring significant management judgment or estimation.
When observable market quotes are not available, fair value is estimated using modeling techniques such as discounted cash flow analyses and option pricing models. These modeling techniques utilize assumptions that we believe market participants would use in pricing the asset or the liability.
Particularly for estimated fair values of assets and liabilities categorized within level 3 of the fair value hierarchy, the selection of different valuation techniques or underlying assumptions could result in fair value estimates that are higher or lower than the amounts recorded or disclosed in our consolidated financial statements. Considerable judgment may be involved in determining the amount that is most representative of fair value.
Because of the degree of judgment involved in selecting valuation techniques and underlying assumptions, fair value measurements are considered critical accounting estimates.

Notes 1, 4, 12 and 16 to our consolidated financial statements contain further information about fair value estimates.ACL.
Recent Accounting Pronouncements
See Note 1 to ourthe consolidated financial statements for a discussion of recent accounting pronouncements.
34


Results of Operations
Net Interest Income
Net interest income is the difference between interest earned on interest earning assets and interest incurred on interest bearing liabilities and is the primary driver of core earnings. Net interest income is impacted by the relative mix of interest earning assets and interest bearing liabilities, the ratio of interest earning assets to total assets and of interest bearing liabilities to total funding sources, movements in market interest rates and monetary policy, the shape of the yield curve, levels of non-performing assets and pricing pressure from competitors.
The mix of interest earning assets is influenced by loan demand, market and competitive conditions in our primary lending markets, and by management's continual assessment of the rate of return and relative risk associated with various classes of earning assets.assets and liquidity considerations. The mix of interest bearing liabilitiesfunding sources is influenced by the Company's liquidity profile, management's assessment of the desire for lower cost funding sources weighed against relationships with customers and growth requirementsexpectations, our ability to attract and is impacted byretain core deposit relationships, competition for deposits in the Company's markets and the availability and pricing of other sources of funds.
Net For the year ended December 31, 2023, the funding mix and net interest income is alsomargin were negatively impacted by the accounting for ACI loans acquired in conjunction with the FSB Acquisition. ACI loans were initially recorded at fair value, measured based on the present value of expected cash flows. The excess of expected cash flows over carrying value, known as accretable yield, is recognized ashigher interest income over the livesrate environment and restrictive monetary policy stance of the underlying loans. AccretionFRB which have led to a decline in deposit levels across the banking system, increased competition for deposits and higher deposit costs. Deposit outflows related to ACI loans is expected to continue to positively impactevents that impacted the banking sector in March 2023 also negatively impacted the cost of funds and net interest income,margin. These factors contributed to declines in average non-interest bearing demand deposits and to an increase in higher cost funding sources, including higher cost time deposits and wholesale funding such as FHLB advances. Over the netlatter half of 2023, however, we have seen margin expansion as wholesale funding levels have declined and yields on interest margin and interest rate spread until termination of the Single Family Shared-Loss Agreement, although the magnitude of the positive impact on the net interest margin and interest rate spread is expected to decline as ACI loans comprise a declining percentage of total loans. The proportion of total loans represented by ACI loans is declining as the ACI loans are resolved and new loans are added to the portfolio. ACI loans represented 2.4%, 3.0% and 4.6% of total loans, including premiums, discounts and deferred fees and costs, at December 31, 2017, 2016 and 2015, respectively.earning assets have increased.
The impact of ACI loan accounting on net interest income makes it difficult to compare our net interest margin and interest rate spread to those reported by other financial institutions.
35



The following table presents, for the years ended December 31, 2017, 2016 and 2015,periods indicated, information about (i) average balances, the total dollar amount of taxable equivalent interest income from earning assets and the resultant average yields; (ii) average balances, the total dollar amount of interest expense on interest bearing liabilities and the resultant average rates; (iii) net interest income; (iv) the interest rate spread; and (v) the net interest margin. Non-accrual and restructured loans are included in the average balances presented in this table; however, interest income foregone on non-accrual loans is not included. Interest income, yields, spread and margin have been calculated on a tax-equivalent basis for loans and investment securities that are exempt from federal income taxes, at a federal tax rate of 35.0%21% (dollars in thousands):
Years Ended December 31,
 202320222021
 Average
Balance
Interest (1)
Yield/
Rate (1)
Average
Balance
Interest (1)
Yield/
Rate (1)
Average
Balance
Interest (1)
Yield/
Rate (1)
Loans$24,558,430 $1,331,578 5.42 %$23,937,857 $947,386 3.96%$23,083,973 $814,101 3.53 %
Investment securities (2)
9,228,718 491,851 5.33 %10,081,701 283,081 2.81%9,873,178 155,353 1.57 %
Other interest earning assets986,186 51,152 5.19 %675,068 15,709 2.33%1,093,869 6,010 0.55 %
Total interest earning assets34,773,334 1,874,581 5.39 %34,694,626 1,246,176 3.59%34,051,020 975,464 2.86 %
Allowance for credit losses(171,618)(132,033)(197,212)
Non-interest earning assets1,749,981 1,721,570 1,770,685 
Total assets$36,351,697 $36,284,163 $35,624,493 
Liabilities and Stockholders' Equity:
Interest bearing liabilities:
Interest bearing demand deposits$2,905,968 $86,759 2.99 %$2,538,906 $13,919 0.55 %$3,027,649 $8,550 0.28 %
Savings and money market deposits10,704,470 382,432 3.57 %12,874,240 130,705 1.02 %13,339,651 43,082 0.32 %
Time deposits5,169,458 191,114 3.70 %3,338,671 35,348 1.06 %3,490,082 15,964 0.46 %
Total interest bearing deposits18,779,896 660,305 3.52 %18,751,817 179,972 0.96 %19,857,382 67,596 0.34 %
Federal funds purchased35,403 1,611 4.55 %157,979 2,723 1.72 %33,945 30 0.09 %
FHLB advances6,331,685 285,026 4.50 %4,383,507 97,763 2.23 %2,622,723 59,116 2.25 %
Notes and other borrowings716,633 36,835 5.14 %721,223 37,033 5.13 %721,803 37,018 5.13 %
Total interest bearing liabilities25,863,617 983,777 3.80 %24,014,526 317,491 1.32 %23,235,853 163,760 0.70 %
Non-interest bearing demand deposits7,091,029 8,861,111 8,480,964 
Other non-interest bearing liabilities848,023 708,473 784,031 
Total liabilities33,802,669 33,584,110 32,500,848 
Stockholders' equity2,549,028 2,700,053 3,123,645 
Total liabilities and stockholders' equity$36,351,697 $36,284,163 $35,624,493 
Net interest income$890,804 $928,685 $811,704 
Interest rate spread1.59 %2.27 %2.16 %
Net interest margin2.56 %2.68 %2.38 %
 2017 2016 2015
 Average
Balance
 
Interest (1)
 
Yield/
Rate
(1)
 Average
Balance
 
Interest (1)
 
Yield/
Rate
(1)
 Average Balance 
Interest (1)
 
Yield/
Rate
(1)
Assets:                 
Interest earning assets: 
  
  
  
  
  
      
Non-covered loans$19,478,071
 $730,701
 3.75% $17,282,886
 $617,863
 3.58% $13,339,708
 $478,072
 3.58%
Covered loans544,279
 300,540
 55.22% 721,268
 301,614
 41.82% 923,909
 291,717
 31.57%
Total loans20,022,350
 1,031,241
 5.15% 18,004,154
 919,477
 5.11% 14,263,617
 769,789
 5.40%
Investment securities (2)
6,658,145
 201,363
 3.02% 5,691,617
 161,385
 2.84% 4,672,032
 121,221
 2.59%
Other interest earning assets543,338
 14,292
 2.63% 541,816
 12,204
 2.25% 481,716
 10,098
 2.10%
Total interest earning assets27,223,833
 1,246,896
 4.58% 24,237,587
 1,093,066
 4.51% 19,417,365
 901,108
 4.64%
Allowance for loan and lease losses(156,471)     (139,469)     (108,875)    
Non-interest earning assets1,758,032
     1,923,298
     1,985,421
    
Total assets$28,825,394
     $26,021,416
     $21,293,911
    
Liabilities and Stockholders' Equity:                 
Interest bearing liabilities:                 
Interest bearing demand deposits$1,586,390
 12,873
 0.81% $1,382,717
 8,343
 0.60% $1,169,921
 $5,782
 0.49%
Savings and money market deposits9,730,101
 80,397
 0.83% 8,361,652
 51,774
 0.62% 6,849,366
 37,744
 0.55%
Time deposits6,094,336
 77,663
 1.27% 5,326,630
 59,656
 1.12% 4,305,857
 47,625
 1.11%
Total interest bearing deposits17,410,827
 170,933
 0.98% 15,070,999
 119,773
 0.79% 12,325,144
 91,151
 0.74%
FHLB advances4,869,690
 61,997
 1.27% 4,801,406
 47,773
 0.99% 3,706,288
 40,328
 1.09%
Notes and other borrowings402,921
 21,259
 5.28% 403,197
 21,287
 5.28% 58,791
 3,685
 6.27%
Total interest bearing liabilities22,683,438
 254,189
 1.12% 20,275,602
 188,833
 0.93% 16,090,223
 135,164
 0.84%
Non-interest bearing demand deposits3,069,565
     2,968,192
     2,732,654
    
Other non-interest bearing liabilities443,019
     435,645
     305,519
    
Total liabilities26,196,022
     23,679,439
     19,128,396
    
Stockholders' equity2,629,372
     2,341,977
     2,165,515
    
Total liabilities and stockholders' equity$28,825,394
     $26,021,416
     $21,293,911
    
Net interest income  $992,707
     $904,233
     $765,944
  
Interest rate spread    3.46%     3.58%     3.80%
Net interest margin    3.65%     3.73%     3.94%
                  
(1)
On a tax-equivalent basis. The tax-equivalent adjustment for tax-exempt loans was $29.4 million, $23.3 million and $15.9 million, and the tax-equivalent adjustment for tax-exempt investment securities was $13.1 million, $10.5 million and $4.4
(1)On a tax-equivalent basis where applicable. The tax-equivalent adjustment for tax-exempt loans was $13.4 million, $12.7 million and $13.3 million for the years ended December 31, 2017, 2016, and 2015, respectively.
(2)At fair value except for securities held to maturity.
The Tax Cuts and Jobs Act of 2017 was signed into law on December 22, 2017, reducing the statutory corporate federal income tax rate from 35 percent to 21 percent, effective January 1, 2018. Had this reduction in the federal income tax rate been applied in the determination of the tax-equivalent adjustments above for the year ended December 31, 2017, the yield on non-covered loans2023, 2022 and total loans would have been reduced by 0.07%, the yield on2021, respectively. The tax-equivalent adjustment for tax-exempt investment securities would have been reduced by 0.09%was $3.6 million, $3.0 million and $2.7 million for the yield on total interest earning assets, the interest rate spreadyears ended December 31, 2023, 2022 and the net interest margin would each have been reduced by 0.08%.2021, respectively.

(2)At fair value except for securities held to maturity.

36


Increases and decreases in interest income, calculated on a tax-equivalent basis, and interest expense result from changes in average balances (volume) of interest earning assets and liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest earning assets and the interest incurred on our interest bearing liabilities for the years indicated. The effect of changes in volume is determined by multiplying the change in volume by the previous year's average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous year's volume. Changes applicable to both volume and rate have been allocated to volume (in thousands):
2023 Compared to 20222022 Compared to 2021
Change Due to VolumeChange Due to RateIncrease (Decrease)Change Due to VolumeChange Due to RateIncrease (Decrease)
Interest Income Attributable to:
Loans$34,699 $349,493 $384,192 $34,024 $99,261 $133,285 
Investment securities(45,289)254,059 208,770 5,301 122,427 127,728 
Other interest earning assets16,136 19,307 35,443 (9,772)19,471 9,699 
Total interest earning assets5,546 622,859 628,405 29,553 241,159 270,712 
Interest Expense Attributable to:
Interest bearing demand deposits10,891 61,949 72,840 (2,806)8,175 5,369 
Savings and money market deposits(76,566)328,293 251,727 (5,755)93,378 87,623 
Time deposits67,625 88,141 155,766 (1,556)20,940 19,384 
Total interest bearing deposits1,950 478,383 480,333 (10,117)122,493 112,376 
Federal funds purchased(5,583)4,471 (1,112)2,140 553 2,693 
FHLB advances87,757 99,506 187,263 39,172 (525)38,647 
Notes and other borrowings(270)72 (198)15 — 15 
Total interest expense83,854 582,432 666,286 31,210 122,521 153,731 
Increase (decrease) in tax-equivalent net interest income$(78,308)$40,427 $(37,881)$(1,657)$118,638 $116,981 
 2017 Compared to 2016 2016 Compared to 2015
 
Change Due
to Volume
 
Change Due
to Rate
 Increase
(Decrease)
 
Change Due
to Volume
 
Change Due
to Rate
 Increase
Interest Income Attributable to:           
Loans$104,562
 $7,202
 $111,764
 $191,052
 $(41,364) $149,688
Investment securities29,733
 10,245
 39,978
 28,484
 11,680
 40,164
Other interest earning assets29
 2,059
 2,088
 1,383
 723
 2,106
Total interest income134,324
 19,506
 153,830
 220,919
 (28,961) 191,958
Interest Expense Attributable to:           
Interest bearing demand deposits1,626
 2,904
 4,530
 1,274
 1,287
 2,561
Savings and money market deposits11,064
 17,559
 28,623
 9,235
 4,795
 14,030
Time deposits10,017
 7,990
 18,007
 11,600
 431
 12,031
Total interest bearing deposits22,707
 28,453
 51,160
 22,109
 6,513
 28,622
FHLB advances779
 13,444
 14,223
 11,151
 (3,706) 7,445
Notes and other borrowings(28) 
 (28) 18,184
 (582) 17,602
Total interest expense23,458
 41,897
 65,355
 51,444
 2,225
 53,669
Increase (decrease) in net interest income$110,866
 $(22,391) $88,475
 $169,475
 $(31,186) $138,289
Year ended December 31, 2017 compared to year ended December 31, 2016
Net interest income, calculated on a tax-equivalent basis, was $992.7$890.8 million for the year ended December 31, 2023, compared to $928.7 million for the year ended December 31, 2022, a decrease of $37.9 million, comprised of increases in tax-equivalent interest income and interest expense of $628.4 million and $666.3 million, respectively.
The increase in interest income for the year ended December 31, 2023, compared to the year ended December 31, 2017 compared to $904.2 million for the year ended December 31, 2016, an increase of $88.5 million. The increase in net interest income was comprised of2022, reflected (i) an increase in tax-equivalent interest incomeboth the average balances of $153.8 million,and yields on loans; (ii) rising yields on investment securities that more than offset by an increasedeclines in interest expense of $65.4 million.
The increase in tax-equivalent interest income was comprised primarily of a $111.8 million increase in interest income from loansaverage balances; and a $40.0 million increase in interest income from investment securities.
Increased interest income from loans was attributable(iii) to a $2.0 billion increase in thelesser extent, higher yields on and average balance and a 0.04% increase in the tax-equivalent yield to 5.15% for the year ended December 31, 2017 from 5.11% for the year ended December 31, 2016. Offsetting factors contributing tobalances of other interest earning assets. Increased yields on average interest earning assets were mainly reflective of the increase in market interest rates, which impacted both coupon rate resets on existing floating rate assets and the yieldrates on loans included:
The tax-equivalent yield on non-covered loans increased to 3.75% for the year ended December 31, 2017 from 3.58% for the year ended December 31, 2016. The most significant factor contributingnew assets added to the increased yield on non-covered loans was increases in market interest rates.
Interest income on covered loans totaled $300.5 million and $301.6 million for the year ended December 31, 2017 and 2016, respectively.balance sheet. The tax-equivalent yield on those loans increased to 55.22% for the year ended December 31, 2017 from 41.82% for the year ended December 31, 2016, reflecting improvements in expected cash flows for ACI loans, as well as an increase in higher-yielding pools as a percent of total covered loans. The increase in yield largely offset the impact of the decline in the average balance of covered loans outstanding.
The impact on the overall yield on loans of increased yields on both covered and non-covered loans considered individually was largely offset by the continued increase in lower-yielding non-covered loans as a percentage of the portfolio. Non-covered loans represented 97.3% of the average balance of loans outstanding for the year ended December 31, 2017 compared to 96.0% for the year ended December 31, 2016.

The average balance of investment securities increased by $1.0 billion for the year ended December 31, 2017 from the year ended December 31, 2016 while the tax-equivalent yield increased to 3.02% from 2.84%. The increase in tax-equivalent yield primarily reflects resetting of coupon rates on floating-rate securities. The tax-equivalent yield was reduced by 5 basis points in 2017 as a result of a retrospective adjustment to the amortization of premiums on SBA securities.
The components of the increase in interest expense for the year ended December 31, 2017 as2023, compared to the year ended December 31, 2016 were a $51.2 million increase in interest expense on deposits and a $14.2 million increase in interest expense on FHLB advances.
The increase in interest expense on deposits was attributable to an increase of $2.3 billion in average interest bearing deposits and2022, reflected primarily (i) an increase in the average cost of interest bearinginterest-bearing deposits and (ii) increases in both the cost and average balance of 0.19% to 0.98% for the year ended December 31, 2017 from 0.79% for the year ended December 31, 2016. These cost increases were generally driven by the growth of deposits in competitive markets and a rising short-term interest rate environment.
The increase in interest expense on FHLB advances was primarily a result of an increase in the average cost of advances of 0.28% to 1.27% for the year ended December 31, 2017 from 0.99% for the year ended December 31, 2016. The increased cost was driven by increased market rates and, to a lesser extent, an extension of maturities through interest rate swaps.advances.
The net interest margin, calculated on a tax-equivalent basis, was 2.56% for the year ended December 31, 2017 was 3.65% as2023, compared to 3.73%2.68% for the year ended December 31, 2016. The2022. Offsetting factors impacting the net interest rate spread decreased to 3.46%margin for the year ended December 31, 2017 from 3.58% for the year ended December 31, 2016. The declines in net interest margin and interest rate spread resulted primarily from the cost of interest-bearing liabilities increasing by more than the yield on interest earning assets. This difference was driven primarily by the decline in covered loans as a percentage of total loans. Future trends in the net interest margin will be impacted by changes in market interest rates, including changes in the shape of the yield curve, by the mix of interest earning assets, including the decline in covered loans as a percentage of total loans, and by the Company's ability to manage the cost of funds while growing deposits in competitive markets.
Year ended December 31, 2016 compared to year ended December 31, 2015
Net interest income, calculated on a tax-equivalent basis, was $904.2 million for the year ended December 31, 2016 compared to $765.9 million for the year ended December 31, 2015, an increase of $138.3 million. The increase in net interest income was comprised of an increase in tax-equivalent interest income of $192.0 million, offset by an increase in interest expense of $53.7 million.
The increase in tax-equivalent interest income was comprised primarily of a $149.7 million increase in interest income from loans and a $40.2 million increase in interest income from investment securities.
Increased interest income from loans was attributable to a $3.7 billion increase in the average balance outstanding partially offset by a 0.29% decrease in the tax-equivalent yield to 5.11% for the year ended December 31, 2016 from 5.40% for the year ended December 31, 2015. Offsetting factors contributing to the overall decline in the yield on loans included:
Non-covered loans originated at lower market rates of interest comprised a greater percentage of the portfolio for the year ended December 31, 2016 than for 2015. Non-covered loans represented 96.0% of the average balance of loans outstanding for the year ended December 31, 2016 compared to 93.5% for the year ended December 31, 2015.
The tax-equivalent yield on non-covered loans remained unchanged at 3.58% for the years ended December 31, 2016 and 2015.
Interest income on covered loans totaled $301.6 million and $291.7 million for the years ended December 31, 2016 and 2015, respectively. The tax-equivalent yield on those loans increased to 41.82% for the year ended December 31, 2016 from 31.57% for the year ended December 31, 2015.
The average balance of investment securities increased by $1.0 billion for the year ended December 31, 2016 from the year ended December 31, 2015 while the tax-equivalent yield increased to 2.84% for the year ended December 31, 2016 from 2.59% for the year ended December 31, 2015. The increase in tax-equivalent yield reflects (i) changes in portfolio composition, including growth in the municipal portfolio, (ii) resetting of rates on floating-rate securities and (iii) net purchases of securities at wider spreads.
The components of the increase in interest expense for the year ended December 31, 2016 as2023, compared to the year ended December 31, 2015 were a $28.6 million increase in interest expense on deposits, a $7.4 million increase in interest expense on FHLB advances and a $17.6 million increase in interest expense on notes and other borrowings, reflecting the issuance of $400 million in senior notes in November 2015.2022, included:

The most significant factor contributingleading to the year-over-year decline in the net interest margin was an unfavorable shift in the funding mix for the year ended December 31, 2023, as compared to the year ended December 31, 2022. Average non-interest bearing demand deposits declined, both in absolute terms and as a percentage of average total liabilities, while FHLB advances grew, both in absolute terms and as a percentage of average total liabilities. Within interest-bearing deposits, there was a shift toward higher cost time deposits, largely in response to the events of March 2023. Two significant factors impacting the decline in average non-interest bearing deposits were (i) the impact of rising residential mortgage rates on levels of activity in the residential real estate sector leading to a decline in balances in the title insurance industry vertical and (ii) depositors seeking yield in a higher rate environment. In part, the increase in interest expenseaverage FHLB advances reflected the impact of deposit outflows immediately following the events of March 2023.
The tax-equivalent yield on deposits was anloans expanded to 5.42% for the year ended December 31, 2023, from 3.96% for the year ended December 31, 2022. Factors contributing to this increase were the resetting of $2.7 billion in average interest bearing deposits. variable rate loans at higher coupon rates and originations of new loans at higher prevailing rates and wider spreads.
37


The tax-equivalent yield on investment securities increased to 5.33% for the year ended December 31, 2023, from 2.81% for the year ended December 31, 2022. This increase resulted primarily from the reset of coupon rates on variable rate securities and to a lesser extent, purchases of higher-yielding securities, and paydowns and sales of lower-yielding securities.
The average cost ofrate paid on interest bearing deposits increased by 0.05% to 0.79%3.52% for the year ended December 31, 20162023, from 0.74%0.96% for the year ended December 31, 2015, generally driven by growth of deposits2022, in competitive markets.response to the higher rate environment, tighter liquidity conditions and resulting competition for deposits.
The increase in interest expense on FHLB advances was driven by an increase in the average balance of $1.1 billion, partially offset by a decrease in the average rate paid on these borrowings. The average rate paid on FHLB advances decreasedincreased to 4.50% for the year ended December 31, 2023, from 2.23% for the year ended December 31, 2022, primarily due to rising rates.
Provision for Credit Losses
The provision for credit losses is a charge or credit to earnings required to maintain the ACL at a level consistent with management’s estimate of expected credit losses on financial assets carried at amortized cost at the balance sheet date. The amount of the provision is impacted by 0.10%changes in current economic conditions as well as in management's reasonable and supportable economic forecast, loan originations and runoff, changes in portfolio mix, risk rating migration and portfolio seasoning, changes in specific reserves, changes in expected prepayment speeds and other assumptions. The provision for credit losses also includes amounts related to 0.99%off-balance sheet credit exposures and may include amounts related to accrued interest receivable and AFS debt securities.
The following table presents the components of the provision for (recovery of) credit losses for the periods indicated (in thousands):
Years Ended December 31,
202320222021
Amount related to funded portion of loans$78,924 $73,814 $(64,456)
Amount related to off-balance sheet credit exposures8,683 1,467 (1,235)
Other— (127)(1,428)
Total provision for (recovery of) credit losses$87,607 $75,154 $(67,119)
The most significant factors impacting the provision for credit losses for the year ended December 31, 2016 from 1.09% for2023, included changes in the year ended December 31, 2015, primarily driven by a contractioneconomic forecast, new commercial loan production, risk rating migration and an increase in maturities.
The net interest margin, calculated on a tax-equivalent basis, for the year ended December 31, 2016 was 3.73% as compared to 3.94% for the year ended December 31, 2015. The interest rate spread decreased to 3.58% for the year ended December 31, 2016 from 3.80% for the year ended December 31, 2015. The declines in net interest margin and interest rate spread resulted primarily from lower yields on loans and the cost of the senior notes, as discussed above.
Provision for Loan Lossescertain specific reserves.
The provision for loancredit losses ismay be volatile and the amountlevel of expense that, based on our judgment, is requiredthe ACL may change materially from current levels. Future levels of the ACL could be significantly impacted, in either direction, by changes in factors such as, but not limited to, maintaineconomic conditions or the ALLL at an adequate level to absorb probable losses inherent ineconomic outlook, the composition of the loan portfolio, at the balance sheet datefinancial condition of our borrowers and that, in management’s judgment, is appropriate under GAAP. collateral values.
The determination of the amount of the ALLLACL is complex and involves a high degree of judgment and subjectivity. Our determination of the amount of the allowance and corresponding provision for loan losses considers ongoing evaluations of the credit quality of and level of credit risk inherent in various segments of the loan portfolio and of individually significant credits, levels of non-performing loans and charge-offs, historical and statistical trends and economic and other relevant factors. See “Analysis of the Allowance for Loan and LeaseCredit Losses” below for more information about how we determine the appropriate level of the allowance.
ForACL and about factors that impacted the years ended December 31, 2017, 2016ACL and 2015, we recorded provisions for loan losses of $67.4 million, $52.6 million and $42.1 million, respectively, related to non-covered loans. The amount of the provision is impacted by loan growth, portfolio mix, historical loss rates, the level of charge-offs and specific reserves for impaired loans, and management's evaluation of qualitative factors in the determination of general reserves.
The increase in the provision for loan losses related to non-covered loans for the year ended December 31, 2017 compared to 2016 included an increase of $46.3 million in the provision related to taxi medallion loans. The provision related to taxi medallion loans totaled $58.2 million for the year ended December 31, 2017 compared to $11.9 million for the year ended December 31, 2016. The increased provision related to taxi medallion loans was partially offset by (i) decreases in quantitative and qualitative loss factors, (ii) the impact of lower loan growth and (iii) a decrease in provisions for classified and specifically reserved loans.credit losses.
The most significant factors contributing to the increase in the provision for loan losses related to non-covered loans for the year ended December 31, 2016 compared to 2015 were (i) an increase in the provision related to taxi medallion loans, (ii) an increase in the provision related to impaired loans in other portfolio segments and (iii) an increase in the relative impact on the provision of changes in quantitative and qualitative loss factors, partially offset by the impact of lower loan growth in 2016.
38

The provision for loan losses related to covered loans was not material for any period presented.


Non-Interest Income
The following table presents a comparison of the categories of non-interest income for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands):
Years Ended December 31,
 202320222021
Deposit service charges and fees$21,682 $23,402 $21,685 
Gain (loss) on sale of loans, net(3,711)(2,570)24,394 
Gain (loss) on investment securities:
Net realized gain on sale of securities AFS1,815 3,927 9,010 
Net loss on marketable equity securities recognized in earnings(11,867)(19,732)(2,564)
Gain (loss) on investment securities, net(10,052)(15,805)6,446 
Lease financing45,882 54,111 53,263 
Other non-interest income33,037 18,498 28,365 
$86,838 $77,636 $134,153 
  2017 2016 2015
Non-interest income related to the covered assets $24,262
 $5,026
 $23,415
Service charges and fees 20,864
 19,463
 17,876
Gain on sale of non-covered loans 10,183
 10,064
 5,704
Gain on investment securities available for sale, net 33,466
 14,461
 8,480
Lease financing 53,837
 44,738
 35,641
Other non-interest income 15,292
 12,665
 11,108
  $157,904
 $106,417
 $102,224
Refer to the section titled "Impact of the Covered Loans, the FDIC Indemnification Asset and the Loss Sharing Agreements" below for further information about non-interest income related to the covered assets.
Year over year increases in services charges and fees correspond to the growth in deposits and loans.
GainsThe losses on sale of non-covered loans formarketable equity securities during the years ended December 31, 2017, 20162023 and 20152022, were attributable to losses related primarily to sales of the guaranteed portions of SBA loans by SBF, which was acquired on May 1, 2015.certain preferred equity investments.
Gain on investment securities available for sale, netThe decrease in lease financing revenue for the year ended December 31, 2017 primarily reflected gains from2023, compared to the year ended December 31, 2022, was attributable to (i) a net loss of $2.0 million on sale of operating lease equipment recognized during the year ended December 31, 2023, compared to a net gain of $2.3 million recognized during the year ended December 31, 2022, a variance of $4.3 million; and (ii) the impact of the sale of securities formerly covered undersome operating lease equipment, reducing the Commercial Shared-Loss Agreement, whichsize of the portfolio.
The most significant factors leading to the increase in other non-interest income for the year ended December 31, 2023, compared to the year ended December 31, 2022, were originally acquired at significant discountsincreases in the FSB Acquisition. Other gains on investment securities available for saleBOLI income, particularly as related to sales of securities in the normal course of managing liquidity, portfolio durationBOLI assets supporting our deferred compensation plan, lending related fees and yield.
Year over year increases in incomerevenue from lease financing generally corresponded to the growth in the portfolio of equipment under operating lease.our customer derivative program.
Non-Interest Expense
The following table presents the components of non-interest expense for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands):
Years Ended December 31,
 202320222021
Employee compensation and benefits$280,744 $265,548 $243,532 
Occupancy and equipment43,345 45,400 47,944 
Deposit insurance expense66,747 17,999 18,695 
Professional fees14,184 11,730 14,386 
Technology79,984 77,103 67,500 
Discontinuance of cash flow hedges— — 44,833 
Depreciation and impairment of operating lease equipment44,446 50,388 53,764 
Other non-interest expense106,501 72,142 56,921 
Total non-interest expense$635,951 $540,310 $547,575 
 2017 2016 2015
Employee compensation and benefits$237,824
 $223,011
 $210,104
Occupancy and equipment75,386
 76,003
 76,024
Amortization of FDIC indemnification asset176,466
 160,091
 109,411
Deposit insurance expense22,011
 17,806
 14,257
Professional fees23,676
 14,249
 14,185
Telecommunications and data processing13,966
 14,343
 13,613
Depreciation of equipment under operating lease35,015
 31,580
 18,369
Other non-interest expense50,624
 53,364
 50,709
 $634,968
 $590,447
 $506,672
Non-interest expense as a percentage of average assets was 2.2%, 2.3% and 2.4% for the years ended December 31, 2017, 2016 and 2015, respectively. Excluding amortization of the FDIC indemnification asset, non-interest expense as a percentage of average assets was 1.6%, 1.7% and 1.9% for the years ended December 31, 2017, 2016 and 2015, respectively. The more significant changesYear-over-year increases in the components of non-interest expense are discussed below.
Employee compensation and benefits
As is typical for financial institutions, employee compensation and benefits representsreflected labor market dynamics.
Increases in deposit insurance expense were primarily attributable to an increase in the single largest componentassessment rate and a $35.4 million special assessment during the year ended December 31, 2023.
The decline in depreciation and impairment of recurring non-interest expense. Employee compensation and benefitsoperating lease equipment for the year ended December 31, 2017 increased by $14.8 million2023, compared to the year ended December 31, 2016. 2022, is primarily attributed to the decline in operating lease equipment.
The most significant factor impacting the increase in other non-interest expense for the year ended December 31, 2017 primarily reflected

increased headcount in support of growth and general increases in compensation levels. Employee compensation and benefits for the year ended December 31, 2016 increased $12.9 million2023, compared to the year ended December 31, 2015. This increase reflected general increases in salaries and the cost of benefits as well as changes in the composition of the employee base.
Amortization of FDIC indemnification asset
See the section titled "Impact of Covered Loans, the FDIC Indemnification Asset and the Loss Sharing Agreements" below for more information about amortization of the FDIC indemnification asset.
Deposit insurance expense
Deposit insurance expense totaled $22.0 million, $17.8 million and $14.3 million respectively, for the years ended December 31, 2017, 2016 and 2015. These increases primarily reflected the growth of the balance sheet, the large bank surcharge imposed by the FDIC, which began in the third quarter of 2016, and increases in certain components of the Bank's assessment rate.
Professional fees
Professional fees increased by $9.4 million for the year ended December 31, 2017 as compared to the year ended December 31, 2016, primarily due to $6.8 million in accounting and advisory fees related to the discrete income tax benefit recognized in 2017.
Depreciation of equipment under operating lease
Depreciation of equipment under operating lease increased by $3.4 million for the year ended December 31, 2017 as compared to the year ended December 31, 2016 and by $13.2 million for the year ended December 31, 2016 compared with the year ended December 31, 2015. These increases generally corresponded to the growth in the portfolio of equipment under operating lease. Depreciation of equipment under operating lease for the year ended December 31, 2016 also included impairment of $4.1 million related to a group of tank cars impacted by new safety regulations.
Other non-interest expense
The most significant components of other non-interest expense are advertising and promotion,2022, was costs related to lending activitiescertain depositor rebate and deposit generation, OREO and foreclosure related expenses, insurance, travel and general office expense.
Impactcommission programs, some of the Covered Loans, FDIC Indemnification Asset and the Loss Sharing Agreements
The accounting for covered loans, the indemnification asset and the provisions of the Loss Sharing Agreements impact our financial condition and results of operations. The more significant ways in which our financial statements are impacted are:
Interest income and the net interest margin reflect the impact of accretion related to the covered loans;
Non-interest expense includes the effect of amortization of the FDIC indemnification asset;
The Residential Shared-Loss Agreement affords the Company significant protection against future credit losses related to covered assets. The impact of any provision for loan losses related to the covered loans, losses related to covered OREO and expenses related to resolution of covered assets is significantly mitigated by loss sharingcorrelated with the FDIC;
Under the acquisition method of accounting, the assets acquired and liabilities assumed in the FSB Acquisition were initially recorded on the consolidated balance sheet at their estimated fair values as of the acquisition date. The carrying amounts of covered loans and the FDIC indemnification asset continue to be impacted by acquisition accounting adjustments. The carrying amount of covered loans, particularly ACI loans, is materially less than their UPB. Additionally, no ALLL was recorded with respect to acquired loans at the FSB Acquisition date;
Non-interest income includes gains and losses associated with the resolution of covered assets and the related effect of indemnification under the terms of the Single Family Shared-Loss Agreement. The impact of gains or losses related to transactions in covered assets is significantly mitigated by FDIC indemnification; and
ACI loans that are contractually delinquent may not be reflected as non-accrual loans or non-performing assets due to the accounting treatment accorded such loans under ASC section 310-30, "Loans and Debt Securities Acquired with Deteriorated Credit Quality."

The following table summarizes the net impact on pre-tax earnings of transactions in the covered assets for the years ended December 31, 2017, 2016 and 2015 (in thousands):
  2017 2016 2015
Interest income on covered loans $300,540
 $301,614
 $291,717
Amortization of FDIC indemnification asset (176,466) (160,091) (109,411)
  124,074
 141,523
 182,306
Income from resolution of covered assets, net 27,450
 36,155
 50,658
Gain (loss) on sale of covered loans, net 17,406
 (14,470) 34,929
Net loss on FDIC indemnification (22,220) (17,759) (65,942)
Other, net 1,058
 (4,215) 2,824
  23,694
 (289) 22,469
Net impact on pre-tax earnings of transactions in the covered assets $147,768
 $141,234
 $204,775
       
Combined yield on covered loans and indemnification asset (1)
 12.98% 10.42% 10.20%
(1)The combined yield on the covered loans and the FDIC indemnification asset presented above is calculated as the interest income on the covered loans, net of the amortization of the FDIC indemnification asset, divided by the average combined balance of the covered loans and FDIC indemnification asset.
Interest income on covered loans and amortization of the FDIC indemnification asset
The yield on covered loans increased to 55.22% for the year ended December 31, 2017 from 41.82% and 31.57% for the years ended December 31, 2016 and 2015, respectively. See "Net Interest Income" above for further discussion of trendschanges in interest income and yields on the covered loan portfolio.
The FDIC indemnification asset was initially recorded at its estimated fair value at the date of the FSB Acquisition, representing the present value of estimated future cash payments from the FDIC for probable losses on covered assets. As projected cash flows from the ACI loans have improved, the yield on the loans has increased accordingly and the estimated future cash payments from the FDIC have decreased. This change in estimated cash flows from the FDIC is recognized prospectively, consistent with the recognition of the estimated increased cash flows from the ACI loans. As a result, the FDIC indemnification asset is being amortized to the amount of the estimated future cash payments from the FDIC. The average rate at which the FDIC indemnification asset was amortized increased to 42.90% for the year ended December 31, 2017 from 25.14% and 12.68% for the years ended December 31, 2016 and 2015, respectively, corresponding to the increases in the yield on covered loans.
The yield on covered loans will continue to increase if estimated cash flows from the ACI loans continue to improve; correspondingly, the rate of amortization on the FDIC indemnification asset will continue to increase if estimated future cash payments from the FDIC decrease. The amount of amortization is impacted by both the change in the amortization rate and the decrease in the average balance of the indemnification asset. As we continue to submit claims under the Residential Shared-Loss Agreement and recognize periodic amortization, the balance of the indemnification asset will continue to decline.rates. See Note 6 to the consolidated financial statements for a rollforward of the FDIC indemnification asset for the years ended December 31, 2017, 2016 and 2015.
The following table presents the carrying value of the FDIC indemnification asset, expected future amortization of the asset, and the estimated future cash flows from the FDIC at December 31, 2017 and 2016 (in thousands):more information about these costs.
39
 2017 2016
FDIC indemnification asset$295,635
 $515,933
Less expected amortization(140,830) (245,350)
Amount expected to be collected from the FDIC$154,805
 $270,583

The amount of expected amortization will be amortized to non-interest expense using the effective interest method over the period during which cash flows from the FDIC are expected to be collected, which is limited to the lesser of the contractual term of the Single Family Shared-Loss Agreement and the expected remaining life of the indemnified assets.
The table below presents, at December 31, 2017, estimated future accretion on covered loans and estimated future amortization of the FDIC indemnification asset, through the expected termination date of the Single Family Shared-Loss Agreement (in thousands):


Future estimated accretion on covered loans$444,976
Future estimated amortization of the indemnification asset(140,830)
Net estimated cumulative impact on future pre-tax earnings$304,146
These amounts are based on current estimates of expected future cash flows from the covered loans and the FDIC; actual results may differ from these estimates. We are currently forecasting the sale of substantially all of the then remaining covered assets in 2019, consistent with the expected termination date of the Single Family Shared-Loss Agreement. Concurrently, we expect the balance of the FDIC indemnification asset to decline to zero.
Non-interest income related to the covered assets
The most significant components of non-interest income related to the covered assets are Income from resolution of covered assets, Gain (loss) on sale of covered loans and the related Loss on indemnification asset.
Covered loans may be resolved through prepayment, short sale of the underlying collateral, foreclosure, sale of the loans or charge-off. For loans resolved through prepayment, short sale or foreclosure, the difference between consideration received in resolution of the loans and the allocated carrying value of the loans is recorded in the consolidated statement of income line item “Income from resolution of covered assets, net.” Both gains and losses on individual resolutions are included in this line item. For loans resolved through sale of the loans, the difference between consideration received and the allocated carrying value of the loans is recorded in the consolidated statement of income line item "Gain (loss) on sale of loans, net. Losses from the resolution of covered loans increase the amount recoverable from the FDIC under the Single-Family Shared Loss Agreement. Gains from the resolution of covered loans reduce the amount recoverable from the FDIC under the Single-Family Shared Loss Agreement. These additions to or reductions in amounts recoverable from the FDIC related to the resolution of covered loans are recorded in non-interest income in the line item “Net loss on FDIC indemnification” and reflected as corresponding increases or decreases in the FDIC indemnification asset. The amount of income or loss recorded in any period will be impacted by the amount of covered loans resolved, the amount of consideration received, and our ability to accurately project cash flows from ACI loans in future periods.
For each of the years ended December 31, 2017, 2016 and 2015, the substantial majority of Income from resolution of covered assets, net, resulted from payments in full. The year over year decreases in Income from resolution of covered assets, net reflected decreases in both the number of resolutions and the average income per resolution.
As explained further in the section entitled "The FSB Acquisition" under Item 1, the Bank may sell up to approximately $280 million of covered loans on an annual basis without the prior consent of the FDIC. Any losses incurred, as defined, from such loan sales are covered under the Single Family Shared-Loss Agreement.
The following table summarizes the gain (loss) recorded on the sale of covered residential loans and the impact of related FDIC indemnification for the years ended December 31, 2017, 2016 and 2015 (in thousands):
 2017 2016 2015
Net gain (loss) on sale of covered loans$17,406
 $(14,470) $34,929
Net gain (loss) on FDIC indemnification(1,514) 11,615
 (28,051)
Net impact on pre-tax earnings$15,892
 $(2,855) $6,878
Pricing received on the sale of covered loans may vary based on (i) market conditions, including the interest rate environment, the amount of capital seeking investment and the secondary supply of loans with a particular performance history or collateral type, (ii) the type and quality of collateral, (iii) the performance history of loans included in the sale and (iv) whether or not the loans have been modified. We anticipate that we will continue to exercise our right to sell covered residential loans on a quarterly basis in the future.

We sold substantially all of the remaining covered home equity loans and lines of credit, including the entire pool of ACI loans in 2017. The net loss on FDIC indemnification related to covered loan sales for the year ended December 31, 2017 did not bear the 80% relationship to the net gain on sale that might generally be expected. This was primarily attributed to the amount of accretable discount included in the carrying value of the pool of ACI loans sold. Our cash flow forecast had not previously reflected the sale of the entire pool in 2017.
Other items of non-interest income and expense related to the covered assets
Other items of non-interest income and expense related to the covered assets, comprising the line item "Other, net" in the table above presenting the impact on pre-tax earnings of transactions in the covered assets, include the provision for (recovery of) covered loan losses; foreclosure expenses related to covered assets; gains, losses and other expenses related to covered OREO; FDIC reimbursement of certain expenses related to resolution of covered assets, and modification incentives. None of these items had a material impact on results of operations for any period presented.
Income Taxes
The provision (benefit) for income taxes for the years ended December 31, 2017, 20162023, 2022 and 20152021 was $(209.8)$58.4 million, $109.7$90.2 million and $45.2$34.4 million, respectively. The Company's effective income tax rate was (51.9)%24.64%, 32.7%24.03% and 15.2%7.66% for the years ended December 31, 2017, 20162023, 2022 and 20152021, respectively.
The effective income tax rate for the year ended December 31, 2017 reflected2021 was impacted by a discrete income tax benefitsettlement with the Florida Department of $327.9 millionRevenue related to certain tax matters for the 2009-2019 tax years and a matter that arose during an ongoing auditreduction in the liability for unrecognized tax benefits arising primarily from expiration of statues of limitations in federal and certain state jurisdictions.
See Note 9 to the Company's 2013 federal income tax return. During that audit, the Company asserted that U.S. federalconsolidated financial statements for more information about income taxes paid in respect of certain income previously reported by the Company for its 2012, 2013 and 2014 tax years related to the basis assigned to certain loans acquired in the FSB Acquisition should be refunded to the Company, in light of guidance issued after the relevant returns had been filed (including Treasury Regulations finalized in October 2017 clarifying and modifying the tax treatment of such acquired loans). The IRS issuedincluding a Field Attorney's Advice ("FAA") in the fourth quarter of 2017 agreeing with the Company's position. The discrete income tax benefit recognized includes expected refunds of federal income tax of $295 million, as well as estimated interest on the federal refund and estimated refunds from certain state and local taxing jurisdictions. After receipt of the FAA, the Company determined that the requirements for accounting recognition of the benefit had been met. Although the Company expects to receive the federal tax refund following completion of the audit, the IRS has not yet closed out the audit, provided the Company with a notice of proposed adjustment or revenue agent report and the refund claims are subject to review by the Joint Committee on Taxation. The Company is continuing to evaluate whether it has claims in other state jurisdictions and whether it may have any claims for federal or state income taxes relating to tax years prior to 2012. The Company has not yet determined when or to what extent it may have any claims relating to such other state and local taxing jurisdictions or in respect of prior tax years.
The Tax Cuts and Jobs Act of 2017 was signed into law on December 22, 2017, reducing the statutory corporate federal income tax rate from 35 percent to 21 percent, effective January 1, 2018. The impact of the rate change on deferred tax assets and liabilities existing at the date of enactment was recognized in earnings during the quarter ended December 31, 2017, resulting in a tax benefit of $3.7 million. The decrease in the corporate income tax rate is currently expected to reduce the Company's effective tax rate to a range of approximately 23% to 24%.
The effective income tax rate for the year ended December 31, 2015 reflected a discrete income tax benefit of $49.3 million related to additional tax basis recognized with respect to certain assets.
Excluding the impact of the discrete income tax benefits discussed above and the impact of enactment of the Tax Cuts and Jobs Act of 2017, the effective income tax rate was 30.1%, 32.7% and 31.8% for the years ended December 31, 2017, 2016 and 2015, respectively. Significant components included in the reconciliation of the Company's adjusted effective income tax rate to the statutory federal tax raterate.
Analysis of 35.0% includedFinancial Condition
For the year ended December 31, 2023, compared to the year ended December 31, 2022, average non-interest bearing demand deposits declined by $1.8 billion, while average interest bearing deposits remained relatively flat, increasing by $28 million. Correspondingly, average FHLB advances grew by $1.9 billion. The year-over-year decline in average non-interest bearing demand deposits reflected the impact on the title insurance industry vertical of income not subject to federal tax, partially offsetlower levels of activity in the residential mortgage sector brought on by rising mortgage rates, and was consistent with broader industry deposit trends evidencing restrictive monetary policy as customers sought higher yields on their cash balances. Within the effectinterest-bearing categories, average interest bearing non-maturity deposits declined by $1.8 billion, while average time deposits increased by $1.8 billion. This shift reflected deposit outflows from a relatively small number of state income taxes, for each oflarger money-market relationships immediately after the years presented. In addition, the effective income tax rateinitial regional bank closures in March 2023, followed by a strategic shift toward less volatile time deposits in a challenging liquidity environment. While average interest-earning assets remained relatively flat, increasing by $79 million for the year ended December 31, 2017 reflected the impact of $3.7 million in excess tax benefits resulting from activity related2023, compared to vesting of share-based awards and exercise of stock options and the effective tax rate for the year ended December 31, 20152022, average loans grew by $621 million and average investment securities declined by $853 million. This shift reflected our near-term strategic priorities with respect to improving the release of $6.2 million of reserves for uncertain tax liabilities due to the lapse of the statute of limitations related thereto.
For more information about income taxes, see Note 11 to the consolidated financial statements.
Analysis of Financial Condition
Average interest-earning assets increased $3.0 billion to $27.2 billion for the year ended December 31, 2017 from $24.2 billion for the year ended December 31, 2016. This increase was driven by a $2.0 billion increase in the average balance of outstanding loans and a $1.0 billion increase in the average balance of investment securities.asset mix. The increase of $311 million in average loans reflected growth of $2.2 billion in average non-covered loans outstanding, partially offset by a $177 million decrease in the

average balance of covered loans. The $165 million decrease in average non-interest earning assets period over period primarily reflected a decrease in the FDIC indemnification asset. Growth inother interest earning assets resolution of covered loans and declines in the amount of the FDIC indemnification asset are trends that are expected to continue.
Average interest bearing liabilities increased $2.4 billion to $22.7 billion for the year ended December 31, 2017 from $20.3 billion for the year ended December 31, 2016,was due to increaseshigher levels of $2.3 billioncash held at the FRB in average interest bearing deposits and $68 million in average FHLB advances. Average non-interest bearing deposits increased by $101 million. We expect growth in average deposits to continue, corresponding to anticipated growth in interest earning assets.
Average stockholders' equity increased by $287 million, due primarilyresponse to the retentionevents of earnings, including the discrete income tax benefit recorded during the fourth quarter of 2017, but also reflecting proceeds from the exercise of stock options.March 2023.
Investment Securities Available for Sale
The following table shows the amortized cost and carrying value, which, with the exception of investment securities held to maturity, is fair value, of investment securities available for sale at December 31, 2017, 2016 and 2015the dates indicated (in thousands):
December 31, 2023December 31, 2022
 Amortized
Cost
Carrying ValueAmortized
Cost
Carrying Value
U.S. Treasury securities$139,858 $130,592 $148,956 $135,841 
U.S. Government agency and sponsored enterprise residential MBS1,962,658 1,924,207 2,036,693 1,983,168 
U.S. Government agency and sponsored enterprise commercial MBS561,557 497,859 600,517 525,094 
Private label residential MBS and CMOs2,596,231 2,295,730 2,864,589 2,530,663 
Private label commercial MBS2,282,833 2,198,743 2,645,168 2,524,354 
Single family real estate-backed securities383,984 366,255 502,194 470,441 
Collateralized loan obligations1,122,799 1,112,824 1,166,838 1,136,463 
Non-mortgage asset-backed securities106,095 102,780 102,194 95,976 
State and municipal obligations107,176 102,618 122,181 116,661 
SBA securities106,237 103,024 139,320 135,782 
Investment securities held to maturity10,000 10,000 10,000 10,000 
$9,379,428 8,844,632 $10,338,650 9,664,443 
Marketable equity securities32,722 90,884 
$8,877,354 $9,755,327 

40


 2017 2016 2015
 
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
U.S. Treasury securities$24,981
 $24,953
 $4,999
 $5,005
 $4,997
 $4,997
U.S. Government agency and sponsored enterprise residential MBS2,043,373
 2,058,027
 1,513,028
 1,527,242
 1,167,197
 1,178,318
U.S. Government agency and sponsored enterprise commercial MBS233,522
 234,508
 126,754
 124,586
 95,997
 96,814
Re-Remics
 
 
 
 88,658
 89,691
Private label residential MBS and CMOs613,732
 628,247
 334,167
 375,098
 502,723
 544,612
Private label commercial MBS1,033,022
 1,046,415
 1,180,386
 1,187,624
 1,219,355
 1,218,740
Single family rental real estate-backed securities559,741
 562,706
 858,339
 861,251
 646,156
 636,705
Collateralized loan obligations720,429
 723,681
 487,678
 487,296
 309,615
 306,877
Non-mortgage asset-backed securities119,939
 121,747
 187,660
 186,736
 54,981
 56,500
Preferred stocks59,912
 63,543
 76,180
 88,203
 75,742
 83,209
State and municipal obligations640,511
 657,203
 705,884
 698,546
 351,456
 361,753
SBA securities534,534
 550,682
 517,129
 523,906
 270,553
 273,336
Other debt securities4,090
 9,120
 3,999
 8,091
 3,854
 7,987
 $6,587,786
 $6,680,832
 $5,996,203
 $6,073,584
 $4,791,284
 $4,859,539
Our investment strategy hasis focused on insuringensuring adequate liquidity, addingmaintaining a suitable balance of high credit quality, diversifyingdiverse assets, to the consolidated balance sheet, managing interest rate risk, and generating acceptable returns given our established risk parameters. We have sought to maintain liquidity by investing a significant portion of the portfolio in high quality liquid securities including U.S. Treasury securities, SBA securities and U.S. Government agency MBS.Agency and sponsored enterprise securities. Investment grade municipal securities provide liquidity along with higherand attractive tax-equivalent yields at longer durations than the portfolio in general.yields. We have also invested in highly ratedhighly-rated structured products, including private-label commercial and residential MBS, collateralized loan obligations, single family real estate-backed securities and non-mortgage asset-backed securities that, while somewhat less liquid, are generally pledgeable at either the FHLB or the FRB and provide us with attractive yields. RelativelyWe remain committed to keeping the duration of our securities portfolio short; relatively short effective portfolio duration helps mitigate interest rate risk. TheBased on the Company’s assumptions, the estimated weighted average expected life of the investment portfolio as of December 31, 20172023 was 4.95.6 years and the effective duration was 1.7 years. A summary of activity in the investment securities available for sale portfolio for the year ended December 31, 2017 follows (in thousands):

Balance, beginning of period$6,073,584
  Purchases3,131,798
  Repayments, maturities and calls(1,268,588)
  Sales(1,254,125)
  Amortization of discounts and premiums, net(17,502)
  Change in unrealized gains15,665
Balance, end of period$6,680,832
was 1.97 years.
The following table shows the scheduled maturities, carrying values and current yields for investment securities available for sale as of December 31, 2017. Scheduled maturities have been adjusted for anticipated prepayments of MBS and other pass through securities. Yields on tax-exempt securities have been calculated on a tax-equivalent basis, based on a federal income tax rate of 21% (dollars in thousands):
 Within One Year 
After One Year
Through Five Years
 
After Five Years
Through Ten Years
 After Ten Years Total
 
Carrying
Value
 
Weighted
Average
Yield
 
Carrying
Value
 
Weighted
Average
Yield
 
Carrying
Value
 
Weighted
Average
Yield
 
Carrying
Value
 
Weighted
Average
Yield
 
Carrying
Value
 
Weighted
Average
Yield
U.S. Treasury securities$24,953
 1.19% $
 % $
 % $
 % $24,953
 1.19%
U.S. Government agency and sponsored enterprise residential MBS334,030
 2.87% 783,512
 2.24% 775,878
 2.09% 164,607
 2.07% 2,058,027
 2.27%
U.S. Government agency and sponsored enterprise commercial MBS11,657
 3.22% 16,812
 3.03% 94,694
 2.42% 111,345
 2.78% 234,508
 2.67%
Private label residential MBS and CMOs119,381
 3.84% 344,386
 3.63% 136,061
 3.63% 28,419
 4.01% 628,247
 3.69%
Private label commercial MBS71,241
 3.93% 748,263
 3.63% 223,486
 3.36% 3,425
 3.48% 1,046,415
 3.59%
Single family rental real estate-backed securities1,969
 3.13% 525,865
 3.07% 34,872
 3.26% 
 % 562,706
 3.08%
Collateralized loan obligations3,250
 3.34% 447,245
 3.39% 273,186
 3.12% 
 % 723,681
 3.29%
Non-mortgage asset-backed securities11,850
 4.04% 91,353
 3.43% 17,370
 2.84% 1,174
 2.81% 121,747
 3.40%
State and municipal obligations
 % 27,232
 2.47% 575,045
 3.66% 54,926
 4.29% 657,203
 3.66%
SBA securities95,960
 2.51% 247,489
 2.43% 131,656
 2.38% 75,577
 2.32% 550,682
 2.42%
Other debt securities
 % 
 % 1,883
 9.25% 7,237
 9.68% 9,120
 9.56%
 $674,291
 3.07% $3,232,157
 3.06% $2,264,131
 2.88% $446,710
 2.75% 6,617,289
 2.98%
Preferred stocks with no scheduled maturity 
  
  
  
  
  
  
  
 63,543
 7.55%
Total investment securities available for sale 
  
  
  
  
  
  
  
 $6,680,832
 3.02%
The available for sale investment securitiesAFS portfolio was in a net unrealized gainloss position of $93.0$534.8 million at December 31, 2017 with aggregate fair value equal2023, compared to 101.4%a net unrealized loss position of amortized cost.$674.2 million at December 31, 2022, improving by $139.4 million during the year ended December 31, 2023. Net unrealized gainslosses at December 31, 2023 included $98.9$5.0 million of gross unrealized gains and $5.9$539.8 million of gross unrealized losses. Investment securities available for sale in an unrealized loss positionpositions at December 31, 20172023 had an aggregate fair value of $1.2$8.4 billion. At December 31, 2017, 96.7%The unrealized losses resulted primarily from a sustained period of investmenthigher interest rates, and in some cases, wider spreads compared to the levels at which securities available for sale were backed bypurchased. Market volatility and yield curve dislocations have also contributed to unrealized losses. None of the U.S. Government, U.S. Government agencies or sponsored enterprises orunrealized losses were rated AAA , AA or A, based onattributable to credit loss impairments.
The ratings distribution of our AFS securities portfolio at the most recent third-party ratings. Investment securities available for sale totaling $21 million were rated below investment grade or not rated at December 31, 2017, all of which were acquireddates indicated are depicted in the FSB Acquisition and substantially all of which were in unrealized gain positions at December 31, 2017.charts below:
December 31, 2023December 31, 2022
44204421
We evaluate the credit quality of individual securities in the portfolio quarterly to determine whether anywe expect to recover the amortized cost basis of the investments in unrealized loss positions are other-than-temporarily impaired.positions. This evaluation considers, but is not necessarily limited to, the following factors, the relative significance of which varies depending on the circumstances pertinent to each individual security:
our intentWhether we intend to holdsell the security until maturity or for a periodprior to recovery of time sufficient for a recovery in value;its amortized cost basis;
whetherWhether it is more likely than not that we will be required to sell the security prior to recovery of its amortized cost basis;
the length of time andThe extent to which fair value has beenis less than amortized cost;

Adverse conditions specifically related to the security, a sector, an industry or geographic area;
adverse changes
41


Changes in expected cash flows;the financial condition of the issuer or underlying loan obligors;
collateral values and performance;
theThe payment structure and remaining payment terms of the security, including levels of subordination or over-collateralization;
changes in the economic or regulatory environment;
the general market conditionFailure of the geographic area or industry of the issuer;issuer to make scheduled payments;
the issuer’s financial condition, performance and business prospects; and
changesChanges in credit ratings.ratings;
DuringRelevant market data; and
Estimated prepayments, defaults, and the year ended December 31, 2016,value and performance of underlying collateral at the Company recognized OTTIindividual security level.
We regularly engage with bond managers to monitor trends in the amount of $463 thousand on two positions in one private label commercial MBS security, which was determined to be other-than-temporarily impaired. This security was sold prior to the end of 2016. No securities were determined to be other-than-temporarily impaired at December 31, 2017underlying collateral, including potential downgrades and 2015, or during the years then ended.subsequent cash flow diversions, liquidity, ratings migration, and any other relevant developments.
We do not intend to sell securities in significant unrealized loss positions at December 31, 2017.2023. Based on an assessment of our liquidity position and internal and regulatory guidelines for permissible investments and concentrations, it is not more likely than not that we will be required to sell securities in significant unrealized loss positions prior to recovery of amortized cost basis. The severitybasis, which may be at maturity. While the events of impairmentearly 2023 impacting the banking sector have impacted the liquidity profile of individualmany banks, including BankUnited, the substantial majority of our investment securities inare pledgeable at either the portfolio is generallyFHLB or FRB. We have not material. Unrealized losses insold, and do not anticipate the portfolio at December 31, 2017 were primarily attributableneed to an increase in market interest rates subsequent to the date the securities were acquired.
The timely repayment of principal and interest on U.S. Treasury and U.S. Government agency and sponsored enterprisesell, securities in unrealized loss positions is explicitly or implicitly guaranteed byto generate liquidity.
We have implemented a robust credit stress testing framework with respect to our non-agency securities. The following table presents subordination levels and average internal stress scenario losses for select non-agency portfolio segments at December 31, 2023:
SubordinationWeighted Average Stress Scenario Loss
RatingPercent of TotalMinimumMaximumAverage
Private label CMBSAAA85.8 %30.299.943.97.1
AA10.6 %29.574.437.07.7
A3.6 %25.151.537.39.1
Weighted average100.0 %29.995.543.07.2
CLOsAAA80.2 %40.274.247.115.7
AA16.2 %30.847.037.313.0
A3.6 %31.533.232.214.4
Weighted average100.0 %38.468.345.015.2
Private label residential MBS and CMOsAAA94.0 %3.092.017.72.2
AA4.2 %20.234.224.85.3
A1.8 %27.328.227.75.7
Weighted average100.0 %4.288.418.22.4
While for certain portfolio segments, we have seen an increase in stress scenario losses over the full faith and credit oflast year, the U.S. Government. Management performed projected cash flow analyses of the private label residential MBS and CMOs, and private label commercial MBS in unrealized loss positions, incorporating CUSIP level assumptions consistent with the collateral characteristics of each security including collateral default rate, voluntary prepayment rate, severity and delinquency assumptions. Based on the results of this analysis, no credit losses were projected. Management's analysis of the credit characteristics of individual securities and the underlying collateral and levels of subordination for eachcontinues to provide more than sufficient coverage of stress scenario collateral losses, further supporting our determination that none of our securities are credit loss impaired. The scenario used to project stress scenario losses is generally calibrated to the single family rental real estate-backed securitieslevel of stress experienced in unrealized loss positions is not indicative of projected credit losses. Management's analysis of the state and municipal obligations in unrealized loss positions included reviewing the ratings of the securities and the results of credit surveillance performed by an independent third party. Given the expectation of timely repayment of principal and interest and the generally limited severity of impairment, the impairments were considered to be temporary.
Great Financial Crisis. For further discussion of our analysis of impaired investment securities AFS for OTTI,credit loss impairment, see Note 4 3 to the consolidated financial statements.
We use third-party pricing services to assist us in estimating the fair value of investment securities. We perform a variety of procedures to ensure that we have a thorough understanding of the methodologies and assumptions used by the pricing services including obtaining and reviewing written documentation of the methods and assumptions employed, conducting interviews with valuation desk personnel and reviewing model results and detailed assumptions used to value selected securities as considered necessary. Our classification of prices within the fair value hierarchy is based on an evaluation of the nature of the
42


significant assumptions impacting the valuation of each type of security in the portfolio. We have established a robust price challenge process that includes a review by our treasury front office of all prices provided on a monthlyquarterly basis. Any price evidencing unexpected monthquarter over monthquarter fluctuations or deviations from our expectations based on recent observed trading activity and other information available in the marketplace that would impact the value of the security is challenged. Responses to the price challenges, which generally include specific information about inputs and assumptions incorporated in the valuation and their sources, are reviewed in detail. If considered necessary to resolve any discrepancies, a price will be obtained from an additional independent valuation specialist.sources. We do not typically adjust the prices provided, other than through this established challenge process. Our primary pricing services utilize observable inputs when available, and employ unobservable inputs and proprietary models only when observable inputs are not available. As a matter of course, the services validate prices by comparison to recent trading activity whenever such activity exists. Quotes obtained from the pricing services are typically non-binding.
We have also established a quarterly price validation process to assess the propriety of the pricing methodologies utilized by our primary pricing services by independently verifying the prices of a sample of securities in the portfolio. Sample sizes vary based on the type of security being priced, with higher sample sizes applied to more difficult to value security types. Verification procedures may consist of obtaining prices from an additional outside source or internal modeling, generally based on Intex. We have established acceptable percentage deviations from the price provided by the initial pricing source. If

deviations fall outside the established parameters, we will obtain and evaluate more detailed information about the assumptions and inputs used by each pricing source or, if considered necessary, employ an additional valuation specialist to price the security in question. Pricing issues identified through this evaluation are addressed with the applicable pricing service and methodologies or inputs are revised as determined necessary. Depending on the results of the validation process, sample sizes may be extended for particular classes of securities. Results of the validation process are reviewed by the treasury front office and by senior management.
The majority of our investment securities are classified within level 2 of the fair value hierarchy. U.S. Treasury securities and certain preferred stocksmarketable equity securities are classified within level 1 of the hierarchy. At December 31, 2017 and 2016, 0.9% and 2.1%, respectively, of our investment securities were classified within level 3 of the fair value hierarchy. Securities classified within level 3 of the hierarchy at December 31, 2017 included certain private label residential MBS and trust preferred securities. These securities were classified within level 3 of the hierarchy because proprietary assumptions
For additional disclosure related to voluntary prepayment rates, default probabilities, loss severities and discount rates were considered significant to the valuation. There were no transfers of investment securities between levels of the fair value hierarchy during the years ended December 31, 2017 and 2016.
For additional discussion of the fair values of investment securities, see Note 1614 to the consolidated financial statements.
Loans HeldThe following table shows the weighted average prospective yields, categorized by scheduled maturity, for Sale
Loans held for sale atAFS investment securities as of December 31, 2017 and 2016 included $34 million and $41 million, respectively,2023. Scheduled maturities have been adjusted for anticipated prepayments when applicable. Yields on tax-exempt securities have been calculated on a tax-equivalent basis, based on a federal income tax rate of commercial loans originated by SBF with the intent to sell in the secondary market. Commercial loans held for sale are comprised of the portion of loans guaranteed by U.S. government agencies, primarily the SBA. Loans are generally sold with servicing retained. Servicing activity did not have a material impact on the results of operations for the years ended December 31, 2017, 2016 and 2015.21%:
 Within One YearAfter One Year
Through Five Years
After Five Years
Through Ten Years
After Ten YearsTotal
U.S. Treasury securities0.52 %4.45 %0.89 %— %1.57 %
U.S. Government agency and sponsored enterprise residential MBS5.53 %5.73 %5.94 %5.79 %5.77 %
U.S. Government agency and sponsored enterprise commercial MBS3.64 %6.03 %3.38 %2.59 %3.87 %
Private label residential MBS and CMOs3.93 %3.88 %3.77 %3.95 %3.88 %
Private label commercial MBS6.41 %7.01 %2.17 %3.30 %6.67 %
Single family real estate-backed securities4.46 %3.36 %1.36 %— %3.72 %
Collateralized loan obligations7.19 %7.49 %7.86 %— %7.48 %
Non-mortgage asset-backed securities3.04 %6.01 %4.96 %— %5.70 %
State and municipal obligations2.59 %4.18 %4.29 %— %4.21 %
SBA securities6.19 %6.18 %6.13 %5.94 %6.16 %
5.10 %6.16 %4.36 %4.06 %5.45 %
43


Loans
The loan portfolio comprises the Company’s primary interest-earning asset. The following tables showtable shows the composition of the loan portfolio andat the breakdown of the portfolio among non-covered loans, covered ACI loans and covered non-ACI loans at December 31 of each of the yearsdates indicated (dollars in thousands):
 2017
 
 Covered Loans   Percent of Total
 Non-Covered Loans ACI Non-ACI Total 
Residential and other consumer: 
  
  
  
  
1-4 single family residential$4,116,814
 $479,068
 $26,837
 $4,622,719
 21.6%
Home equity loans and lines of credit1,654
 
 361
 2,015
 %
Other consumer loans20,512
 
 
 20,512
 0.1%
 4,138,980
 479,068
 27,198
 4,645,246
 21.7%
Commercial:         
Multi-family3,215,697
 
 
 3,215,697
 15.0%
Non-owner occupied commercial real estate4,485,276
 
 
 4,485,276
 21.0%
Construction and land310,999
 
 
 310,999
 1.5%
Owner occupied commercial real estate2,014,908
 
 
 2,014,908
 9.4%
Commercial and industrial4,145,785
 
 
 4,145,785
 19.4%
Commercial lending subsidiaries2,553,576
 
 
 2,553,576
 12.0%
 16,726,241
 
 
 16,726,241
 78.3%
Total loans20,865,221
 479,068
 27,198
 21,371,487
 100.0%
Premiums, discounts and deferred fees and costs, net48,165
 
 (3,148) 45,017
  
Loans including premiums, discounts and deferred fees and costs20,913,386
 479,068
 24,050
 21,416,504
  
Allowance for loan and lease losses(144,537) 
 (258) (144,795)  
Loans, net$20,768,849
 $479,068
 $23,792
 $21,271,709
  
December 31, 2023December 31, 2022
TotalPercent of TotalTotalPercent of Total
1-4 single family residential$6,903,013 28.0 %$7,128,834 28.6 %
Government insured residential1,306,014 5.3 %1,771,880 7.1 %
Total residential8,209,027 33.3 %8,900,714 35.7 %
Non-owner occupied commercial real estate5,323,241 21.6 %5,405,597 21.7 %
Construction and land495,992 2.0 %294,360 1.2 %
Owner occupied commercial real estate1,935,743 7.9 %1,890,813 7.6 %
Commercial and industrial6,971,981 28.3 %6,417,721 25.9 %
Total "Core" C&I and CRE14,726,957 59.8 %14,008,491 56.4 %
Pinnacle - municipal finance884,690 3.6 %912,122 3.7 %
Franchise finance182,408 0.7 %253,774 1.0 %
Equipment finance197,939 0.8 %286,147 1.1 %
Mortgage warehouse lending432,663 1.8 %524,740 2.1 %
Total commercial16,424,657 66.7 %15,985,274 64.3 %
Total loans24,633,684 100.0 %24,885,988 100.0 %
Allowance for credit losses(202,689)(147,946)
Loans, net$24,430,995 $24,738,042 

 2016
 
 Covered Loans   Percent of Total
 Non-Covered Loans ACI Non-ACI Total 
Residential and other consumer: 
  
  
  
  
1-4 single family residential$3,422,425
 $532,348
 $36,675
 $3,991,448
 20.6%
Home equity loans and lines of credit1,120
 3,894
 47,629
 52,643
 0.3%
Other consumer loans24,365
 
 
 24,365
 0.1%
 3,447,910
 536,242
 84,304
 4,068,456
 21.0%
Commercial:         
Multi-family3,824,973
 
 
 3,824,973
 19.8%
Non-owner occupied commercial real estate3,739,235
 
 
 3,739,235
 19.3%
Construction and land311,436
 
 
 311,436
 1.6%
Owner occupied commercial real estate1,736,858
 
 
 1,736,858
 9.0%
Commercial and industrial3,391,614
 
 
 3,391,614
 17.5%
Commercial lending subsidiaries2,280,685
 
 
 2,280,685
 11.8%
 15,284,801
 
 
 15,284,801
 79.0%
Total loans18,732,711
 536,242
 84,304
 19,353,257
 100.0%
Premiums, discounts and deferred fees and costs, net48,641
 
 (6,504) 42,137
  
Loans including premiums, discounts and deferred fees and costs18,781,352
 536,242
 77,800
 19,395,394
  
Allowance for loan and lease losses(150,853) 
 (2,100) (152,953)  
Loans, net$18,630,499
 $536,242
 $75,700
 $19,242,441
  

 2015
   Covered Loans    
 Non-Covered Loans ACI Non-ACI Total Percent of Total
Residential and other consumer:         
1-4 single family residential$2,883,470
 $699,039
 $46,110
 $3,628,619
 21.9%
Home equity loans and lines of credit806
 4,831
 67,493
 73,130
 0.4%
Other consumer loans35,183
 
 
 35,183
 0.2%
 2,919,459
 703,870
 113,603
 3,736,932
 22.5%
Commercial:         
Multi-family3,472,162
 
 
 3,472,162
 20.9%
Non-owner occupied commercial real estate2,910,327
 
 
 2,910,327
 17.5%
Construction and land347,676
 
 
 347,676
 2.1%
Owner occupied commercial real estate1,354,751
 
 
 1,354,751
 8.2%
Commercial and industrial2,770,875
 
 
 2,770,875
 16.7%
Commercial lending subsidiaries2,003,984
 
 
 2,003,984
 12.1%
 12,859,775
 
 
 12,859,775
 77.5%
Total loans15,779,234
 703,870
 113,603
 16,596,707
 100.0%
Premiums, discounts and deferred fees and costs, net47,829
 
 (7,933) 39,896
  
Loans net of premiums, discounts and deferred fees and costs15,827,063
 703,870
 105,670
 16,636,603
  
Allowance for loan and lease losses(120,960) 
 (4,868) (125,828)  
Loans, net$15,706,103
 $703,870
 $100,802
 $16,510,775
  

 2014
  Covered Loans    
 Non-Covered Loans ACI Non-ACI Total Percent of Total
Residential and other consumer:         
1-4 single family residential$2,486,272
 $874,522
 $56,138
 $3,416,932
 27.6%
Home equity loans and lines of credit1,827
 22,657
 101,142
 125,626
 1.0%
Other consumer loans26,307
 
 
 26,307
 0.2%
 2,514,406
 897,179
 157,280
 3,568,865
 28.8%
Commercial:         
Multi-family1,952,189
 
 
 1,952,189
 15.8%
Non-owner occupied commercial real estate1,784,079
 
 
 1,784,079
 14.4%
Construction and land169,720
 
 
 169,720
 1.4%
Owner occupied commercial real estate1,043,370
 
 
 1,043,370
 8.4%
Commercial and industrial2,403,293
 
 ���
 2,403,293
 19.4%
Commercial lending subsidiaries1,456,751
 
 
 1,456,751
 11.8%
 8,809,402
 
 
 8,809,402
 71.2%
Total loans11,323,808
 897,179
 157,280
 12,378,267
 100.0%
Premiums, discounts and deferred fees and costs, net47,097
 
 (10,595) 36,502
  
Loans net of premiums, discounts and deferred fees and costs11,370,905
 897,179
 146,685
 12,414,769
  
Allowance for loan and lease losses(91,350) 
 (4,192) (95,542)  
Loans, net$11,279,555
 $897,179
 $142,493
 $12,319,227
  

 2013
  Covered Loans    
 Non-Covered Loans ACI Non-ACI Total Percent of Total
Residential and other consumer:         
1-4 single family residential$1,800,332
 $1,057,012
 $70,378
 $2,927,722
 32.4%
Home equity loans and lines of credit1,535
 39,602
 127,807
 168,944
 1.9%
Other consumer loans213,107
 1,679
 
 214,786
 2.4%
 2,014,974
 1,098,293
 198,185
 3,311,452
 36.7%
Commercial:         
Multi-family1,105,965
 33,354
 
 1,139,319
 12.6%
Non-owner occupied commercial real estate947,992
 93,089
 52
 1,041,133
 11.5%
Construction and land138,091
 10,600
 729
 149,420
 1.7%
Owner occupied commercial real estate718,162
 49,861
 689
 768,712
 8.5%
Commercial and industrial1,651,739
 6,050
 6,234
 1,664,023
 18.5%
Commercial lending subsidiaries952,050
 
 
 952,050
 10.5%
 5,513,999
 192,954
 7,704
 5,714,657
 63.3%
Total loans7,528,973
 1,291,247
 205,889
 9,026,109
 100.0%
Premiums, discounts and deferred fees and costs, net40,748
 
 (13,248) 27,500
  
Loans net of premiums, discounts and deferred fees and costs7,569,721
 1,291,247
 192,641
 9,053,609
  
Allowance for loan and lease losses(57,330) (2,893) (9,502) (69,725)  
Loans, net$7,512,391
 $1,288,354
 $183,139
 $8,983,884
  
Included in non-covered loans above are $34 million, $47 million, $67 million, $93 million and $15 million at December 31, 2017, 2016, 2015, 2014 and 2013, respectively, of ACI commercial loans acquired inConsistent with our near-term strategic objectives related to improving the FSB Acquisition.
Total loans, including premiums, discounts and deferred fees and costs, increased by $2.0 billion to $21.4 billion at December 31, 2017, from $19.4 billion at December 31, 2016. Non-covered loans grew by $2.1 billion while covered loans declined by $111 million from December 31, 2016 to December 31, 2017. Non-covered residential and other consumer loans grew by $700 million and non-covered commercial loans grew by $1.4 billion during the year ended December 31, 2017.
Growth in non-covered loans, including premiums, discounts and deferred fees and costsasset mix, for the year ended December 31, 2017 reflected an increase of $1.0 billion for2023, the Florida franchise, a decrease of $27core C&I and CRE portfolio segments grew by $719 million, forwhile residential loans declined by $692 million. In the New Yorkaggregate, municipal, franchise and an increaseequipment finance declined by $187 million; growth in these segments has been de-emphasized due to their current risk/return profile. These trends are expected to continue over the course of $1.1 billion for2024. Mortgage warehouse balances declined by $92 million over the national platforms. The lackcourse of growth for the New York franchise reflected management's decision to reduce our multi-family concentration in New York. Over the next twelve months, we expect the balance2023, mainly because of the New York multi-familysustained higher interest rate environment. If mortgage rates moderate over the course of 2024, we may see growth in this portfolio segment. Overall, we intend to continue to declinestrategically emphasize the origination of relationship-based loans that are accompanied by deposit business.
Commercial loans and other majorleases
Commercial loans include a diverse portfolio segments to continue to grow across geographies. Actual results will be dependent on our continual evaluation of relative riskcommercial and returnindustrial loans and on market and competitive conditions.

The following tables show the compositionlines of the non-covered loan portfolio and the breakdown among the Florida and New York franchises and national platforms at December 31, 2017 and 2016. Amounts include premiums, discounts and deferred fees and costs (dollars in thousands):
 2017
 Florida New York National Total
Residential and other consumer$20,779
 $1,348
 $4,173,953
 $4,196,080
Commercial:       
Multi-family580,599
 2,638,354
 
 3,218,953
Non-owner occupied commercial real estate2,805,820
 1,572,884
 96,097
 4,474,801
Construction and land149,658
 145,702
 15,124
 310,484
Owner occupied commercial real estate1,116,249
 790,993
 105,500
 2,012,742
Commercial and industrial2,684,524
 963,886
 489,417
 4,137,827
Commercial lending subsidiaries
 
 2,562,499
 2,562,499
 $7,357,629
 $6,113,167
 $7,442,590
 $20,913,386
 35.2% 29.2% 35.6% 100.0%
 2016
 Florida New York National Total
Residential and other consumer:$24,022
 $1,404
 $3,470,349
 $3,495,775
Commercial:       
Multi-family520,263
 3,309,411
 
 3,829,674
Non-owner occupied commercial real estate2,337,806
 1,294,231
 99,771
 3,731,808
Construction and land174,494
 125,983
 10,436
 310,913
Owner occupied commercial real estate1,042,441
 602,155
 91,254
 1,735,850
Commercial and industrial2,234,393
 806,660
 346,085
 3,387,138
Commercial lending subsidiaries
 
 2,290,194
 2,290,194
 $6,333,419
 $6,139,844
 $6,308,089
 $18,781,352
 33.7% 32.7% 33.6% 100.0%
The increase incredit, loans secured by owner-occupied commercial real-estate, income-producing non-owner occupied commercial real estate, a smaller amount of construction and land loans, SBA loans, mortgage warehouse lines of credit, municipal loans and the decrease in multi-family loans in the New Yorkleases originated by Pinnacle and franchise for the year ended December 31, 2017 includes the impact of reclassifying $200 million of loans on mixed-use properties from multi-family to non-owner occupied commercial real estate, based on an updated evaluation of the primary source of rental income on those properties.
Included in multi-family and non-owner occupied commercial real estate loans above at December 31, 2017 were $194 million and $80 million, respectively, in re-positioning loans. These loans, substantially all of which are in New York, provided financing for some level of improvements by the borrower to the underlying collateral to enhance the cash flow generating capacity of the collateral. The primary purpose of these loans was not for construction.
Residential mortgages and other consumer loans
Residential mortgages and other consumer loans totaled $4.6 billion, or 21.7% of total loans, at December 31, 2017 and $4.1 billion, or 21.0% of total loans, at December 31, 2016.
The non-covered 1-4 single family residential loan portfolio is primarily comprised of loans purchased on a national basis through established correspondent channels. The portfolio also includes loans originated through retail channels in our Florida and New York geographic footprint prior to the termination of our retail residential mortgage origination business in early 2016. All non-covered 1-4 single family residential loans are managed together and reported as part of the national platform in the disclosures above. Non-covered 1-4 single family residential mortgage loans are primarily closed-end, first lien jumbo mortgages for the purchase or re-finance of owner occupied property. The loans have terms ranging from 10 to 30 years, with either fixed or adjustable interest rates. At December 31, 2017, $104 million or 2.5% of non-covered residential mortgage loans were interest-only loans, substantially all of which begin amortizing 10 years after origination.

The following tables present a breakdown of the non-covered and covered 1-4 single family residential mortgage portfolio categorized between fixed rateequipment finance loans and ARMs at December 31, 2017 and 2016. Amounts are net of premiums, discounts and deferred fees and costs (dollars in thousands):

leases originated by Bridge.
44
 2017
 Non-Covered Loans Covered
Loans
 Total Percent of
Total
Fixed rate loans$1,302,323
 $133,052
 $1,435,375
 30.7%
ARM Loans2,871,630
 369,705
 3,241,335
 69.3%
 $4,173,953
 $502,757
 $4,676,710
 100.0%


 2016
 Non-Covered Loans Covered
Loans
 Total Percent of
Total
Fixed rate loans$1,130,914
 $191,676
 $1,322,590
 32.8%
ARM Loans2,339,435
 371,477
 2,710,912
 67.2%
 $3,470,349
 $563,153
 $4,033,502
 100.0%
We do not originate or acquire option ARMs, “no-doc” or “reduced-doc” mortgages and do not utilize wholesale mortgage origination channels although the covered loan portfolio contains loans with these characteristics. Included in ARM loans above are payment option ARMs representing 51.2% and 50.2% of total covered ARM loans outstanding as of December 31, 2017 and 2016, respectively, based on UPB. All of the option ARMs are covered loans and the substantial majority are ACI loans. They are all currently amortizing. The Company’s exposure to future losses on these mortgage loans is mitigated by the Single Family Shared-Loss Agreement.
The following charts present the distribution of the non-covered 1-4 single family residential mortgagecommercial loan portfolio by interest rate terms and contractual lives at December 31, 2017 and 2016:the dates indicated (dollars in millions):
December 31, 2023
December 31, 2022
(1)Fixed-rate loans with contractual terms of 20 years comprise less than 3% of the total at both December 31, 2017 and 2016, and are reported with 15 year fixed above.

The geographic concentration of the 1-4 single family residential portfolio is summarized as follows at December 31, 2017 and 2016 (dollars in thousands):
 2017
       Percent of Total
 Non-Covered Loans Covered Loans Total Non-Covered Loans Total Loans
California$1,094,058
 $23,780
 $1,117,838
 26.2% 23.9%
New York873,360
 16,847
 890,207
 20.9% 19.0%
Florida552,556
 281,396
 833,952
 13.2% 17.8%
Virginia181,912
 22,290
 204,202
 4.4% 4.4%
Others (1)
1,472,067
 158,444
 1,630,511
 35.3% 34.9%
 $4,173,953
 $502,757
 $4,676,710
 100.0% 100.0%
 2016
       Percent of Total
 Non-Covered Loans Covered Loans Total Non-Covered Loans Total Loans
California$904,107
 $37,330
 $941,437
 26.1% 23.3%
New York763,824
 16,403
 780,227
 22.0% 19.3%
Florida487,294
 300,198
 787,492
 14.0% 19.5%
Virginia152,113
 30,818
 182,931
 4.4% 4.5%
Others (1)
1,163,011

178,404
 1,341,415
 33.5% 33.4%
 $3,470,349

$563,153
 $4,033,502
 100.0% 100.0%
(1)No other state represented borrowers with more than 4.0% of 1-4 single family residential loans outstanding at December 31, 2017 or 2016.
Home equity loans and lines of credit are not significant.
Other consumer loans are comprised primarily of consumer installment financing, loans secured by certificates of deposit, unsecured personal lines of credit and demand deposit account overdrafts.730749
Commercial loans and leases
The commercial portfolio segment includes loans secured by multi-family properties, loans secured by both owner-occupied and non-owner occupied commercial real estate, a limited amount of construction and land loans, commercial and industrial loans and direct financing leases. Management’s loan origination strategy is heavily focused on the commercial portfolio segment, which comprised 80.1% and 81.6% of non-covered loans as of December 31, 2017 and 2016, respectively.Real Estate:
Commercial real estate loans include term loans secured by owner and non-owner occupied income producing properties including rental apartments, mixed-use properties, industrial properties, retail shopping centers, free-standing single-tenant buildings, medical and other office buildings, warehouse facilities, and hotels as well asand real estate secured lines of credit.
The following charts present the distribution of non-owner occupied commercial real estate by product type at December 31, 2017 and 2016:

The Company’s commercial real estate underwriting standards generallymost often provide for loan terms of five to tenseven years, with amortization schedules of no more than thirty years. LTV ratios are typically limited to no more than 80%. Owner-occupied
The following tables present the distribution of commercial real estate loans by property type, along with weighted average DSCRs and LTVs at December 31, 2023 and 2022 (dollars in thousands):
December 31, 2023
Amortized CostPercent of TotalFLNew York Tri-StateOtherWeighted Average DSCRWeighted Average LTV
Office$1,752,801 30 %60 %24 %16 %1.6765.0 %
Warehouse/Industrial1,341,229 24 %56 %%36 %2.0452.0 %
Multifamily838,692 14 %50 %50 %— %1.9845.5 %
Retail818,409 14 %54 %29 %17 %1.6758.8 %
Hotel491,853 %78 %%19 %1.8949.0 %
Construction and Land495,992 %56 %42 %%N/AN/A
Other80,257 %71 %13 %16 %1.9447.4 %
$5,819,233 100 %58 %25 %17 %1.8056.0 %
December 31, 2022
Amortized CostPercent of TotalFLNew York Tri-StateOtherWeighted Average DSCRWeighted Average LTV
Office$1,874,614 33 %59 %22 %19 %1.7564.3 %
Warehouse/Industrial1,216,506 21 %62 %18 %20 %2.0552.6 %
Multifamily945,404 17 %48 %52 %— %2.1345.9 %
Retail869,922 15 %64 %27 %%1.8861.7 %
Hotel407,462 %86 %%%2.1355.1 %
Construction and Land294,360 %49 %49 %%N/AN/A
Other91,689 %75 %%16 %2.4547.7 %
$5,699,957 100 %61 %26 %13 %1.9557.0 %
45


The geographic mix of the portfolio has remained relatively consistent year-over-year, with the majority in Florida. Office exposure has declined, both in total and as a percentage of the CRE portfolio. Weighted average LTVs have remained largely consistent year-over-year, while we have seen some decline in weighted average DSCRs, largely due to increasing costs, including higher interest rates. Both weighted average DSCRs and weighted average LTVs remain favorable.
The following table presents weighted average DSCR and weighted average LTV for the Florida and New York tri-state CRE portfolios, by property type, at December 31, 2023:
FloridaNY Tri-State
Weighted Average DSCRWeighted Average LTVWeighted Average DSCRWeighted Average LTV
Office1.68 64.5 %1.62 62.9 %
Warehouse/Industrial2.19 50.5 %1.91 37.0 %
Multifamily2.68 42.1 %1.36 48.5 %
Retail1.86 56.2 %1.26 63.6 %
Hotel1.95 46.9 %1.83 20.2 %
Other2.17 44.3 %1.24 66.3 %
1.96 55.0 %1.46 54.1 %
Geographic distribution in the tables above is based on location of the underlying collateral property. LTVs and DSCRs are based on the most recent available information; if current appraisals are not available, LTVs are adjusted by our models based on current and forecasted sub-market dynamics. DSCRs are calculated based on current contractually required payments, which in some cases may be interest only.
Included in New York tri-state multifamily loans in the tables above is approximately $121 million of rent regulated exposure as of December 31, 2023. The office portfolio outside of Florida and the New York tri-state area exhibits no particular geographic concentration.
The following table presents the maturity profile of the CRE portfolio over the next 12 months by property type at December 31, 2023 (dollars in thousands):
Maturing in the Next 12 Months% Maturing in the Next 12 MonthsFixed Rate or Swapped Maturing Next 12 MonthsFixed Rate to Borrower as a % of Total Portfolio
Office$314,485 18 %$187,162 11 %
Warehouse/Industrial170,547 13 %81,405 %
Multifamily111,023 13 %64,208 %
Retail121,309 15 %64,066 %
Hotel43,209 %43,209 %
Construction and Land179,844 36 %503 — %
Other12,765 16 %12,765 16 %
$953,182 16 %$453,318 %
46


The following table present scheduled maturities of the CRE portfolio by property type at December 31, 2023 (in thousands):
20242025202620272028ThereafterTotal
Office$314,485 $400,230 $358,476 $224,122 $145,001 $310,487 $1,752,801 
Warehouse/Industrial170,547 155,441 382,337 261,630 160,358 210,916 1,341,229 
Multifamily111,023 79,492 165,016 133,925 128,393 220,843 838,692 
Retail121,309 136,037 232,272 67,381 186,864 74,546 818,409 
Hotel43,209 44,355 217,334 30,142 54,971 101,842 491,853 
Construction and Land179,844 115,151 66,371 33,932 — 100,694 495,992 
Other12,765 7,052 27,188 9,595 1,421 22,236 80,257 
$953,182 $937,758 $1,448,994 $760,727 $677,008 $1,041,564 $5,819,233 
The office segment totaled $1.8 billion at December 31, 2023. The following charts present the sub-market geographic distribution of the Florida and NY tri-state office portfolios at December 31, 2023:
NY Tri-State by Sub-MarketFlorida by Sub-Market
22922300

The New York tri-state market encompasses approximately 24% of the office segment, with $180 million of exposure in Manhattan. As of December 31, 2023, the Manhattan office portfolio was approximately 96% occupied with 3% rent rollover expected in the next twelve months. Substantially all of the Florida office portfolio is suburban.
Office loans not secured by properties in Florida or the New York tri-state area comprised 16% of the segment and exhibit no particular geographic concentration. Some of these loans were made to high quality sponsors in our FL or NY tri-state customer base. Estimated rent rollover of the total office portfolio in the next 12 months is approximately 11%. Approximately 18% is secured by medical office buildings. Non-performing office loans were insignificant at December 31, 2023, totaling approximately $300 thousand. Office loans rated below pass at December 31, 2023, totaled $146 million. Also see the section entitled "Asset Quality" below.
Commercial and Industrial
Commercial and industrial loans are typically made to small, middle market and larger corporate businesses and not-for-profit entities and include equipment loans, secured and unsecured working capital facilities, formula-based loans, subscription finance lines of credit, trade finance, SBA product offerings, business acquisition finance credit facilities, credit facilities to institutional real estate entities such as REITs and commercial real estate investment funds, and a small amount of commercial credit cards. These loans may be structured as term loans, typically with maturities of five to seven years, or revolving lines of credit which may have multi-year maturities. In addition to financing provided by Pinnacle, the Bank provides financing to state
47


and local governmental entities generally within our primary geographic markets. The Bank makes loans secured by owner-occupied commercial real estate that typically have risk profiles more closely aligned with that of commercial and industrial loans than with other types of commercial real estate loans. Construction and land loans represented only 1.5% of
The following table presents the total loanexposure in the C&I portfolio by industry, at December 31, 2017. Construction and land loans are generally made for projects expected to stabilize within eighteen months2023 (dollars in thousands):
Amortized Cost(1)
Percent of Total
Finance and Insurance$1,695,374 19.0 %
Manufacturing874,583 9.8 %
Educational Services753,427 8.5 %
Wholesale Trade693,724 7.8 %
Utilities653,901 7.3 %
Health Care and Social Assistance605,445 6.8 %
Information590,143 6.6 %
Real Estate and Rental and Leasing538,824 6.0 %
Transportation and Warehousing420,411 4.7 %
Construction381,641 4.3 %
Retail Trade319,890 3.6 %
Professional, Scientific, and Technical Services300,201 3.4 %
Public Administration245,441 2.8 %
Other Services (except Public Administration)230,691 2.6 %
Administrative and Support and Waste Management194,089 2.2 %
Arts, Entertainment, and Recreation187,689 2.1 %
Accommodation and Food Services155,066 1.7 %
Other67,184 0.8 %
$8,907,724 100.0 %
(1)    Includes $1.9 billion of completion in sub-markets with strong fundamentals and, to a lesser extent, for-sale residential projects to experienced developers with a strong cushion between market prices and loan basis.
Commercial and industrial loans are typically made to small, middle market and larger corporate businesses and include equipment loans, secured and unsecured working capital facilities, formula-based loans, trade finance, mortgage warehouse lines, taxi medallion loans, SBA product offerings and business acquisition finance credit facilities. These loans may be structured as term loans, typically with maturities of five to ten years, or revolving lines of credit which may have multi-year maturities. The Bank also provides financing to state and local governmental entities within its geographic footprint. Commercial loans include shared national credits totaling $1.6 billion at December 31, 2017, typically relationship based loans to borrowers in Florida and New York.owner occupied real estate.
Through its commercial lending subsidiaries, Pinnacle and Bridge, the Bank provides equipment and franchise financing on a national basis using both loan and lease structures. Pinnacle provides essential-use equipment financing to state and local governmental entities directly and through vendor programs and alliances. Pinnacle offers a full array of financing structures including equipment lease purchase agreements and direct (private placement) bond re-fundings and loan agreements. Bridge has two operating divisions. The franchise finance division offers franchise acquisition, expansion and equipment financing, typically to experienced operators in well-established concepts. The franchise finance portfolio is made up primarily of quick service restaurant and fitness concepts comprising 43% and 53% of the portfolio, respectively. The equipment finance division provides primarily transportation equipment financing through a variety of loan and lease structures. Franchise and equipment finance have been de-emphasized due to their current risk/return profile, including the lack of significant deposit business with these customers. We do not expect significant new loan originations in these segments. Commercial loans included loans meeting the regulatory definition of shared national credits totaling $4.8 billion at December 31, 2023.
Residential mortgages
The Bank's SBF unitfollowing table shows the composition of residential loans at the dates indicated (in thousands):
December 31, 2023December 31, 2022
1-4 single family residential$6,903,013 $7,128,834 
Government insured residential1,306,014 1,771,880 
$8,209,027 $8,900,714 
The 1-4 single family residential loan portfolio, excluding government insured residential loans, is primarily originates SBA guaranteed commercialcomprised of prime jumbo loans purchased through established correspondent channels. 1-4 single family residential mortgage loans are primarily closed-end, first lien jumbo mortgages for the purchase or re-finance of owner occupied property. The loans have
48


terms ranging from 10 to 30 years, with either fixed or adjustable interest rates. At December 31, 2023, $1.1 billion or 15% were secured by investor-owned properties.
The Company acquires non-performing FHA and commercial real estateVA insured mortgages from third party servicers who have exercised their right to purchase these loans generally sellingout of GNMA securitizations upon default (collectively, "government insured pool buyout loans" or "buyout loans"). Buyout loans that re-perform, either through modification or self-cure, may be eligible for re-securitization. The Company and the guaranteed portionservicer share in the secondary market and retainingeconomics of the unguaranteed portion insale of these loans into new securitizations. The balance of buyout loans totaled $1.3 billion at December 31, 2023. The Company is not the servicer of these loans.
The following charts present the distribution of the 1-4 single family residential mortgage portfolio by product type at the dates indicated:
December 31, 2023December 31, 2022
13311342
See Note 4 to the consolidated financial statements for information about the geographic distribution of the 1-4 single family residential portfolio. The Bank engages in mortgage warehouse lending on a national basis.
The following table presents a breakdown of the recorded investment in1-4 single family residential mortgage portfolio, excluding government insured residential loans, categorized between fixed rate loans and direct finance leases held for investment for each of our national commercial lending platformsARMs at December 31, 2017 and 2016 (in thousands):
 2017 2016
Pinnacle$1,524,650
 $1,317,820
Bridge - franchise finance434,582
 426,661
Bridge - transportation equipment finance603,267
 545,713
SBF246,750
 225,241
Mortgage warehouse lending459,388
 322,305
 $3,268,637
 $2,837,740

The geographic concentration of the commercial loans and direct financing leases in the national platforms is summarized as follows at December 31, 2017 and 2016. Amounts include premiums, discounts and deferred fees and costsdates indicated (dollars in thousands):
December 31, 2023December 31, 2022
TotalPercent of TotalTotalPercent of Total
Fixed rate loans$3,757,442 54 %$3,995,298 56 %
ARM loans3,145,571 46 %3,133,536 44 %
$6,903,013 100 %$7,128,834 100 %
49
 2017 2016
Florida$639,474
 19.6% $552,799
 19.5%
California486,733
 14.9% 430,898
 15.2%
Arizona175,704
 5.4% 142,010
 5.0%
Texas160,606
 4.9% 122,094
 4.3%
Iowa151,935
 4.6% 164,025
 5.8%
North Carolina147,987
 4.5% 82,547
 2.9%
Virginia148,884
 4.6% 138,417
 4.9%
All others (1)1,357,314
 41.5% 1,204,950
 42.4%
 $3,268,637
 100.0% $2,837,740
 100.0%


(1)No other state represented borrowers with more than 4.0% of loans outstanding at December 31, 2017 or 2016.
Loan Maturities
The following table sets forth, as of December 31, 2017,2023, the maturity distribution of our non-covered loan portfolio by category, based on UPB.excluding government insured residential loans. Commercial loans are presented by contractual maturity, including scheduled payments for amortizing loans. Contractual maturities of 1-4 single family residential loans have been adjusted for an estimated rate of voluntary prepayments, on all loans, based on historical trends, current interest rates, types of loans and refinance patterns (in thousands):
One Year or LessAfter One Through Five YearsAfter Five Years Through Fifteen YearsAfter Fifteen YearsTotal
Residential$725,770 $2,639,694 $2,612,246 $925,303 $6,903,013 
Commercial:
Non-owner occupied commercial real estate875,526 3,622,376 818,365 6,974 5,323,241 
Construction and land179,588 219,476 94,648 2,280 495,992 
Owner occupied commercial real estate231,979 768,877 877,384 57,503 1,935,743 
Commercial and industrial1,725,045 4,539,480 703,015 4,441 6,971,981 
Pinnacle206,588 373,175 295,986 8,941 884,690 
Franchise finance60,584 75,644 46,180 — 182,408 
Equipment finance13,059 173,126 11,754 — 197,939 
Mortgage warehouse lending427,521 5,142 — — 432,663 
3,719,890 9,777,296 2,847,332 80,139 16,424,657 
$4,445,660 $12,416,990 $5,459,578 $1,005,442 $23,327,670 
 One Year or
Less
 After One
Through Five
Years
 After Five
Years
 Total
Residential and other consumer:

       
  1-4 single family residential$590,108
 $2,075,104
 $1,451,602
 $4,116,814
  Home equity loans and lines of credit286
 656
 712
 1,654
Other consumer loans6,482
 11,621
 2,409
 20,512
 596,876
 2,087,381
 1,454,723
 4,138,980
Commercial:       
  Multi-family616,771
 2,371,476
 229,719
 3,217,966
  Non-owner occupied commercial real estate576,930
 2,765,167
 1,144,258
 4,486,355
  Construction and land98,846
 90,632
 121,521
 310,999
  Owner occupied commercial real estate210,738
 877,559
 927,875
 2,016,172
  Commercial and industrial1,481,279
 2,520,004
 144,534
 4,145,817
  Commercial lending subsidiaries556,634
 1,267,586
 729,356
 2,553,576
 3,541,198
 9,892,424
 3,297,263
 16,730,885
 $4,138,074
 $11,979,805
 $4,751,986
 $20,869,865

The following table shows the distribution of UPB of those loans that mature in more than one year between fixed and adjustable interest rate loans as of December 31, 20172023 (in thousands):
Interest Rate Type
FixedAdjustableTotal
Residential$3,603,716 $2,573,527 $6,177,243 
Commercial:
Non-owner occupied commercial real estate1,802,723 2,644,992 4,447,715 
Construction and land16,071 300,333 316,404 
Owner occupied commercial real estate1,026,297 677,467 1,703,764 
Commercial and industrial611,771 4,635,165 5,246,936 
Pinnacle678,102 — 678,102 
Franchise finance40,343 81,481 121,824 
Equipment finance171,585 13,295 184,880 
Mortgage warehouse lending— 5,142 5,142 
4,346,892 8,357,875 12,704,767 
$7,950,608 $10,931,402 $18,882,010 
Excluded from the tables above are government insured residential loans. Resolution of these loans is generally accomplished through the re-securitization and sale of the loans after they re-perform, either through modification or self-cure, or through pursuit of the applicable guarantee.
Operating lease equipment, net
 Interest Rate Type  
 Fixed Adjustable Total
Residential and other consumer:
     
  1-4 single family residential$1,172,876
 $2,353,830
 $3,526,706
  Home equity loans and lines of credit
 1,368
 1,368
Other consumer loans11,872
 2,158
 14,030
 1,184,748
 2,357,356
 3,542,104
Commercial:     
  Multi-family2,334,762
 266,433
 2,601,195
  Non-owner occupied commercial real estate2,384,995
 1,524,430
 3,909,425
  Construction and land114,810
 97,343
 212,153
  Owner occupied commercial real estate1,180,681
 624,753
 1,805,434
  Commercial and industrial614,641
 2,049,897
 2,664,538
  Commercial lending subsidiaries1,914,516
 82,426
 1,996,942
 8,544,405
 4,645,282
 13,189,687
 $9,729,153
 $7,002,638
 $16,731,791
No maturity information has been provided for covered loans, which are comprised entirelyThe following table presents the components of loans secured by 1-4 single family residential loans, the substantial majority of which are ACI loans accounted for in pools.
Equipment under Operating Lease
Equipment under operating lease increased by $60equipment at the dates indicated (in thousands):
 December 31, 2023December 31, 2022
Operating lease equipment$582,147 $772,267 
Less: accumulated depreciation(210,238)(232,468)
Operating lease equipment, net$371,909 $539,799 
50


The table above includes off-lease equipment, net of accumulated depreciation, totaling $48 million to $600and $63 million at December 31, 2017, from $5402023 and 2022, respectively. During the year ended December 31, 2023, $97 million of certain operating lease equipment was sold and $26 million was transferred into equipment held for sale. We expect the balance of operating lease equipment to continue to decline as this product offering is no longer considered core to our business strategy.
The chart below presents operating lease equipment by type at the dates indicated:
December 31, 2023December 31, 2022
277278
Bridge had exposure to the energy industry of $154 million at December 31, 2016.2023. The majority of the energy exposure was in the operating lease equipment portfolio consistedwhere energy exposure totaled $146 million, consisting primarily of railcars non-commercial aircraft and other transport equipment. We have a total of 5,419 railcars with a carrying value of $442 million at December 31, 2017, including hoppers, tank cars, boxcars, auto carriers, center beams and gondolas leased to North American commercial end-users. The largest concentrations of rail cars were 2,263 hopper cars and 1,682 tank cars, primarily used to ship sand andserving the petroleum products, respectively, for the energy industry. Equipment with a carrying value of $276 million at December 31, 2017 was leased to companies for use in the energy industry.
At December 31, 2017, the breakdown of carrying values of equipment under operating lease by the year current leases are scheduled to expire was as follows (in thousands):
Years Ending December 31: 
2018 (1)
$57,148
201956,574
2020105,485
202171,637
202263,391
Thereafter through 2031245,267
 $599,502
(1)Includes $3.4 million of equipment off-lease as of December 31, 2017.

Asset Quality
Non-covered Loans and Leases
Commercial Loans
We have a robust credit risk management framework, an experienced team to lead the workout and recovery process for the commercial and commercial real estate portfolios and a dedicated internal credit review function. Loan performance is monitored by our credit administration, portfolio management and workout and recovery departments. Generally,Risk ratings are updated continuously; generally, commercial relationships with balances in excess of defined thresholds are re-evaluated at least annually and more frequently if circumstances indicate that a change in risk rating may be warranted. The defined thresholds range from $1 million to $3 million. Homogenous groups of smaller balance commercial loans may be monitored collectively. Additionally,The credit quality and risk rating of commercial loans as well as our underwriting and portfolio management practices are regularly reviewed by our internal independent credit review department.
We believe internal risk rating is the best indicator of the credit quality of commercial loans. The Company utilizes a 13 grade16-grade internal asset risk classification system as part of its efforts to monitor and maintain commercial asset quality. LoansThe special mention rating is considered a transitional rating for loans exhibiting potential credit weaknesses that deserve management’s close attention and that if left uncorrected maycould result in deterioration of the repayment capacity of the borrower are categorized as special mention.prospects at some future date if not checked or corrected and that deserve management’s close attention. These borrowers may exhibit negative financial trendsdeclining cash flows or erratic financial performance, strained liquidity, marginal collateral coverage, declining industry trendsrevenues or weak management.increasing leverage. Loans with well-defined credit weaknesses that may result in a loss if the deficiencies are not corrected are assigned a risk rating of substandard. These borrowers may exhibit payment defaults, inadequate cash flows from current operations, operating losses, increasing balance sheet leverage, project cost overruns, unreasonable construction delays, exhausted interest reserves, declining collateral values, frequent overdrafts or past due real estate taxes. Loans with weaknesses so severe that collection in full is highly questionable or improbable, but because of certain reasonably specific pending factors have not been charged off, are assigned an internal risk rating of doubtful.
We believe internal risk rating is the best indicator of the credit quality of commercial loans.
51


The following table summarizes the Company's commercial credit exposure, based on internal risk rating, at December 31, 2017 and 2016 (inthe dates indicated (dollars in thousands):
  2017 2016
  Balance Percent of Total Balance Percent of Total
Pass $16,189,392
 96.8% $14,897,121
 97.4%
Special mention 183,234
 1.1% 72,225
 0.5%
Substandard (1)
 338,405
 2.0% 304,713
 2.0%
Doubtful 6,275
 0.1% 11,518
 0.1%
  $16,717,306
 100.0% $15,285,577
 100.0%
(1)
The balance of substandard loans at December 31, 2017 and 2016 included $105 million and $138 million, respectively, of taxi medallion finance loans. Criticized and classified loans represented 3.2% of the commercial loan portfolio, of which 0.6% were taxi medallion loans, at December 31, 2017. See Note 5 to the consolidated financial statements for more detailed information about risk rating of commercial loans.
Taxi Medallion Finance
December 31, 2023December 31, 2022
Amortized CostPercent of Commercial LoansAmortized CostPercent of Commercial Loans
Pass$15,287,548 93.2 %$15,244,761 95.4 %
Special mention319,905 1.9 %51,433 0.3 %
Substandard accruing711,266 4.3 %605,965 3.8 %
Substandard non-accruing86,903 0.5 %75,125 0.5 %
Doubtful19,035 0.1 %7,990 — %
$16,424,657 100.0 %$15,985,274 100.0 %
The commercialincrease in criticized and industrial loan portfolio includes exposure to taxi medallion finance of $106 million at December 31, 2017. The estimated value of underlying taxi medallion collateral and liquidity in the market for sales of medallions, a potential secondary source of repayment, have declined significantly in recent years due to competitive developments in the transportation-for-hire industry. Dueclassified assets compared to the ongoing trend of declining estimated cash flows fromprior year-end was driven primarily by higher operating costs, including insurance and interest, and for some CRE office loans, higher vacancy rates. Evolving dynamics in certain real estate sectors and markets, particularly the operation of taxi medallions leadingoffice sector, could lead to declinesfuture increases in medallion valuations, the entire taxi medallion portfolio is on non-accrual statuscriticized/classified and risk rated substandard or doubtful as of December 31, 2017. In addition, partial charge-offs were recognized on all taxi medallion loans with carrying values in excess of the value that can reasonably be supported by the cash flow generating capacity of a medallion, determined using the cash flow template discussed below.non-performing loans.
Using an extensive data set obtained from the NYTLC and assumptions that we believe are reasonable estimates of fleet utilization and borrower expenses, we perform a quarterly analysis to estimate the cash flow generating capacity of the operation of a New York City taxi medallion. We update our analysis on a quarterly basis, based on these cash flow capacity estimates. At December 31, 2017, the estimated valuations based on our cash flow template were $320,625 for corporate medallions owned by certain large scale fleet operators and $304,000 for individual and other corporate medallions. We used these values for purposes of determining the partial charge-offs. We established an additional 15% specific reserve from these

valuation levels at December 31, 2017 in recognition of continued declining trends in the estimated cash flow generating capacity of medallions. See Note 16 to the consolidated financial statements forThe following table provides additional information about special mention and substandard accruing loans, at the valuationdates indicated (dollars in thousands). All of New York City taxi medallions.these loans are performing. Non-performing loans are discussed further in the section entitled "Non-performing Assets" below.
December 31, 2023December 31, 2022
Amortized Cost% of Loan SegmentAmortized Cost% of Loan Segment
Special mention:
CRE
Hotel$15,712 3.2 %$709 0.2 %
Retail36,000 4.4 %— — %
Office45,840 2.6 %18,006 1.0 %
97,552 18,715 
Owner occupied commercial real estate22,150 1.1 %24,101 1.3 %
Commercial and industrial197,924 2.8 %1,017 — %
Franchise finance2,279 1.2 %7,600 3.0 %
$319,905 $51,433 
Substandard accruing:
CRE
Hotel$41,805 8.5 %$14,538 3.6 %
Retail53,205 6.5 %72,421 8.4 %
Multi-family115,755 13.8 %146,235 15.5 %
Office100,307 5.7 %73,042 3.9 %
Construction and land76,883 15.5 %8,872 3.0 %
Other2,769 3.4 %93 0.1 %
390,724 315,201 
Owner occupied commercial real estate71,908 3.7 %73,501 3.9 %
Commercial and industrial208,984 3.0 %171,613 2.7 %
Franchise finance16,864 9.2 %44,295 17.5 %
Equipment finance22,786 11.5 %1,355 0.5 %
$711,266 $605,965 
52


The taxi medallion portfolio hadfollowing graphs present trends in criticized and classified loans by segment over the periods indicated (in millions):
Commercial Real Estate(1)Commercial(1)(2)
10995116351811099511635258
(1)Excludes SBA
(2)Includes Pinnacle, franchise finance and equipment finance
The following characteristicscharts present criticized and classified CRE loans by property type at December 31, 2017:the dates indicated (in millions):
Approximately 97.5% of the portfolio secured directly by taxi medallions was concentrated in New York City.
December 31, 2023December 31, 2022
Loans delinquent by 30 days or more totaled $17.7 million or 16.7% of the portfolio, compared to $40.8 million or 22.8% of the portfolio at December 31, 2016. Loans delinquent by 90 days or more totaled $8.3 million or 7.8% of the portfolio, compared to $29.2 million or 16.4% of the portfolio at December 31, 2016. The most significant factor contributing to the decrease in delinquencies was one large relationship that was brought current and restructured in 2017. Partial charge-offs during the year ended December 31, 2017 also contributed to the reduction in the dollar amount of delinquencies.
49478023392134947802339252

The portfolio included 186 loans modified in TDRs with a recorded investment of $87.9 million.
53


InThe following graphs present delinquency trends by segment over the aggregate, the ALLL related to taxi medallion loans was 11.5% of the outstanding balance at December 31, 2017, compared to 6.0% at December 31, 2016. Charge-offs of $56.6 million were recognized in the year ended December 31, 2017 related to taxi medallion loans. Cumulative charge-offs of $67.8 million have been recognized related to taxi medallion loans through December 31, 2017.periods indicated (in millions):
We are no longer originating new taxi medallion loans. Our portfolio management strategies include, but are not limited to, working with borrowers experiencing cash flow challenges to provide short term relief and/or extended amortization periods, pro-actively attempting to refinance loans prior to maturity, obtaining principal reductions or additional collateral when possible, continuing to monitor industry data
Commercial Real EstateCommercial(1)
10995116423051099511642321
(1)Includes Pinnacle, franchise finance and obtaining updated borrower and guarantor financial information.equipment finance
Equipment Under Operating Lease Equipment, net
Five operating lease relationshipsOperating leases with a carrying value of assets under lease totaling $74$24 million of which $68 million were exposures to the energy industry, were internally risk rated special mention or substandard at December 31, 2017. The present value2023. On a quarterly basis, management performs an impairment analysis on assets with indicators of remaining lease payments on these leases totaled approximately $22 million at December 31, 2017, of which $17 million were exposures to the energy industry. There have been no missed payments related to the operating lease portfolio to date. One relationship has been restructured to date, with no decrease in total minimum lease payments.
The primary risks inherent in the equipment leasing business are asset risk resulting from ownership of the equipment on operating lease and credit risk. Asset risk arises from fluctuations in supply and demand for the underlying leased equipment. The equipment is leased to commercial end-users with original lease terms generally ranging from 3-10 years at December 31, 2017. We are exposed to the risk that, at the end of the lease term, the value of the asset will be lower than expected, potentially resulting in reduced future lease income over the remaining life of the asset or a lower sale value. Asset risk may also lead to changes in depreciation as a resultpotential impairment. Potential impairment indicators include evidence of changes in residual value, macro-economic conditions, an extended period of time off-lease, criticized or classified status, or management's intention to sell the residual values ofasset at an amount potentially below its carrying value. During the years ended December 31, 2023, 2022 and 2021, impairment charges recognized related to operating lease assets or through impairment of asset carrying values. Asset risk may be higher for long-lived equipment such as railcars, which have useful lives of approximately 35-50 years.
Asset risk is evaluated and managed by a dedicated internal staff of asset managers, managed by seasoned equipment finance professionals with a broad depth and breadth of experience in the leasing business. Additionally, we have partnered with an industry leading, experienced service provider who provides fleet management and servicing relating to the railcar portfolio, including lease administration and reporting, a Regulation Y compliant full service maintenance program and railcar re-marketing. Risk is managed by setting appropriate residual values at inception and systematic reviews of residual values based on independent appraisals, performed at least annually. Additionally, our internal management team and our external service provider closely follow the rail markets, monitoring traffic flows, supply and demand trends and the impact of new technologies and regulatory requirements. Demand for railcars is sensitive to shifts in general and industry specific economic and market trends and shifts in trade flows from specific events such as natural or man-made disasters. We seek to mitigate these risks by leasing to a stable end-user base, by maintaining a relatively young and diversified fleet of assets that are expected to maintain stronger and more stable utilization rates despite impacts from unexpected events or cyclical trends and by staggering lease maturities. We regularly monitor the impact of lower oil prices on the estimated residual value of rail cars being used in the petroleum/natural gas extraction sector.
Credit risk in the leased equipment portfolio results from the potential default of lessees, possibly driven by obligor specific or industry-wide conditions, and is economically less significant than asset risk, because in the operating lease business, there is no extension of credit to the obligor. Instead, the lessor deploys a portion of the useful life of the asset. Credit losses, if any, will manifest through reduced rental income due to missed payments, time off lease, or lower rental payments

due either to a restructuring or re-leasing of the asset to another obligor. Credit risk in the operating lease portfolio is managed and monitored utilizing credit administration infrastructure, processes and procedures similar to those used to manage and monitor credit risk in the commercial loan portfolio. We also mitigate credit risk in this portfolio by leasing only to high credit quality obligors.
We expect our operating lease portfolio to continue to grow, and we plan to expand into additional asset classes to mitigate concentration risk.were immaterial.
Residential and Other Consumer Loans
The majority ofExcluding government insured loans, our non-covered residential mortgage portfolio consists of loans purchased through established correspondent channels. Most of our purchases arelargely of performing jumbo mortgage loans which havewith FICO scores above 700, primarily are owner-occupied and full documentation, and have awith current LTVLTV's of 80% or less although loansless. Loans with LTVs higher than 80% may be extended to selected credit-worthy borrowers. We perform due diligence on the purchased loans for credit, compliance, counterparty, payment history and property valuation.
We have a dedicated residential credit risk management function, and the residential portfolio is monitored by our internal credit review function. Residential mortgage loans and consumer loans are not individually risk rated. Delinquency status is the primary measure we use to monitor the credit quality of these loans. We also consider original LTV and most recently available FICO score to be significant indicators of credit quality for the non-covered 1-4 single family residential portfolio.portfolio, excluding government insured residential loans.
54


The following tables showcharts present information about the distribution of non-covered 1-4 single family residential portfolio, excluding government insured loans, by original FICO distribution, LTV distribution and LTV as ofvintage at December 31, 20172023:
FICO DistributionLTV DistributionVintage
454645474548
FICO scores are generally updated semi-annually and 2016:
  2017
  FICO
LTV 720 or less 721 - 740 741 - 760 761 or
greater
 Total
60% or less 2.2% 2.8% 4.5% 19.5% 29.0%
60% - 70% 2.4% 2.5% 3.5% 14.2% 22.6%
70% - 80% 3.6% 4.4% 7.8% 27.3% 43.1%
More than 80% 0.8% 0.8% 0.7% 3.0% 5.3%
  9.0% 10.5% 16.5% 64.0% 100.0%
  2016
  FICO
LTV 720 or less 721 - 740 741 - 760 761 or
greater
 Total
60% or less 2.5% 3.2% 4.7% 21.7% 32.1%
60% - 70% 2.3% 2.7% 3.6% 15.1% 23.7%
70% - 80% 3.2% 4.3% 8.0% 26.1% 41.6%
More than 80% 0.7% 0.3% 0.4% 1.2% 2.6%
  8.7% 10.5% 16.7% 64.1% 100.0%
were most recently updated in the third quarter of 2023. LTVs are typically based on valuation at origination since we do not routinely update residential appraisals.
At December 31, 2017,2023, the non-coveredmajority of the 1-4 single family residential loan portfolio, hadexcluding government insured residential loans, was owner-occupied, with 80% primary residence, 5% second homes and 15% investment properties.
The following graph presents trends in residential delinquencies, excluding government insured residential loans, over the following characteristics: substantially all were full documentation with a weighted-average FICO scoreperiods indicated (in millions):
1-4 Single Family Residential
4947802334462
Delinquent residential loans, excluding government insured residential loans, are not and have not historically been material. Delinquency status is not particularly relevant to the credit quality of 765government insured residential loans considering the guaranteed nature of the loans and a weighted-average LTVunderlying business model.
Note 4 to the consolidated financial statements presents additional information about key credit quality indicators and delinquency status of 67.2%. the loan portfolio.
Stress Testing Results
The majority of thisour commercial portfolio was owner-occupied, with 87.6% primary residence, 8.1% second homesis subject to quarterly stress test analysis. We continually re-evaluate our stress testing framework and 4.3% investment properties. In termsadapt it to evolving macro-economic conditions, as necessary. On an annual basis, we also run a rigorous stress test of vintage, 19.8% ofour entire balance sheet incorporating the portfolio was originated pre-2014, 12.0% in 2014, 20.5% in 2015, 24.2% in 2016 and 23.5% in 2017.
Non-covered 1-4 single family residential loans past due more than 30 days totaled $28.9 million and $12.7 million at December 31, 2017 and 2016, respectively. The amount of these loans 90 days or more past due was $5.6 million and $2.1 million at December 31, 2017 and 2016, respectively.

Other Consumer Loans
Substantially all consumer loans were current at December 31, 2017. At December 31, 2016, there were no delinquent consumer loans.
Covered Loans
At December 31, 2017, residential ACI loans totaled $479 million and residential non-ACI loans totaled $24 million, including premiums, discounts and deferred fees and costs. Our exposure to loss related to covered loans is significantly mitigated by the Single Family Shared-Loss Agreement and by the fair value basis recorded in these loans in conjunction with the FSB Acquisition. We have an experienced resolution team in place for covered residential mortgage loans, and have implemented outsourcing arrangements with industry leading firms in certain areas such as OREO resolution.
Covered residential loans were placed into homogenous pools at the time of the FSB Acquisition and the ongoing credit quality and performance of these loans is monitored on a pool basis. We monitor the pools quarterly to determine whether any changes have occurred in expected cash flows that would be indicative of impairment or necessitate reclassification between non-accretable difference and accretable yield. At December 31, 2017, accretable yield on residential ACI loans totaled $445 million and non-accretable difference related to those loans totaled $191 million.
At December 31, 2017, the recorded investment in non-ACI 1-4 single family residential loans was $23.7 million; $2.6 million or 11.0% of these loans were 30 days or more past due and $1.0 million or 4.3% of these loans were 90 days or more past due. At December 31, 2017, the recorded investment in ACI 1-4 single family residential loans totaled $479.1 million; $30.9 million or 6.5% of these loans were delinquent by 30 days or more and $17.8 million or 3.7% were delinquent by 90 days or more.
During 2017, the Company sold substantially all of the covered home equity loans and lines of credit.
Hurricanes Irma and Harvey
In September 2017, Hurricane Irma made landfall in Florida as a Category 4 hurricane affecting some areas of the state with significant flooding, wind damage and power outages. In addition, the Bank has a limited number of customers and collateral properties located in areas of Texas that were impacted by Hurricane Harvey during August 2017.We performed an extensive review of loans with borrowers and/or collateral located in areas impacted by these storms. This analysis entailed the identification of and direct communication with borrowers located in impacted areas to determine the population of borrowers that may have been significantly impactedFRB's severely adverse CCAR scenario as well as considerationadditional idiosyncratic scenarios reflective of factors including but not limited to level and typeevolving macro-economic themes. The 2023 stress test incorporating the FRB's CCAR severely adverse scenario was performed during the second quarter of insurance coverage, collateral and lien position, financial condition of2023, based on the borrowers, delinquency trends and requests by borrowers for forbearance or modification of payment terms.
Commercial Loans
Commercial loans totaling $8.8 million had been modified or granted temporary payment deferrals at December 31, 2017, related to the recent hurricanes. Of these modifications and deferrals, none were determined to be TDRs due to the generally insignificant nature of the payment delays. Approximately $21.1 million of commercial loans have been downgraded to criticized or classified status through December 31, 2017 as a result of the impact of the storms. All of these loans were performing at December 31, 2017.2022 balance sheet.
Residential loans
55


The following table presents information related to 1-4 single family residential mortgages with borrowers and/or collateral locatedcharts summarize the results of this stress test. Additionally, we present stress results for the CRE portfolio based on the Moody's S4 recessionary scenario (dollars in areas impacted by Hurricanes Irmamillions):
Total Loan Portfolio Stress Test Results(1)
ST 1.jpg
CRE Portfolio Stress Test Results(2)
ST2.jpg
(1)Excludes Pinnacle municipal finance and Harvey, at December 31, 2017 (in thousands):mortgage warehouse lending.
(2)Construction loans are included in the chart based on their applicable property type.
Past due more than 30 days: 
Covered loans$13,523
Non-covered loans12,814
Total$26,337
On temporary payment deferrals: 
Covered loans$4,413
Non-covered loans2,564
Total$6,977

Based on our assessment, we have concluded that the hurricanes did not materially impact the ability of our borrowers to repay their loans.
Management also considered the impact of the hurricanes in our analysis of investment securities for OTTI, as well as our evaluation of potential impairment of our investment in equipment under operating lease, LIHTC partnerships, servicing assets and OREO and determined there was no material impact.
Impaired Loans and Non-Performing Assets
Non-performing assets generally consist of (i) non-accrual loans, including loans that have been modified in TDRs and placed on non-accrual status, (ii) accruing loans that are more than 90 days contractually past due as to interest or principal, excluding ACIPCD loans for which management has a reasonable basis for an expectation about future cash flows and government insured residential loans, and (iii) OREO and repossessedother non-performing assets. Impaired loans also typically include loans modified in TDRs that are accruing and ACI loans or pools for which expected cash flows at acquisition (as adjusted for any additional cash flows expected to be collected arising from changes in estimates after acquisition) have been revised downward since acquisition, other than due to changes in interest rate indices and prepayment assumptions.
The following tables summarizetable present information about the Company's impairednon-performing loans and non-performing assets at December 31 of the yearsdates indicated (dollars in thousands):
December 31, 2023December 31, 2022
Non-accrual loans:
Residential$20,513 $21,311 
Commercial:
Non-owner occupied commercial real estate13,727 16,657 
Construction and land— 5,695 
Owner occupied commercial real estate13,626 17,751 
Commercial and industrial54,907 29,722 
Franchise finance16,858 13,290 
Equipment finance6,820 — 
Total commercial loans105,938 83,115 
Total non-accrual loans126,451 104,426 
Loans past due 90 days and still accruing593 593 
Total non-performing loans127,044 105,019 
OREO and other non-performing assets3,536 1,932 
Total non-performing assets$130,580 $106,951 
Non-performing loans to total loans (1)
0.52 %0.42 %
Non-performing assets to total assets (1)
0.37 %0.29 %
ACL to total loans0.82 %0.59 %
ACL to non-performing loans159.54 %140.88 %
Net charge-offs to average loans0.09 %0.22 %
 2017 2016 2015
 Covered
Assets
 Non-Covered
Assets
 Total 
Covered
Assets
 
Non-Covered
Assets
 Total Covered
Assets
 Non-
Covered
Assets
 Total
Non-accrual loans                 
Residential and other consumer:                 
1-4 single family residential$1,010
 $9,705
 $10,715
 $918
 $566
 $1,484
 $594
 $2,007
 $2,601
Home equity loans and lines of credit331
 
 331
 2,283
 
 2,283
 4,724
 
 4,724
Other consumer loans
 821
 821
 
 2
 2
 
 7
 7
Total residential and other consumer loans1,341
 10,526
 11,867
 3,201
 568
 3,769
 5,318
 2,014
 7,332
Commercial:                 
Non-owner occupied commercial real estate
 12,716
 12,716
 
 559
 559
 
 
 
Construction and land
 1,175
 1,175
 
 1,238
 1,238
 
 
 
Owner occupied commercial real estate
 29,020
 29,020
 
 19,439
 19,439
 
 8,274
 8,274
Commercial and industrial          

     

Taxi medallion loans
 106,067
 106,067
 
 60,660
 60,660
 
 2,557
 2,557
Other commercial and industrial
 7,049
 7,049
 
 16,036
 16,036
 
 35,225
 35,225
Commercial lending subsidiaries
 3,512
 3,512
 
 32,645
 32,645
 
 9,920
 9,920
Total commercial loans
 159,539
 159,539
 
 130,577
 130,577
 
 55,976
 55,976
Total non-accrual loans1,341
 170,065
 171,406
 3,201
 131,145
 134,346
 5,318
 57,990
 63,308
Loans past due 90 days and still accruing
 1,948
 1,948
 
 1,551
 1,551
 156
 1,369
 1,525
TDRs (1)

 
 
 
 
 
 7,050
 1,175
 8,225
Total non-performing loans1,341
 172,013
 173,354
 3,201
 132,696
 135,897
 12,524
 60,534
 73,058
OREO2,862
 7,018
 9,880
 4,658
 4,882
 9,540
 8,853
 
 8,853
Repossessed assets
 2,128
 2,128
 
 3,551
 3,551
 
 2,337
 2,337
Total non-performing assets4,203
 181,159
 185,362
 7,859
 141,129
 148,988
 21,377
 62,871
 84,248
Impaired ACI loans and pools on accrual status
 
 
 
 1,335
 1,335
 
 
 
Performing TDRs          

      
Taxi medallion loans
 
 
 
 36,848
 36,848
 
 633
 633
Other1,264
 24,723
 25,987
 11,166
 26,282
 37,448
 3,988
 4,902
 8,890
Total impaired loans and non-performing assets$5,467
 $205,882
 $211,349
 $19,025
 $205,594
 $224,619
 $25,365
 $68,406
 $93,771
                  
Non-performing loans to total loans (2) (4)
  0.82% 0.81%   0.71% 0.70%   0.38% 0.44%
Non-performing assets to total assets (3)
  0.60% 0.61%   0.51% 0.53%   0.26% 0.35%
ALLL to total loans (2)
  0.69% 0.68%   0.80% 0.79%   0.76% 0.76%
ALLL to non-performing loans  84.03% 83.53%   113.68% 112.55%   199.82% 172.23%
Net charge-offs to average loans(5)
  0.38% 0.38%   0.13% 0.13%   0.09% 0.10%
                  
(1)Effective January 1, 2016, we are no longer reporting accruing TDRs as non-performing.
(2)Total loans for purposes of calculating these ratios include premiums, discounts and deferred fees and costs.
(3)Ratio for non-covered assets is calculated as non-performing non-covered assets to total assets.
(4)Non-performing taxi medallion loans comprised 0.51%, 0.32% and 0.02% of total non-covered loans at December 31, 2017, 2016 and 2015, respectively.
(5)The ratio of charge-offs of taxi medallion loans to average non-covered loans was 0.29% and 0.06% for the years ended December 31, 2017 and 2016, respectively.
 2014 2013
 
Covered
Assets
 
Non-Covered
Assets
 Total Covered
Assets
 Non-
Covered
Assets
 Total
Non-accrual loans           
Residential and other consumer:           
1-4 single family residential$604
 $49
 $653
 $293
 $194
 $487
Home equity loans and lines of credit3,808
 
 3,808
 6,559
 
 6,559
Other consumer loans
 173
 173
 
 75
 75
Total residential and other consumer loans4,412
 222
 4,634
 6,852
 269
 7,121
Commercial:           
Non-owner occupied commercial real estate
 1,326
 1,326
 941
 1,443
 2,384
Construction and land
 209
 209
 
 244
 244
Owner occupied commercial real estate
 3,362
 3,362
 101
 2,786
 2,887
Commercial and industrial
 13,666
 13,666
 2,767
 16,612
 19,379
Commercial lending subsidiaries
 9,226
 9,226
 
 1,370
 1,370
Total commercial loans
 27,789
 27,789
 3,809
 22,455
 26,264
Total non-accrual loans4,412
 28,011
 32,423
 10,661
 22,724
 33,385
Loans past due 90 days and still accruing174
 715
 889
 
 512
 512
TDRs2,188
 4,435
 6,623
 1,765
 
 1,765
Total non-performing loans6,774
 33,161
 39,935
 12,426
 23,236
 35,662
OREO13,645
 135
 13,780
 39,672
 898
 40,570
Total non-performing assets20,419
 33,296
 53,715
 52,098
 24,134
 76,232
Impaired ACI loans on accrual status(1)

 
 
 44,286
 
 44,286
Performing TDRs3,866
 797
 4,663
 3,588
 1,400
 4,988
Total impaired loans and non-performing assets$24,285
 $34,093
 $58,378
 $99,972
 $25,534
 $125,506
            
Non-performing loans to total loans (2)
  0.29% 0.32%   0.31% 0.39%
Non-performing assets to total assets (3)
  0.17% 0.28%   0.16% 0.51%
ALLL to total loans (2)
  0.80% 0.77%   0.76% 0.77%
ALLL to non-performing loans  275.47% 239.24%   246.73% 195.52%
Net charge-offs to average loans  0.08% 0.15%   0.34% 0.31%
            
(1)    Non-performing loans and assets include the guaranteed portion of non-accrual SBA loans totaling $41.8 million or 0.17% of total loans and 0.12% of total assets, at December 31, 2023, and $40.3 million or 0.16% of total loans and 0.11% of total assets, at December 31, 2022.
(1)Includes TDRs on accrual status.
(2)Total loans for purposes of calculating these ratios include premiums, discounts and deferred fees and costs.
(3)Ratio for non-covered assets is calculated as non-performing non-covered assets to total assets.
The increasesContractually delinquent government insured residential loans are typically GNMA early buyout loans and are excluded from non-performing loans as defined in the ratiostable above due to their government guarantee. The carrying value of such loans contractually delinquent by 90 days or more was $277 million and $493 million at December 31, 2023 and 2022, respectively.
The following graphs present trends in non-performing loans to total loans and non-performing assets to total assets over the periods indicated, as well as trends in net charge-offs. Levels of non-performing loans to total loans and non-performing assets to total assets andremain below pre-pandemic levels.
Non-Performing Loans to Total LoansNon-Performing Assets to Total Assets
10995116320311099511632101

Net Charges-Offs to Average Loans
4947802329745
The following graph presents the decreasetrend in the ratio of the ALLL to non-performing loans at December 31, 2017 compared to December 31, 2016 and December 31, 2015 were each primarily attributable toby portfolio segment over the increase in non-accrual taxi medallion loans. The decrease in the ratio of the ALLL to non-performing loans was also impacted by increases in partial charge-offs, the majority of which were related to taxi medallion loans.periods indicated (in millions):
Contractually delinquent ACI loans with remaining accretable yield are not reflected as non-accrual loans and are not considered to be non-performing assets because accretion continues to be recorded in income. Accretion continues to be recorded as long as there is an expectation of future cash flows in excess of carrying amount from these loans. The carrying value of ACI loans contractually delinquent by more than 90 days but on which income was still being recognized was $18 million and $16 million at December 31, 2017 and 2016, respectively.4947802329931
Commercial loans, other than ACI loans are placed on non-accrual status when (i) management has determined that full repayment of all contractual principal and interest is in doubt, or (ii) the loan is past due 90 days or more as to principal or interest unless the loan is well secured and in the process of collection. Residential and consumer loans, other than ACIgovernment insured pool buyout loans, are generally placed on non-accrual status when 90they are 60 days of interest is due and unpaid.past due. Additionally, certain residential loans not contractually delinquent but in forbearance may be placed on non-accrual status at management's discretion. When a loan is placed on non-accrual status, uncollected interest accrued is reversed and charged to interest income. Commercial loans are returned to accrual status only after all past due principal and interest has been collected and full repayment of remaining contractual principal and interest is reasonably assured. Residential loans are generally returned to accrual status when less than 9060 days of interest is due and unpaid.past due. Past due status of loans is determined based on the contractual next payment due date. Loans less than 30 days past due are reported as current.
A loan modification is considered a TDR if the Company, for economic or legal reasons related to the borrower’s financial difficulties, grants a concession to the borrower that the Company would not otherwise grant. These concessions may take the form of temporarily or permanently reduced interest rates, payment abatement periods, restructuring of payment terms, extensions of maturity at below market terms, or in some cases, partial forgiveness of principal. Under GAAP, modified ACI loans accounted for in pools are not accounted for as TDRs and are not separated from their respective pools when modified. Included in TDRs are residential loans to borrowers who have not reaffirmed their debt discharged in Chapter 7 bankruptcy.
The following table summarizes loans modified in TDRs at December 31, 2017 (dollars in thousands):
 Number of TDRs Recorded Investment Related Specific Allowance
Residential and other consumer:     
Covered5
 $2,221
 $118
Non-covered11
 1,234
 63
Commercial:     
Taxi medallion loans186
 87,942
 10,235
Other18
 39,067
 6,521
 220
 $130,464
 $16,937
Potential Problem Loans
Potential problem loans have been identified by management as those commercial loans included in the "substandard accruing" risk rating category. These loans are typically performing, but possess specifically identified credit weaknesses that, if not remedied, may lead to a downgrade to non-accrual status and identification as impaired in the near-term. Substandard accruing commercial loans totaled $185 million at December 31, 2017, substantially all of which were current as to principal and interest at December 31, 2017.
Loss Mitigation Strategies
Criticized or classified commercial loans in excess of certain thresholds are reviewed quarterly by the Criticized Asset Committee, which evaluates the appropriate strategy for collection to mitigate the amount of credit losses.losses and considers the appropriate risk rating for these loans. Criticized asset reports for each relationship are presented by the assigned relationship manager and credit officer to the Criticized Asset Committee until such time as the relationships are returned to a satisfactory credit risk rating or otherwise resolved. The Criticized Asset Committee may require the transfer of a loan to our workout and recovery department, which is tasked to effectively manage the loan with the goal of minimizing losses and expenses associated with restructure, collection and/or liquidation of collateral. Commercial loans with a risk rating of substandard; impairedsubstandard, loans on non-accrual status; loans modified as TDRs; taxi medallion loans; orstatus, and assets classified as OREO or repossessed assets are usually transferred to workout and recovery. Oversight of the workout and recovery department is provided by the Criticized Asset Recovery Committee.
WeOur servicers evaluate each residential loan in default to determine the most effective loss mitigation strategy, which may be modification, short sale, or foreclosure. Throughforeclosure, and pursue the program's expiration on December 31, 2016, we offered loan modifications underalternative most suitable to the HAMP programconsumer and to eligible borrowers inmitigate losses to the residential portfolio. HAMP was a uniform loan modification process that provided eligible borrowers with sustainable monthly mortgage payments equal to a target 31% of their gross monthly income. We began offering a new modification program in late 2016 modeled after the FNMA standard modification program.Bank.
Analysis of the Allowance for Loan and LeaseCredit Losses
The ALLL relates to (i) loans originated since the FSB acquisition, (ii) estimated additional losses arising on non-ACI loans subsequent to the FSB Acquisition, and (iii) impairment recognized as a result of decreases in expected cash flows on ACI loans due to further credit deterioration. The impact of any additional provision for losses on covered loansACL is significantly mitigated by an increase in the FDIC indemnification asset. The determinationmanagement's estimate of the amount of expected credit losses over the ALLLlife of the loan portfolio, or the amount of amortized cost basis not expected to be collected, at the balance sheet date. This estimate encompasses information about historical events, current conditions and reasonable and supportable economic forecasts. Determining the amount of the ACL is by nature, highly
56


complex and subjective. Future eventsrequires extensive judgment by management about matters that are inherently uncertain could result in material changes to theuncertain. Given a level of continued uncertainty about the ALLL. Generalgeneral economy, evolving dynamics in some segments of the commercial real estate market, particularly the office sector, the complexity of the ACL estimate and level of management judgment required, we believe it is possible that the ACL estimate could change, potentially materially, in future periods. If commercial real estate market dynamics in our primary markets worsen beyond our current expectations, the ACL and the provision for credit losses will increase in the future. Changes in the ACL may result from changes in current economic conditions including but not limited to unemploymentunanticipated increases in interest rates the level of business investmentor inflationary pressures, changes in our economic forecast, loan portfolio composition, commercial and growth,residential real estate values, vacancy ratesmarket dynamics and rental rates in our primary market areas, the level of interest rates, and a variety of other factorscircumstances not currently known to us that affect the ability of borrowers’ businesses to generate cash flows sufficient to service their debts willmay impact the future performancefinancial condition and operations of the portfolio.our borrowers, among other factors.

Commercial loans
The allowance is comprisedExpected credit losses are estimated on a collective basis for groups of specific reserves for loans that are individually evaluated and determined to be impaired as well as general reserves forshare similar risk characteristics. For loans that havedo not been identified as impaired.
Commercial relationships graded substandard or doubtful and on non-accrual status with committed credit facilities greater than or equal to $1.0 million, as well as loans modified in TDRs, are individually evaluated for impairment. Other commercial relationships on non-accrual status with committed balances under $1.0 million may also be evaluated for impairment, at management's discretion. All loans secured by taxi medallions have been placed on non-accrual status and are individually evaluated for impairment. For loans evaluated individually for impairment and determined to be impaired, a specific allowance is established based on the present value of expected cash flows discounted at the loan’s effective interest rate, the estimated fair value of the loan, or the estimated fair value of collateral less costs to sell. We recognized partial charge-offs at December 31, 2017 on taxi medallion loans, all of which are risk-rated substandard and on non-accrual status, as necessary to reduce the carrying value of the loans to our estimate of the value of New York City taxi medallions based on our cash flow template. Additionally, a specific allowance was recognized equal to the amount by which each loan exceeded 85% of the estimated value, in recognition of the continued declining trend in cash flows and lower prices observed on certain recent taxi medallion transfers. The amount of this specific allowance was determined based on management's judgment.
We believe that loans rated special mention, substandard or doubtful that are not individually evaluated for impairment exhibit characteristics indicative of a heightened level of credit risk. We apply a quantitative loss factor for loans rated special mention based on average annual probability of default and implied severity, derived from internal and external data. Loss factors for substandard and doubtful loans that are not individually evaluated are determined by using default frequency and severity information applied at the loan level. Estimated default frequencies and severities are based on available industry and internal data. In addition, we apply a floor to these calculated loss factors, based on the loss factor applied to the special mention portfolio.
Since the majority of the non-covered commercial loan portfolio is not yet seasoned enough to exhibit a loss trend, the quantitative loss factors for a majority of pass rated non-covered commercial loans is based on peer group average annual historical net charge-off rates by loan class and the Company’s internal credit risk rating system. In 2017, we revised the source of quantitative loss factors for certain loans, as follows:
Quantitative loss factors for the Bridge portfolios, small business loans and mortgage warehouse loans are based on the Company’s average historical net charge-off rates.
The quantitative loss factor for municipal finance receivables is based on the portfolio's external ratings and Moody's historical transition matrix, as opposed to the historical cumulative default curve for municipal obligations that was used previously.
The quantitative loss factor applied to the non-guaranteed portion of SBA loans is based on average historical charge-off rates published by the SBA.
The net impact of these changes on the ALLL was not material.
Where applicable, the peer group used to calculate average annual historical net charge-off rates used in estimating general reserves is made up of the banks included in the OCC Midsize Bank Group plus two additional banks in the New York region that management believes to be comparable based on size and nature of lending operations. The OCC Midsize Bank Group primarily includes commercial banks with total assets ranging from $10 - $50 billion and included 27 banks at December 31, 2017. Peer bank data is obtained from the Statistics on Depository Institutions Report published by the FDIC for the most recent quarter available. These banks, as a group, are considered by management to be comparable to BankUnited in size, nature of lending operations and loan portfolio composition. We evaluate the composition of the peer group annually, or more frequently if, in our judgment, a more frequent evaluation is necessary. Our internal risk rating system comprises 13 credit grades; grades 1 through 8 are “pass” grades. The risk ratings are driven largely by debt service coverage. Peer group historical loss rates are adjusted upward for loans assigned a lower “pass” rating.
We generally use a 16-quarter loss experience period to calculate quantitative loss rates. We believe this look-back period to be consistent with the range of industry practice and appropriate to capture a sufficient range of observations reflecting the performance of our loans, which were originated in the current economic cycle. With the exception of the Pinnacle municipal finance portfolio, a four quarter loss emergence period is used in the calculation of general reserves. A twelve quarter loss emergence period is used in the calculation of general reserves for the Pinnacle portfolio.
The primary assumptions underlying estimates of expected cash flows for ACI commercial loans are default probability and severity of loss given default. Assessments of default probability and severity are based on net realizable value analyses

prepared at the individual loan level. Based on our analysis, no ALLL related to ACI commercial loans was recorded at December 31, 2017 or 2016.
Residential and other consumer loans
Non-covered Loans
Due to the lack of similarity between theshare similar risk characteristics of non-coveredwith other loans and coveredsuch as collateral dependent loans, in the residential and home equity portfolios, management does not believe it is appropriate to use the historical performance of the covered residential mortgage portfolio as a basis for calculating the ALLL applicable to non-covered loans. The non-covered loan portfolio has not yet developed an observable loss trend. Therefore, the ALLL for non-covered residential loans is based primarily on relevant proxy historical loss rates. The ALLL for non-covered 1-4 single family residential loans isexpected credit losses are estimated using average annual loss rates on prime residential mortgage securitizations issued between 2003 and 2008 as a proxy. Based on the comparability of FICO scores and LTV ratios between loans included in those securitizations and loans in the Bank’s portfolio and the geographic diversity in the new purchased residential portfolio, we determined that prime residential mortgage securitizations provide an appropriate proxy for incurred losses in this portfolio class. A peer group 16-quarter average net charge-off rate is used to estimate the ALLL for the non-covered home equity and other consumer loan classes. See further discussion of peer group loss factors above. The non-covered home equity and other consumer loan portfolios are not significant components of the overall loan portfolio.
Covered non-ACI Loans
Based on an analysis of historical performance, OREO and short saleindividual basis. Expected credit losses recent trending data and other internal and external factors, we have concluded that historical performance by portfolio class isare estimated over the best indicator of incurred loss for the non-ACI 1-4 single family residential and home equity portfolio classes. For each of these portfolio classes, a quarterly roll rate matrix is calculated by delinquency bucket to measure the rate at which loans move from one delinquency bucket to the next during a given quarter. An average 16-quarter roll rate matrix is used to estimate the amount within each delinquency bucket expected to roll to 120+ days delinquent. We assume no cure for those loans that are currently 120+ days delinquent. Loss severity given default is estimated based on internal data about OREO sales and short sales from the portfolio. The ALLL calculation incorporates a 100% loss severity assumption for home equity loans that are projected to roll to default. For non-ACI residential loans, the allowance is initially calculated based on UPB. The total of UPB less the calculated allowance is then compared to the carrying amount of the loans, net of unamortized credit related fair value adjustments established at acquisition. If the calculated balance net of the allowance is less than the carrying amount, an additional allowance is established. Any increase or decrease in the allowance for non-ACI residential loans will result in a corresponding increase or decrease in the FDIC indemnification asset. Substantially all of the non-ACI home equity loans were sold in 2017.
Qualitative Factors
Qualitative adjustments are made to the ALLL when, based on management’s judgment, there are internal or external factors impacting probable incurred losses not taken into account by the quantitative calculations. Potential qualitative adjustments are categorized as follows: 
Portfolio performance trends, including trends in and the levels of delinquencies, non-performing loans and classified loans;  
Changes in the nature of the portfolio andcontractual terms of the loans, specifically including the volumeadjusted for expected prepayments, generally excluding expected extensions, renewals, and nature of policy and procedural exceptions;
Portfolio growth trends;  
Changes in lending policies and procedures, including credit and underwriting guidelines;  
Economic factors, including unemployment rates and GDP growth rates;
Changes in the value of underlying collateral;
Quality of risk ratings, as evaluated by our independent credit review function;  
Credit concentrations;  
Changes in and experience levels of credit administration management and staff; and

Other factors identified by management that may impact the level of losses inherent in the portfolio, including but not limited to competition and legal and regulatory considerations.
Covered ACILoansmodifications.
For ACIthe substantial majority of portfolio segments and subsegments, including residential loans a valuation allowance is established when periodic evaluations ofother than government insured loans, and most commercial and commercial real estate loans, expected cash flows reflect a deterioration resulting from credit related factors from the level of cash flows that were estimated to be collected at acquisition plus any additional expected cash flows arising from revisions in those estimates. We perform a quarterly analysis of expected cash flows for ACI loans.
Expected cash flowslosses are estimated onusing econometric models.
A single economic scenario or a pool basis for ACI 1-4 single family residentialprobability weighted blend of economic scenarios may be used. The models ingest numerous national, regional and home equity loans. The analysisMSA level variables and data points. At December 31, 2023, we used a combination of expected pool cash flows incorporates updated pool level expected prepayment rate, default rate, delinquency level and loss severity given default assumptions. Prepayment, delinquency and default curves are derived primarily from roll rates generated fromweighted third-party provided economic scenarios in calculating the historical performancequantitative portion of the portfolio over the immediately preceding four quarters. Loss severity given default assumptions are generated from the historical performance of the portfolio over the immediately preceding four quarters, while loss severity from loan sales is generated from historical performance over the immediately preceding twelve quarters. Estimates of default probabilityACL, and loss severity given default also incorporate updated LTV ratios, at the loan level, based on Case-Shiller Home Price Indices for the relevant MSA. Costs and fees represent an additional component of loss on default and are projected based on historical experience over the last three years. The ACI home equity roll rates include the impact of delinquent, related senior liens and loans to borrowers who have not reaffirmed their debt discharged in Chapter 7 bankruptcy. 
No ALLL related to 1-4 single family residential ACI pools was recorded at December 31, 2017 or 2016. All2022, we used a single externally provided baseline scenario, with a downside scenario informing a qualitative overlay. Each of these externally provided scenarios in fact represent the loans inresult of a probability weighting of thousands of individual scenario paths.
See Note 1 to the home equity ACI pool were sold in the fourth quarter of 2017. No ALLLconsolidated financial statements for more detailed information about our ACL methodology and related to home equity ACI pool was recorded at December 31, 2016. 

accounting policies.
The following tables providetable provides an analysis of the ALLL,ACL, provision for loan(recovery of) credit losses related to the funded portion of loans and net charge-offs by loan segment for the periods from December 31, 2012 through December 31, 2017 indicated (in thousands):
   Covered Loans  
 Non-Covered Loans ACI Loans Non-ACI Loans Total
Balance at December 31, 2012$41,228
 $8,019
 $9,874
 $59,121
Provision for (recovery of) loan losses:33,702
 (2,891) 1,153
 31,964
Charge-offs:       
  1-4 single family residential(10) 
 (1,276) (1,286)
  Home equity loans and lines of credit
 
 (2,858) (2,858)
  Other consumer loans(484) 
 
 (484)
  Commercial real estate
 (1,162) 
 (1,162)
  Construction and land
 (77) 
 (77)
  Commercial and industrial(17,987) (996) (171) (19,154)
Total Charge-offs(18,481) (2,235) (4,305) (25,021)
Recoveries:  

    
  Home equity loans and lines of credit
 
 90
 90
  Other consumer loans123
 
 
 123
  Multi-family
 
 15
 15
  Commercial real estate
 
 191
 191
  Commercial and industrial743
 
 2,484
 3,227
  Commercial lending subsidiaries15
 
 
 15
Total Recoveries881
 
 2,780
 3,661
Net Charge-offs:(17,600) (2,235) (1,525) (21,360)
Balance at December 31, 201357,330
 2,893
 9,502
 69,725
Provision for (recovery of) loan losses:41,748
 2,311
 (2,554) 41,505
Charge-offs:       
  1-4 single family residential
 
 (269) (269)
  Home equity loans and lines of credit
 
 (2,737) (2,737)
  Other consumer loans(1,083) (324) 
 (1,407)
  Multi-family
 (285) 
 (285)
  Non-owner occupied commercial real estate(52) (3,031) 
 (3,083)
  Construction and land
 (635) (13) (648)
  Owner occupied commercial real estate
 (356) 
 (356)
  Commercial and industrial(6,033) (573) (477) (7,083)
  Commercial lending subsidiaries(1,586) 
 
 (1,586)
Total Charge-offs(8,754) (5,204) (3,496) (17,454)
Recoveries:       
  Home equity loans and lines of credit
 
 19
 19
  Other consumer loans498
 
 
 498
  Multi-family
 
 4
 4
  Non-owner occupied commercial real estate
 
 3
 3
  Commercial and industrial506
 
 714
 1,220
  Commercial lending subsidiaries22
 
 
 22
Total Recoveries1,026
 
 740
 1,766
Net Charge-offs:(7,728) (5,204) (2,756) (15,688)
Balance at December 31, 2014$91,350
 $
 $4,192
 $95,542






   Covered Loans  
 Non-Covered Loans ACI Loans Non-ACI Loans Total
Balance at December 31, 2014$91,350
 $
 $4,192
 $95,542
Provision for (recovery of) loan losses:42,060
 
 2,251
 44,311
Charge-offs:       
  1-4 single family residential
 
 (16) (16)
  Home equity loans and lines of credit
 
 (1,664) (1,664)
  Owner occupied commercial real estate(263) 
 
 (263)
  Commercial and industrial(5,731) 
 
 (5,731)
  Commercial lending subsidiaries(7,725) 
 
 (7,725)
Total Charge-offs(13,719) 
 (1,680) (15,399)
Recoveries:       
  Home equity loans and lines of credit
 
 39
 39
  Other consumer loans32
 
 
 32
  Multi-family
 
 4
 4
  Non-owner occupied commercial real estate2
 
 
 2
  Commercial and industrial1,082
 
 62
 1,144
  Commercial lending subsidiaries153
 
 
 153
Total Recoveries1,269
 
 105
 1,374
Net Charge-offs:(12,450) 
 (1,575) (14,025)
Balance at December 31, 2015120,960
 
 4,868
 125,828
Provision for (recovery of) loan losses:52,592
 
 (1,681) 50,911
Charge-offs:       
  1-4 single family residential
 
 (442) (442)
  Home equity loans and lines of credit
 
 (774) (774)
  Other consumer loans(152) 
 
 (152)
  Non-owner occupied commercial real estate(128) 
 
 (128)
  Construction and land(93) 
 
 (93)
  Owner occupied commercial real estate(2,827) 
 
 (2,827)
  Commercial and industrial       
    Taxi medallion loans(11,141) 
 
 (11,141)
    Other commercial and industrial(9,121) 
 
 (9,121)
  Commercial lending subsidiaries(2,432) 
 
 (2,432)
Total Charge-offs(25,894) 
 (1,216) (27,110)
Recoveries:       
1-4 single family residential       
  Home equity loans and lines of credit
 
 80
 80
  Other consumer loans26
 
 
 26
Construction and land
 
 
 
  Owner occupied commercial real estate1,193
 
 
 1,193
  Commercial and industrial       
    Other commercial and industrial698
 
 49
 747
  Commercial lending subsidiaries1,278
 
 
 1,278
Total Recoveries3,195
 
 129
 3,324
Net Charge-offs:(22,699) 
 (1,087) (23,786)
Balance at December 31, 2016$150,853
 $
 $2,100
 $152,953



   Covered Loans  
 Non-Covered Loans ACI Loans Non-ACI Loans Total
Balance at December 31, 2016$150,853
 $
 $2,100
 $152,953
Provision for (recovery of) loan losses:       
1-4 single family residential862
 
 100
 962
Home equity loans and lines of credit
 
 1,318
 1,318
Other consumer loans172
 
 
 172
Multi-family(1,015) 
 
 (1,015)
Non-owner occupied commercial real estate5,273
 
 
 5,273
Construction and land243
 
 
 243
Owner occupied commercial real estate4,797
 
 
 4,797
Commercial and industrial       
Taxi medallion loans58,174
 
 
 58,174
Other commercial and industrial7,262
 
 (60) 7,202
Commercial lending subsidiaries(8,379) 
 
 (8,379)
Total Provision67,389
 
 1,358
 68,747
Charge-offs:       
1-4 single family residential(1) 
 (24) (25)
Home equity loans and lines of credit
 
 (3,303) (3,303)
Non-owner occupied commercial real estate(255) 
 
 (255)
Construction and land(63) 
 
 (63)
Owner occupied commercial real estate(2,612) 
 
 (2,612)
Commercial and industrial       
Taxi medallion loans(56,615) 
 
 (56,615)
Other commercial and industrial(18,320) 
 
 (18,320)
Commercial lending subsidiaries
 
 
 
Total Charge-offs(77,866) 
 (3,327) (81,193)
Recoveries:       
Home equity loans and lines of credit
 
 67
 67
Other consumer loans26
 
 
 26
Owner occupied commercial real estate2
 
 
 2
Commercial and industrial       
Other commercial and industrial2,689
 
 60
 2,749
Commercial lending subsidiaries1,444
 
 
 1,444
Total Recoveries4,161
 
 127
 4,288
Net Charge-offs:(73,705) 
 (3,200) (76,905)
Balance at December 31, 2017$144,537
 $
 $258
 $144,795




The following tables show the distribution of the ALLL, broken out between covered and non-covered loans, at December 31 of the years indicated (dollars in thousands):
 ResidentialNon-Owner Occupied Commercial Real EstateConstruction and LandOwner Occupied Commercial Real EstateCommercial and IndustrialPinnacle - municipal FinanceFranchise FinanceEquipment FinanceTotal
Balance at December 31, 2020$18,719 $101,334 $3,284 $28,797 $62,197 $304 $36,331 $6,357 $257,323 
Provision for (recovery of) credit losses(9,241)(65,543)(2,253)(6,844)31,180 (134)(8,857)(2,764)(64,456)
Charge-offs(304)(9,167)— (471)(50,563)— (10,745)— (71,250)
Recoveries13 1,156 — 156 3,498 — 17 — 4,840 
Balance at December 31, 20219,187 27,780 1,031 21,638 46,312 170 16,746 3,593 126,457 
Provision for (recovery of) credit losses2,858 635 1,736 952 61,337 7,542 (1,249)73,814 
Charge-offs(412)(9,188)(343)(2,870)(36,051)— (13,191)— (62,055)
Recoveries108 3,100 — 823 5,049 — 650 — 9,730 
Balance at December 31, 202211,741 22,327 2,424 20,543 76,647 173 11,747 2,344 147,946 
Impact of adoption of ASU 2022-02(117)— — (1,676)— (6)— (1,794)
Balance at January 1, 202311,624 22,327 2,424 20,548 74,971 173 11,741 2,344 146,152 
Provision for (recovery of) credit losses(4,002)11,088 6,104 (5,546)67,816 70 2,738 656 78,924 
Charge-offs— (1,228)— (447)(26,092)— (7,247)— (35,014)
Recoveries623 — 3,087 8,285 — 623 — 12,627 
Balance at December 31, 2023$7,631 $32,810 $8,528 $17,642 $124,980 $243 $7,855 $3,000 $202,689 
Net Charge-offs to Average Loans
Years Ended
December 31, 2021
— %0.13 %— %0.02 %0.82 %— %2.34 %— %0.29 %
Years Ended
December 31, 2022
— %0.11 %0.16 %0.11 %0.50 %— %4.49 %— %0.22 %
Years Ended
December 31, 2023
— %0.01 %— %(0.14)%0.25 %— %3.48 %— %0.09 %

57


 2017
   Covered Loans    
 Non-Covered Loans ACI Loans 
Non-ACI
Loans
 Total 
%(1)
Residential and other consumer:         
1 - 4 single family residential$10,140
 $
 $257
 $10,397
 21.6%
Home equity loans and lines of credit7
 
 1
 8
 %
Other consumer loans315
 
 
 315
 0.1%
 10,462
 
 258
 10,720
 21.7%
Commercial:         
Multi-family23,994
 
 
 23,994
 15.0%
Non-owner occupied commercial real estate40,622
 
 
 40,622
 21.0%
Construction and land3,004
 
 
 3,004
 1.5%
Owner occupied commercial real estate13,611
 
 
 13,611
 9.4%
Commercial and industrial         
Taxi medallion loans12,214
 
 
 12,214
 0.6%
Other commercial and industrial29,698
 
 
 29,698
 18.8%
Commercial lending subsidiaries10,932
 
 
 10,932
 12.0%
 134,075
 
 
 134,075
 78.3%
 $144,537
 $
 $258
 $144,795
 100.0%

The following table shows the distribution of the ACL at the dates indicated (dollars in thousands):
 2016
   Covered Loans    
 Non-Covered Loans ACI Loans 
Non-ACI
Loans
 Total 
%(1)
Residential and other consumer: 
  
  
  
  
1 - 4 single family residential$9,279
 $
 $181
 $9,460
 20.6%
Home equity loans and lines of credit7
 
 1,919
 1,926
 0.3%
Other consumer loans117
 
 
 117
 0.1%
 9,403
 
 2,100
 11,503
 21.0%
Commercial:         
Multi-family25,009
 
 
 25,009
 19.8%
Non-owner occupied commercial real estate35,604
 
 
 35,604
 19.3%
Construction and land2,824
 
 
 2,824
 1.6%
Owner occupied commercial real estate11,424
 
 
 11,424
 9.0%
Commercial and industrial         
Taxi medallion loans10,655
 
 
 10,655
 0.9%
Other commercial and industrial38,067
 
 
 38,067
 16.6%
Commercial lending subsidiaries17,867
 
 
 17,867
 11.8%
 141,450
 
 
 141,450
 79.0%
 $150,853
 $
 $2,100
 $152,953
 100.0%


2015
   Covered Loans    
 Non-Covered Loans ACI Loans Non-ACI
Loans
 Total 
%(1)
Residential and other consumer:         
  1-4 single family residential$11,086
 $
 $564
 $11,650
 21.9%
  Home equity loans and lines of credit4
 
 4,304
 4,308
 0.4%
  Other consumer loans253
 
 
 253
 0.2%
 11,343
 
 4,868
 16,211
 22.5%
Commercial:         
  Multi-family22,317
 
 
 22,317
 20.9%
  Non-owner occupied commercial real estate26,179
 
 
 26,179
 17.5%
  Construction and land3,587
 
 
 3,587
 2.1%
  Owner occupied commercial real estate7,490
 
 
 7,490
 8.2%
  Commercial and industrial33,661
 
 
 33,661
 16.7%
  Commercial lending subsidiaries16,383
 
 
 16,383
 12.1%
 109,617
 
 
 109,617
 77.5%
 $120,960
 $
 $4,868
 $125,828
 100.0%
 2014
   Covered Loans    
 Non-Covered Loans ACI Loans Non-ACI
Loans
 Total 
%(1)
Residential and other consumer:         
  1-4 single family residential$7,116
 $
 $945
 $8,061
 27.6%
  Home equity loans and lines of credit17
 
 3,247
 3,264
 1.0%
  Other consumer loans190
 
 
 190
 0.2%
 7,323
 
 4,192
 11,515
 28.8%
Commercial:         
  Multi-family14,970
 
 
 14,970
 15.8%
  Non-owner occupied commercial real estate17,615
 
 
 17,615
 14.4%
  Construction and land2,725
 
 
 2,725
 1.4%
  Owner occupied commercial real estate8,273
 
 
 8,273
 8.4%
  Commercial and industrial25,867
 
 
 25,867
 19.4%
  Commercial lending subsidiaries14,577
 
 
 14,577
 11.8%
 84,027
 
 
 84,027
 71.2%
 $91,350
 $
 $4,192
 $95,542
 100.0%



 2013
   Covered Loans    
 Non-Covered Loans ACI Loans Non-ACI
Loans
 Total 
%(1)
Residential and other consumer:         
  1-4 single family residential$6,271
 $
 $827
 $7,098
 32.4%
  Home equity loans and lines of credit12
 
 8,243
 8,255
 1.9%
  Other consumer loans2,187
 
 
 2,187
 2.4%
 8,470
 
 9,070
 17,540
 36.7%
Commercial:         
  Multi-family3,947
 323
 
 4,270
 12.6%
  Non-owner occupied commercial real estate4,401
 1,444
 8
 5,853
 11.5%
  Construction and land803
 192
 6
 1,001
 1.7%
  Owner occupied commercial real estate6,774
 369
 6
 7,149
 8.5%
  Commercial and industrial24,148
 565
 412
 25,125
 18.5%
  Commercial lending subsidiaries8,787
 
 
 8,787
 10.5%
 48,860
 2,893
 432
 52,185
 63.3%
 $57,330
 $2,893
 $9,502
 $69,725
 100.0%
December 31, 2023December 31, 2022
 Total
%(1)
Total
%(1)
Residential$7,631 33.3 %$11,741 35.7 %
Non-owner occupied commercial real estate32,810 21.6 %22,327 21.7 %
Construction and land8,528 2.0 %2,424 1.2 %
CRE41,338 24,751 
Owner occupied commercial real estate17,642 7.9 %20,543 7.6 %
Commercial and industrial(2)
124,980 30.1 %76,647 28.0 %
Pinnacle - municipal finance243 3.6 %173 3.7 %
Franchise finance7,855 0.7 %11,747 1.0 %
Equipment finance3,000 0.8 %2,344 1.1 %
153,720 111,454 
$202,689 100.0 %$147,946 100.0 %
(1)Represents percentage of loans receivable in each category to total loans receivable.
(1)Represents percentage of loans receivable in each category to total loans receivable.
(2)Includes mortgage warehouse lending.

The balancefollowing table presents the allocation of the ALLL for non-coveredACL as a percentage of loans at December 31, 2017 decreased from the balance at December 31, 2016, in spite of the growth of the portfolio. This decrease was caused primarily by declines in quantitative loss factors applieddates indicated:
December 31, 2023December 31, 2022
Residential0.09 %0.13 %
Commercial:
CRE0.71 %0.43 %
Commercial and industrial1.53 %1.10 %
Pinnacle - municipal finance0.03 %0.02 %
Franchise finance4.31 %4.63 %
Equipment finance1.52 %0.82 %
Total commercial1.19 %0.85 %
0.82 %0.59 %
ACL to non-performing loans159.54 %140.88 %
58


Factors contributing to the majority of the non-covered loan portfolio and charge-offs taken, partially offset by the impact of the growth of the loan portfolio and an increase in reserves for criticized and classified loans not individually evaluated for impairment and for taxi medallion loans. Factors influencing the change in the ALLL related to specific loan types at December 31, 2017 as compared to December 31, 2016, include:
An $861 thousand increase for non-covered 1-4 single family residential loans was attributable to the growth in the corresponding portfolio, partially offset by declines in both the applicable quantitative historical loss rate and qualitative loss factors.
A decrease of $1.0 million for multi-family loans reflected a decrease in the quantitative loss factor and a decline in the corresponding portfolio balance, offset in part by an increase in qualitative loss factors and in criticized and classified loans.
An increase of $5.0 million for non-owner occupied commercial real estate loans was primarily driven by the growth of the corresponding portfolio. A net increase in qualitative loss factors and the impact of an increase in criticized and classified loans were offset by a decrease in the quantitative loss factor.
An increase of $2.2 million for owner occupied commercial real estate loans was primarily attributable to increases in specific reserves for impaired loans. The impact of the growth of the corresponding portfolio was offset by a net decrease in quantitative and qualitative loss factors.
An increase of $1.6 million for taxi medallion loans reflects the specific reserves recognized at December 31, 2017, as discussed previously. Increases in reserves were limited due to the level of charge-offs recognizedACL during the year ended December 31, 2017.2023, are depicted in the chart below (dollars in millions):
23 YTD Waterfall.jpg
A decreaseChanges in the ACL during the year ended December 31, 2023
As depicted in the chart above, the most significant drivers of $8.4the increase in the ACL from December 31, 2022, to December 31, 2023, were the impact of changes in the economic forecast, risk rating migration and an increase in certain specific reserves. These factors were partially offset by net charge-offs and a reduction in the qualitative overlay as, in management's judgment, certain factors previously captured qualitatively are now being addressed in the quantitative modeling. The ACL as a percentage of loans increased to 0.82% at December 31, 2023, from 0.59% at December 31, 2022. This is consistent with the increase in criticized and classified assets, evolving commercial real estate market dynamics and shifts in portfolio composition. Further discussion of changes in the ACL for select portfolio sub-segments follows:
The ACL for the residential segment decreased by $4.1 million during the year ended December 31, 2023, from 0.13% to 0.09% of loans primarily due to reduction in the size of the portfolio and changes in certain assumptions.
The ACL for otherthe CRE portfolio sub-segment, including non-owner occupied CRE and construction and land, increased by $16.6 million during the year ended December 31, 2023, from 0.43% to 0.71% of loans. The increase in the ACL for this segment was primarily driven by changes in the economic forecast, including changes in commercial property forecasts, and risk rating migration. At December 31, 2023, the ACL for the CRE office portfolio totaled $19.3 million, or 1.10% of loans, an increase from 0.45% of loans at December 31, 2022.
The ACL for the commercial and industrial loanssub-segment, including owner-occupied commercial real estate, increased by $45.4 million during the year ended December 31, 2023, from 1.10% to 1.53% of loans. The increase in the ACL for this segment was primarily driven by a decrease(i) changes in reservesthe economic forecast; (ii) an increase in certain specific reserves; (iii) risk rating migration; and (iv) loan growth, partially offset by net charge-offs.
The ACL for impaired and other classifiedthe franchise finance portfolio segment decreased by $3.9 million during the year ended December 31, 2023, from 4.63% to 4.31% of loans primarily due to net charge-offs, and decreases in quantitative and qualitative loss factors, partially offset by an increase in specific reserves related to one relationship.
59


The ACL for the equipment finance portfolio segment increased by $0.7 million during the year ended December 31, 2023, from 0.82% to 1.52% of loans primarily due to risk rating migration.
The estimate of the ACL at December 31, 2023, was informed by forecasted economic scenarios published in December 2023, a wide variety of additional economic data, information about borrower financial condition and collateral values and other relevant information. The quantitative portion of the ACL at December 31, 2023, was modeled using a weighting of baseline, downside and upside third-party economic scenarios, with the highest weighting ascribed to the baseline scenario and the lowest weighting ascribed to the upside scenario. The economic variables that were most impactful to the increase in the ACL for the year ended December 31, 2023, included assumptions about interest rates and spreads, commercial property forecasts and the forecasted trajectory of regional unemployment.
Some of the high level data points informing the scenarios used in estimating the quantitative portion of the ACL at December 31, 2023, included:
Labor market assumptions, which reflected national unemployment peaking at 4.1% in the baseline scenario and 7.7% in the downside scenario; and
Annualized growth in the corresponding portfolio.
A $6.9 million decrease for commercial lending subsidiaries primarily reflected decreasesnational GDP troughing at 1.1% in the quantitative loss factorbaseline and (3.5)% in qualitative loss factors relatedthe downside scenario.
The above unemployment and GDP growth assumptions are provided to portfolio growth trendsgive a high level overview of the nature and credit concentrations, for municipal finance receivables.
severity of the economic forecast scenarios used in estimating the ACL. Numerous additional variables and assumptions not explicitly stated, including but not limited to detailed commercial property forecasts, projected stock market volatility indices and a variety of assumptions about market interest rates and spreads also contributed to the overall impact economic conditions and the economic forecast had on the ACL estimate. Furthermore, while the variables presented above are at the national level, most of the economic variables are regionalized at the market and submarket level in the models.
For additional information about the ALLL,ACL, see Note 54 to the consolidated financial statements.

Goodwill

Goodwill consists of $59 million recorded in conjunction with the FSB Acquisition, $8 million recorded in conjunction with the acquisition of two commercial lending subsidiaries in 2010 and $10 million recorded in conjunction with the SBF acquisition in May 2015. The Company has a single reporting unit. We perform goodwill impairment testing in the third quarter of each fiscal year. As of the 2017 impairment testing date, the estimated fair value of the reporting unit substantially exceeded its carrying amount; therefore, no impairment was indicated.
Deposits
A further breakdown of deposits as of December 31, 2017 and 2016at the dates indicated is shown below:
(1) Brokered
December 31, 2023December 31, 2022
10995116303791099511630388
The Company has a diverse deposit book by industry sector. Our largest industry vertical at December 31, 2023, was the title insurance vertical, with approximately $2.5 billion in total deposits. Over 75% of title sector deposits include certain timewere in operating accounts. Approximately 61% of our total deposits were commercial or municipal deposits at December 31, 20172023.
60


The following graph presents trends in the deposit mix and 2016.cost of deposits (in millions):
1099511630939
Cost of deposits1.48%0.43%0.19%1.42%2.96%
Non-interest bearing as a % of total deposits17.6%25.5%30.5%29.2%25.8%
The events surrounding the bank closures in early 2023, as well as a higher rate environment and tight liquidity conditions leading to increased competition for deposits, contributed to the shift in deposit mix for the year ended December 31, 2023. Total deposits declined by $971 million; non-interest bearing demand deposits declined by $1.2 billion. The decline in non-interest bearing demand deposits reflected the impact of a higher rate environment on the title industry vertical as well as depositors moving their cash to higher yielding alternatives. We did not experience a material decline in non-interest bearing demand deposits immediately following the bank closures early in 2023. Non-maturity interest-bearing deposits declined by $664 million during the year ended December 31, 2023, while time deposits grew by $896 million; these shifts within interest-bearing deposit categories were in part related to the bank failures of early 2023. Deposit outflows immediately following those events were concentrated in a few larger money market relationships; our near-term deposit gathering strategy then shifted toward time deposits.

61


Consistent with industry trends, the cost of deposits increased for the year ended December 31, 2023, as depositors were seeking yield in a higher rate environment. The following graph presents trends in the spot APY of total deposits compared to the upper bound of the federal funds target range:
1099511632145
The following table presents information about the Company's insured and collateralized deposits as of December 31, 2023 (dollars in thousands):
Total deposits$26,538,478 
Estimated amount of uninsured deposits$12,360,020 
Less: collateralized deposits(3,047,517)
Less: affiliate deposits(317,858)
Adjusted uninsured deposits$8,994,645 
Estimated insured and collateralized deposits$17,543,833 
Insured and collateralized deposits to total deposits66 %
The estimated amount of uninsured deposits at December 31, 2023 and 2022, was $12.4 billion and $18.2 billion, respectively. Collateralized and affiliate deposits are included in these amounts.
Time deposit accounts with balances of $250,000 or more totaled $941 million and $730 million at December 31, 2023 and 2022, respectively. The following table shows scheduled maturities of certificates of deposit with denominations greater than or equal to $100,000uninsured time deposits as of December 31, 20172023 (in thousands):
Three months or less$332,424 
Over three through six months124,006 
Over six through twelve months383,853 
Over twelve months3,985 
$844,268 
Three months or less$1,077,250
Over three through six months868,468
Over six through twelve months1,322,385
Over twelve months791,729
 $4,059,832
SeeFor additional information about Deposits, see Note 96 to the consolidated financial statements for more information about the Company's deposits.statements.
FHLB Advances, Notes and Other
62


Borrowings
In addition to deposits, we utilize FHLB advances to fund growth in interest earning assets;as a funding source; the advances provide us with additional flexibility in managing both term and cost of funding.funding and in managing interest rate risk. FHLB advances are secured by FHLB stock, qualifying residential first mortgage and commercial real estate and home equity loans and MBS. The following table presents information about the contractual balance of outstanding FHLB advances, as of December 31, 2023 (dollars in thousands):
AmountWeighted Average Rate
Maturing in:
2024 - One month or less$4,220,000 5.47 %
2024 - Over one month895,000 5.56 %
Total contractual balance outstanding$5,115,000 
The table above reflects contractual maturities of outstanding advances and does not incorporate the impact that interest rate swaps designated as cash flow hedges have on the duration or cost of borrowings.
The table below presents information about outstanding interest rate swaps hedging the variability of interest cash flows on the FHLB advances included in the table above, as of December 31, 2023 (dollars in thousands):
Notional AmountWeighted Average Rate
Cash flow hedges maturing in:
2024$535,000 2.40 %
2025625,000 2.74 %
20261,430,000 3.50 %
Thereafter25,000 2.50 %
$2,615,000 3.08 %
See Note 10 to the consolidated financial statements and "Interest Rate Risk" below for more information about derivative instruments.
Outstanding notes payable and other borrowings consisted of the following at the dates indicated (in thousands):
December 31, 2023December 31, 2022
Senior notes:
Principal amount of 4.875% senior notes maturing on November 17, 2025$388,479 $400,000 
Unamortized discount and debt issuance costs(1,676)(2,586)
386,803 397,414 
Subordinated notes:
Principal amount of 5.125% subordinated notes maturing on June 11, 2030300,000 300,000 
Unamortized discount and debt issuance costs(4,331)(4,880)
295,669 295,120 
Total notes682,472 692,534 
Finance leases26,501 28,389 
Notes and other borrowings$708,973 $720,923 
During the year ended December 31, 2023, the Bank purchased $11.5 million of outstanding senior notes in the open market at a price of $10.6 million, an implied yield of approximately 9%.
63


Liquidity and Capital Resources
Liquidity
Liquidity involves our ability to generate adequate funds to support planned interest earning asset growth, meet deposit withdrawal and credit line usage requests in both normal operating and stressed environments, maintain reserve requirements, conduct routine operations, pay dividends, service outstanding debt and meet other contractual obligations.
BankUnited's ongoing liquidity needs have historically been met primarily by cash flows from operations, deposit growth, the investment portfolio, its amortizing loan portfolio and FHLB advances. FRB discount window borrowings, repurchase agreement capacity and a letter of credit with the FHLB provide additional sources of contingent liquidity. For the years ended December 31, 2023, 2022 and 2021, net cash provided by operating activities was $657 million, $1.3 billion, and $1.2 billion, respectively. The decline in cash flows from operating activities for the year ended December 31, 2023, was primarily related to fluctuations in the daily cash settlement of derivative positions centrally cleared through the CME, a lower volume of re-securitization of early buyout loans and the fluctuation in income taxes paid (refunded).
Available liquidity sources include cash; secured funding, such as borrowing capacity at the Federal Home Loan Bank of Atlanta and the Federal Reserve; and unencumbered securities. Additional sources of liquidity include cash flows from operations, wholesale deposits, cash flow from the Bank's amortizing securities and loan portfolios, and the sale of investment securities. Management also has the ability to exert substantial control over the rate and timing of loan production, and resultant requirements for liquidity to fund new loans.
Systemic events of March 2023 impacted liquidity in the banking system, particularly for mid-size and regional banks, including BankUnited. Immediately following those events, management took a number of prudent actions to maximize BankUnited's same day available liquidity levels and enhance liquidity management. We activated our contingency funding plan, enhanced daily and intra-day deposit monitoring and reporting, pledged additional securities and loan collateral to the FHLB and FRB, temporarily increased the amount of cash held on balance sheet and enhanced communications with funding sources, customers, counterparties and other stakeholders. While deposit flows and liquidity conditions stabilized relatively quickly, we have kept in place enhanced monitoring and reporting of liquidity levels and deposit flows and have maintained higher levels of assets pledged at the FHLB and FRB. We executed strategies to grow our retail time deposit portfolio and enhanced monitoring and management at the executive level of our treasury management deposit pipeline.
The following chart presents the components of same day available liquidity at December 31, 2023 and 2022 (in millions):
Same Day Available Liquidity
1099511633853
At December 31, 2023, the Bank had total same day available liquidity of approximately $13.6 billion, consisting of cash of $573 million, borrowing capacity at the Federal Home Loan Bank of $4.6 billion, borrowing capacity at the FRB of $7.4 billion and unencumbered securities of $1.1 billion. At December 31, 2023, the ratio of estimated insured and collateralized deposits to total deposits was 66%, up from 55% at December 31, 2022, and the ratio of available liquidity to estimated uninsured, uncollateralized deposits was 152% compared to 93% at December 31, 2022. As a commercially focused bank, due
64


to the inherent nature of commercial deposits, a significant portion of our deposits are uninsured. We have increased marketing and educational efforts around products that enable customers to obtain FDIC insurance on certain deposits exceeding the standard single depositor insurance limit, implemented single depositor concentration limits and reduced or eliminated exposure to sectors or depositors that evidenced higher volatility following the events of early 2023.
The ALM policy establishes limits or operating risk thresholds for a number of measures of liquidity which are monitored at least monthly by the ALCO and quarterly by the Board of Directors. In the current environment, many of these metrics are being monitored more frequently. Following the events of March 2023, management re-evaluated and refined these measures, and continues to evaluate further refinements as new data becomes available. Some of the measures currently used to dimension liquidity risk and manage liquidity are the ratio of available liquidity to uninsured/non-collateralized deposits, the ratio of wholesale funding to total assets, the ratio of available operational liquidity (which excludes availability at the FRB) to volatile liabilities, a liquidity stress test coverage ratio, the loan to deposit ratio, a one-year liquidity ratio a measure of available on-balance sheet liquidity, the ratio of FHLB advances to total assets, large depositor concentrations and the ratio of non-interest bearing deposits to total deposits, which is reflective of the quality and cost, rather than the quantity, of available liquidity. We also have single depositor relationship limits.
The following tables presents some of the Company's liquidity measures, where applicable, their related policy limits and operating risk thresholds at the dates indicated:
December 31, 2023Policy Limit
Available liquidity to uninsured/non-collateralized deposits152%<100%
Wholesale funding/total assets31.7%<37.5%
December 31, 2023Low or Moderate Risk Operating Threshold
Available operational liquidity/volatile liabilities1.56x≥1.30x
Liquidity stress test coverage ratio1.77x≥1.50x
FHLB advances/total assets16.8%≤20%
One year liquidity ratio1.58x≥1.00x
Loan to deposit ratio92.1%≤100%
Top 20 uninsured depositors to total deposits (excluding brokered & municipal deposits)14.1%≤15%
Non interest-bearing demand deposits/total deposits25.8%≥20%
Available on-balance sheet liquidity7.1%≥5%
Although within policy limits, wholesale funding levels currently remain elevated at December 31, 2023; a near-term strategic priority of the Company is reducing wholesale funding.
As a holding company, BankUnited, Inc. is a corporation separate and apart from its banking subsidiary, and therefore, provides for its own liquidity. BankUnited, Inc.’s main sources of funds include management fees and dividends from the Bank, access to capital markets and, to a lesser extent, its own securities portfolio. There are regulatory limitations that may affect the ability of the Bank to pay dividends to BankUnited, Inc. Management believes that such limitations will not impact our ability to meet our ongoing near-term cash obligations.
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The following table presents the Company's material contractual cash requirements for the following twelve months, as of December 31, 2023 (in thousands):
Term deposits(1)
$4,770,722 
FHLB advances(1)
5,127,959 
Notes and other borrowings(1)
37,741 
Operating lease obligations19,280 
$9,955,702 
(1)Includes interest to be paid on the outstanding contractual obligations.
At December 31, 2023, the Company had $4.7 billion in term deposits with a contractual maturity of twelve months or less. The majority of term deposits and FHLB advances and senior notes.are expected to roll over into new instruments; this amount therefore does not represent future anticipated cash requirements. Additionally, seeas discussed in Note 1215 to the consolidated financial statements, for more information about derivative instruments the Company usesBank had $257 million in outstanding commitments to manage interest rate risk relatedfund loans and $4.7 billion in unfunded commitments under existing lines of credit at December 31, 2023. Many of these commitments are expected to variability inexpire without being fully funded and, therefore, also do not necessarily represent future cash flows due to changes in interest rates.requirements.
Capital Resources
Pursuant to the FDIA, the federal banking agencies have adopted regulations setting forth a five-tier system for measuring the capital adequacy of the financial institutions they supervise. At December 31, 20172023 and 2016, BankUnited2022, the Company and the CompanyBank had capital levels that exceeded both the regulatory well-capitalized guidelines and all internal capital ratio targets. Upon adoption of ASU 2016-13 on January 1, 2020, the Company elected the option to temporarily delay the effects of CECL on regulatory capital for two years, followed by a three-year transition period. See Note 1513 to the consolidated financial statements for more information about BankUnited'sthe Company's and the Company'sBank's regulatory capital ratios and requirements.
Stockholders' equity increased to $3.0 billion at December 31, 2017, an increase of $608 million, or 25.1%, from December 31, 2016, due primarily to the retention of earnings, including the discrete income tax benefit recorded during the

fourth quarter of 2017, and to a lesser extent, the exercise of stock options resulting in proceeds of $62.1 million during the year.
Since our formation, stockholders' equity has been impacted primarily by the retention of earnings, and to a lesser extent, proceeds from the issuance of common shares and changes in unrealized gains and losses, net of taxes, on investment securities available for sale and cash flow hedges. Our rate of earnings retention is derived by dividing undistributed earnings per common share by earnings per common share. Our retention ratio was 85.0% and 60.2% for the years ended December 31, 2017 and 2016, respectively. We retain a high percentage of our earnings to support our planned growth.
In January 2018, the Board of Directors of the Company authorized a share repurchase program under which the Company may repurchase up to $150 million in shares of its outstanding common stock. Any repurchases will be made in accordance with applicable securities laws from time to time in open market or private transactions. The extent to which the Company repurchases shares, and the timing of such repurchases, will depend upon a variety of factors, including market conditions, the Company’s capital position and amount of retained earnings, regulatory requirements and other considerations. No time limit was set for the completion of the share repurchase program, and the program may be suspended or discontinued at any time.ratios.
We filed ahave an active shelf registration statement on file with the SEC in October 2015 that allows the Company to periodically offer and sell in one or more offerings, individually or in any combination, our common stock, preferred stock and other non-equity securities. The shelf registration provides us with flexibility in issuing capital instruments and enables us to more readily access the capital markets as needed to pursue future growth opportunities and to ensure continued compliance with regulatory capital requirements. Our ability to issue securities pursuant to the shelf registration is subject to market conditions.
Liquidity
Liquidity involves our ability to generate adequate funds to support planned interest earning asset growth, meet deposit withdrawal requests, maintain reserve requirements, conduct routine operations, pay dividends, service outstanding debt and meet other contractual obligations.
Primary sources of liquidity include cash flows from operations, cash generated by the repayment and resolution of covered loans, cash payments received from the FDIC pursuant to the Single Family Shared-Loss Agreement, deposit growth, the available for sale securities portfolio and FHLB advances.
For the years ended December 31, 2017, 2016 and 2015, net cash provided by operating activities was $318.6 million, $308.5 million and $219.5 million, respectively. Accretion on ACI loans, which is reflected as a non-cash reduction in net income to arrive at operating cash flows, totaled $301.8 million, $303.9 million and $295.0 million for the years ended December 31, 2017, 2016 and 2015, respectively. Accretable yield on ACI loans represents the excess of expected future cash flows over the carrying amount of the loans, and is recognized as interest income over the expected lives of the loans. Amounts recorded as accretion are realized in cash as individual loans are paid down or otherwise resolved; however, the timing of cash realization may differ from the timing of income recognition. These cash flows from the repayment or resolution of covered loans, inclusive of amounts that have been accreted through earnings over time, are recognized as cash flows from investing activities in the consolidated statements of cash flows upon receipt. Cash payments from the FDIC in the form of reimbursements of losses related to the covered loans under the Single Family Shared-Loss Agreement are also characterized as investing cash flows. Cash generated by the repayment and resolution of covered loans and reimbursements from the FDIC totaled $469.3 million, $558.5 million and $658.2 million for the years ended December 31, 2017, 2016 and 2015, respectively. Both cash generated by the repayment and resolution of covered loans and cash payments received from the FDIC have been and are expected to continue to be consistent and relatively predictable sources of liquidity until the expected termination of the Single Family Shared-Loss Agreement in 2019.
In addition to cash provided by operating activities, the repayment and resolution of covered loans and payments under the Single Family Shared-Loss Agreement from the FDIC, BankUnited’s liquidity needs, particularly liquidity to fund growth of interest earning assets, have been and continue to be met by deposit growth and FHLB advances. The investment portfolio also provides a source of liquidity.
BankUnited has access to additional liquidity through FHLB advances, other collateralized borrowings, wholesale deposits or the sale of available for sale securities. At December 31, 2017, unencumbered investment securities available for sale totaled $4.0 billion. At December 31, 2017, BankUnited had available borrowing capacity at the FHLB of $4.1 billion, unused borrowing capacity at the FRB of $770 million and unused Federal funds lines of credit totaling $70 million. Management also has the ability to exert substantial control over the rate and timing of growth of the non-covered loan portfolio, and resultant requirements for liquidity to fund loans.
Continued growth of deposits and the non-covered loan portfolio and runoff of the covered loan portfolio and FDIC indemnification asset are the most significant trends expected to impact the Bank’s liquidity in the near term.

The ALCO policy has established several measures of liquidity which are monitored monthly by the ALCO and quarterly by the Board of Directors. One primary measure of liquidity monitored by management is the 30 day total liquidity ratio, defined as (a) the sum of cash and cash equivalents, pledgeable securities and a measure of funds expected to be generated by operations over the next 30 days; divided by (b) the sum of potential deposit runoff, liabilities maturing within the 30 day time frame and a measure of funds expected to be used in operations over the next 30 days. BankUnited’s liquidity is considered acceptable if the 30 day total liquidity ratio exceeds 100%. At December 31, 2017, BankUnited’s 30 day total liquidity ratio was 173%. Management also monitors a one year liquidity ratio, defined as (a) cash and cash equivalents, pledgeable securities, unused borrowing capacity at the FHLB, and loans and non-agency securities maturing within one year; divided by (b) forecasted deposit outflows and borrowings maturing within one year. This ratio allows management to monitor liquidity over a longer time horizon. The acceptable threshold established by the ALCO for this liquidity measure is 100%. At December 31, 2017, BankUnited’s one year liquidity ratio was 154%. Additional measures of liquidity regularly monitored by the ALCO include the ratio of wholesale funding to total assets, a measure of available liquidity to volatile liabilities and the ratio of brokered deposits to total deposits. At December 31, 2017, BankUnited was within acceptable limits established by the ALCO and the Board of Directors for each of these measures.
As a holding company, BankUnited, Inc. is a corporation separate and apart from its banking subsidiary, and therefore, provides for its own liquidity. BankUnited, Inc.’s main sources of funds include management fees and dividends from the Bank, access to capital markets and, to a lesser extent, its own available for sale securities portfolio. There are regulatory limitations that affect the ability of the Bank to pay dividends to BankUnited, Inc. Management believes that such limitations will not impact our ability to meet our ongoing near-term cash obligations.
We expect that our liquidity requirements will continue to be satisfied over the next 12 months through the sources of funds described above.
Interest Rate Risk
TheA principal component of the Company’s risk of loss arising from adverse changes in the fair value of financial instruments, or market risk, is interest rate risk, including the risk that assets and liabilities with similar re-pricing characteristics may not reprice at the same time or to the same degree. A primary objective of the Company’s asset/liability management activities is to maximize net interest income, while maintaining acceptable levels of interest rate risk. The ALCO is responsible for establishing policies to limitmanage exposure to interest rate risk, and to ensure procedures are established to monitor compliance with these policies. The guidelinespolicies established by the ALCO are approved at least annually by the Board of Directors.Directors or its Risk Committee.
Management believes that the simulation of net interest income in different interest rate environments provides the most meaningful measure of interest rate risk. Income simulation analysis is designed to capture not only the potential of all assets and liabilities to mature or reprice, but also the probability that they will do so. Income simulation also attends to the relative interest rate sensitivities of these items, and projects their behavior over an extended period of time. Finally, income simulation permits management to assess the probable effects on the balance sheet not only of changes in interest rates, but also of proposed strategies for responding to them. Simulation of changes in EVE in various interest rate environments is also a meaningful measure of interest rate risk.
The income simulation model analyzes interest rate sensitivity by projecting net interest income over twelve and twenty-four month periods in a most likely rate scenario based on a consensus forward interest rate curvescurve versus net interest income in alternative rate scenarios. Simulations are generated based on both static and dynamic balance sheet assumptions. Management continually reviews and refines its interest rate risk management process in response to changes in the interest rate environment, the economic climate and economic climate.observed customer behavior. Currently, our model projectsinterest rate risk management framework is based on modeling instantaneous rate shocks to a static balance sheet, assuming that maturing instruments are replaced with like instruments at forward rates, of downplus and minus 100, plus 100, plus 200, plus 300 and plus 400 basis point parallel shifts. In lower interest rate environments, we may not model more extreme declining rate scenarios and in certain macro-environments, we may model shocks of more than 400 basis points. Our ALM policy has established limits for the plus and minus 100 and 200 basis points shock scenarios. We also model a variety of dynamic balance sheet scenarios, various yield
66


curve slopes, non-parallel shifts as well as flattening and inverted yield curve scenarios.alternative depositor behavior, beta and decay assumptions. We continually evaluate the scenarios being modeled with a view toward adapting them to changing economic conditions, expectations and trends. For example, following the events of early 2023 we modeled a variety of alternative non-maturity deposit runoff scenarios.

The Company’s ALCO policy provides that net interest income sensitivity will be considered acceptable if decreases in forecast net interest income, based on a dynamic forecasted balance sheet, in specified rate shock scenarios are within specified percentages of forecast net interest income in the most likely rate scenario over the next twelve months and in the second year. The following table illustrates the acceptable limits as defined by policy andpresents the impact on forecasted net interest income of down 100, plus 100, plus 200, plus 300 and plus 400 basis pointcompared to a "most likely" scenario, based on the consensus forward curve, in static balance sheet, parallel rate shock scenarios at December 31, 2017 and 2016:
 Down 100 Plus 100 Plus 200 Plus 300 Plus 400
Policy Limits:         
In year 1(6.0)% (6.0)% (10.0)% (14.0)% (18.0)%
In year 2(9.0)% (9.0)% (13.0)% (17.0)% (21.0)%
Model Results at December 31, 2017 - increase (decrease):         
In year 1(0.3)% (0.1)% (0.5)% (1.4)% (2.7)%
In year 2(3.5)% 1.8 % 3.2 % 4.3 % 4.8 %
Model Results at December 31, 2016 - increase (decrease) (1):
         
In year 1(2.0)% 1.5 % 2.8 % 3.4 %  
In year 2(3.7)% 2.6 % 4.6 % 6.6 %  
          
(1)Calculations not performed for a 400 basis point rate shock scenario at December 31, 2016
Management also simulates changes in EVE in various interest rate environments. The ALCO policy has established parameters of acceptable risk that are defined in terms of the percentage change in EVE from a base scenario under six rate scenarios, derived by implementing immediate parallel movements of plus and minus 100 200, 300 and 400 basis points from current rates. We did not simulate decreases in interest rates greater than 100200 basis points at December 31, 2017 due2023 and 2022:
Down 200Down 100Plus 100Plus 200
Policy Limits:
In year 1(12)%(8)%(8)%(12)%
In year 2(15)%(11)%(11)%(15)%
Model Results at December 31, 2023 - increase (decrease)
In year 1(4.7)%(1.6)%1.0 %2.1 %
In year 2(6.0)%(2.3)%1.5 %2.0 %
Model Results at December 31, 2022 - increase (decrease)
In year 1(5.1)%(1.7)%0.1 %(0.6)%
In year 2(8.4)%(3.5)%1.8 %2.3 %
The following table illustrates the modeled change in EVE in the indicated scenarios at December 31, 2023 and 2022:
Down 200Down 100Plus 100Plus 200
Policy Limits(20.0)%(10.0)%(10.0)%(20.0)%
Model Results at December 31, 2023 - increase (decrease):15.2 %9.5 %(8.8)%(17.4)%
Model Results at December 31, 2022 - increase (decrease):4.5 %3.8 %(5.5)%(11.3)%
All of the modeled results at December 31, 2023, are within ALM policy limits. Modeled results at December 31, 2023, may not be fully comparable to modeled results at December 31, 2022. While changes in modeled results do reflect shifts in balance sheet composition, they also incorporate changes made to assumptions about depositor behavior, in response to the current low rate environment. The parameters established by the ALCO stipulate that the modeled decline in EVE is considered acceptable if the decline is less than 9%, 18%, 27%liquidity events of March and 36% in plus or minus 100, 200, 300 and 400 basis point scenarios, respectively. As of December 31, 2017, our simulation for the Bank indicated percentage changes from base EVE of 1.9%, (3.8)%, (8.0)%, (12.4)% and (16.9)% in down 100, plus 100, plus 200, plus 300 and plus 400 basis point scenarios, respectively.
These measures fall within an acceptable level of interest rate risk per the policies established by the ALCO and the Board of Directors. In the event the models indicate an unacceptable level of risk, the Company could undertake a number of actions that would reduce this risk, including the sale or re-positioning of a portion of its available for sale investment portfolio, restructuring of borrowings, or the use of derivatives such as interest rate swaps and caps.April.
Many assumptions were used by the Company to calculate the impact of changes in interest rates on forecasted net interest income and EVE, including the change in rates. Actual results may not be similar to the Company’s projections due to several factors including the timing and frequency of rate changes, market conditions, unanticipated changes in depositor behavior and loan prepayment speeds and the shape of the yield curve. Actual results may also differ due to the Company’s actions, if any, in response to changing rates and conditions.conditions or changes in balance sheet composition.
As a result of the liquidity events of early 2023, we performed a comprehensive updated deposit decay and beta study and revised our standard decay and beta assumptions accordingly. Along with this exercise, we benchmarked our weighted average life and beta assumptions against information provided in the OCC's Fall 2023 Publication of Interest Rate Risk Statistics. Generally, our assumptions were conservative when compared to peer medians, as we would expect given the commercial nature and relative immaturity of our deposit base. We regularly run sensitivity analysis on our beta and decay assumptions and back-test all of the significant assumptions underlying our ALM modeling.
Following the completion of the recent deposit study, we are modeling average betas of 50% for interest bearing checking and 69% for money market deposits. We are modeling weighted average lives of 5.2 years for non-interest bearing checking, 4.1 years for interest-bearing checking and 4.0 years for money market deposits.
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Derivative Financial Instruments and Hedging Activities
Management continually evaluates a variety of hedging strategies that are available to manage interest rate risk. In the current environment, we continue to evaluate potential hedging strategies to mitigate risk from a period of rapid or extreme declines in rates.
Interest rate swapsderivatives designated as cash flow or fair value hedging instruments are one of the tools we use to manage interest rate risk. These derivative instruments are used to mitigate exposure to changes in interest ratescash flows on variable rate borrowings suchliabilities and to changes in the fair value of fixed rate financial instruments, in each case caused by fluctuations in benchmark interest rates, as FHLB advances andwell as to manage duration of liabilities. These
The following table provides information about the Company's derivatives designated as hedging instruments as of December 31, 2023 (dollars in thousands):
Weighted
Average Pay Rate / Strike Price
Weighted
Average Receive Rate / Strike Price
Weighted
Average
Remaining
Life in Years
  Notional Amount
 Hedged Item
Derivatives designated as cash flow hedges:
Pay-fixed interest rate swapsVariability of interest cash flows on variable rate borrowings$2,615,000 3.08%Daily SOFR1.9
Pay-fixed interest rate swapsVariability of interest cash flows on variable rate liabilities400,000 1.22%Fed Funds Effective Rate0.7
Pay-variable interest rate swapsVariability of interest cash flows on variable rate loans200,000 Term SOFR3.72%2.3
Interest rate caps purchased, indexed to Fed Funds effective rateVariability of interest cash flows on variable rate liabilities200,000 0.88%1.5
Interest rate collar, indexed to 1-month SOFR(1)
Variability of interest cash flows on variable rate loans125,000 5.58%1.50%2.7
Derivatives designated as fair value hedges:
Pay-fixed interest rate swapsVariability of fair value of fixed rate loans100,000 1.94%Daily SOFR0.6
  $3,640,000 
(1)The interest rate swaps are designated as cash flow hedging instruments. The fair valuecollar consists of these instruments is included in other assets and other liabilities in our consolidated balance sheets and changes in fair value are reported in accumulated other comprehensive income. At December 31, 2017, outstandinga combination of zero-premium interest rate swaps designated as cash flow hedges had an aggregate notionaloptions. The Company sold a pay-variable cap with a strike price of 5.58%; sold a 0% floor; and purchased a receive-variable floor with a strike price of 1.50%.
In addition to derivative instruments, the Company has issued callable CDs to hedge interest rate risk in a falling rate environment; the amount of $2.0 billion. The aggregate fair value of interest rate swaps designated as cash flow hedges included in other assets was $2.4 million.
Interest rate swaps and caps not designated as cash flow hedges had an aggregate notional amount of $2.3 billionsuch instruments outstanding at December 31, 2017.2023, was $711 million. The aggregate fair valueshort duration of theseour AFS investment portfolio (1.96 at December 31, 2023) also provides a natural offset from an interest rate swaps and caps included in other assets was $25.3 million andrisk perspective to the aggregate fair value included in other liabilities was $25.4 million. These interest rate swaps and caps were entered into as accommodations to certainlonger duration of our commercial borrowers.the residential mortgage portfolio.
See Note 1210 to the consolidated financial statements for additional information about derivative financial instruments.

Off-Balance Sheet Arrangements
We routinely enter into commitments to extend credit to our customers, including commitments to fund loans or lines of
credit and commercial and standby letters of credit. The credit risk associated with these commitments is essentially the same as
that involved in extending loans to customers and they are subject to our normal credit policies and approval processes. While
these commitments represent contractual cash requirements, a significant portion of commitments to extend credit may expire without being drawn upon.
For more information on commitments, see Note 17 to the consolidated financial statements.
Contractual ObligationsLIBOR Transition
The following table contains supplemental information regarding our significant outstanding contractual obligations, including interestFCA, which regulated USD LIBOR, discontinued the one-week and two-month LIBOR tenors effective December 31, 2021 and remaining tenors were discontinued effective June 30, 2023. The Company executed a comprehensive roadmap to be paid on FHLB advances, long-term borrowings and time deposits,amend the terms of LIBOR-based financial instruments, generally replacing LIBOR with SOFR as the preferred alternative reference rate. As of December 31, 2017 (in thousands):2023, all LIBOR-based instruments have been converted to an alternative reference rate, generally SOFR, based on their contractual provisions.
68
 Total 
Less than
1 year
 1 - 3 years 3 - 5 years 
More than
5 years
FHLB advances$4,795,108
 $4,566,103
 $229,005
 $
 $
4.875% Senior notes due 2025556,000
 19,500
 39,000
 39,000
 458,500
Operating lease obligations136,675
 22,340
 38,670
 27,482
 48,183
Time deposits6,409,089
 5,282,298
 995,667
 131,034
 90
Capital lease obligations14,607
 1,799
 3,813
 4,046
 4,949
 $11,911,479
 $9,892,040
 $1,306,155
 $201,562
 $511,722


Non-GAAP Financial Measures
Tangible book value per common share and tangible common equity to assets ratio areis a non-GAAP financial measures.measure. Management believes these measures arethis measure is relevant to understanding the capital position and performance of the Company. Disclosure of thesethis non-GAAP financial measuresmeasure also provideprovides a meaningful basebasis for comparabilitycomparison to other financial institutions.institutions as it is a metric commonly used in the banking industry. The following table reconciles the non-GAAP financial measurementsmeasurement of tangible book value per common share and tangible common equity to assets ratio to theirthe comparable GAAP financial measurementsmeasurement of book value per common share and equity to assets ratio, respectively, at December 31 of the yearsdates indicated (in thousands, except share and per share data):
December 31, 2023December 31, 2022
Total stockholders’ equity$2,577,921 $2,435,981 
Less: goodwill and other intangible assets77,637 77,637 
Tangible stockholders’ equity$2,500,284 $2,358,344 
 
Common shares issued and outstanding74,372,505 75,674,587 
 
Book value per common share$34.66 $32.19 
 
Tangible book value per common share$33.62 $31.16 
69
 2017 2016 2015 2014 2013
Total stockholders' equity$3,026,062
 $2,418,429
 $2,243,898
 $2,052,534
 $1,928,698
Less: goodwill and other intangible assets77,796
 78,047
 78,330
 68,414
 69,067
Tangible stockholders’ equity$2,948,266
 $2,340,382
 $2,165,568
 $1,984,120
 $1,859,631
          
Common shares issued and outstanding106,848,185
 104,166,945
 103,626,255
 101,656,702
 101,013,014
          
Book value per common share$28.32
 $23.22
 $21.65
 $20.19
 $19.09
          
Tangible book value per common share$27.59
 $22.47
 $20.90
 $19.52
 $18.41
          
Total assets$30,346,986
 $27,880,151
 $23,883,467
 $19,210,529
 $15,046,649
          
Equity to assets ratio9.97% 8.67% 9.40% 10.68% 12.82%
          
Tangible common equity to assets ratio9.72% 8.39% 9.07% 10.33% 12.36%

Net income, earnings per diluted common share, return on average stockholders' equity and return on average assets, in each case excluding the impact of a discrete income tax benefit and related professional fees are non-GAAP financial measures. Management believes disclosure of these measures enhances readers' ability to compare the Company's financial performance for the current period to that of other periods presented. The following table reconciles these non-GAAP financial measurements to the comparable GAAP financial measurements of net income, earnings per diluted common share, return on average stockholders' equity and return on average assets for the years ended December 31, 2017 and 2015 (in thousands except share and per share data): 


  Year Ended 
 December 31, 2017
 Year Ended 
 December 31, 2015
Net income excluding the impact of a discrete income tax benefit and related professional fees:    
Net income (GAAP) $614,273
 $251,660
Less discrete income tax benefit (327,945) (49,323)
Add back related professional fees (net of tax of $1,802 and $524) 4,995
 801
Net income excluding the impact of a discrete income tax benefit and related professional fees (non-GAAP) $291,323
 $203,138
     
Diluted earnings per common share, excluding the impact of a discrete income tax benefit and related professional fees:    
Diluted earnings per common share (GAAP) $5.58
 $2.35
Less impact on diluted earnings per common share of discrete income tax benefit and related professional fees, before allocation to participating securities (non-GAAP) (3.05) (0.47)
Less impact on diluted earnings per common share of discrete income tax benefit and related professional fees allocated to participating securities (non-GAAP) 0.12
 0.02
Diluted earnings per common share, excluding the impact of a discrete income tax benefit and related professional fees (non-GAAP) $2.65
 $1.90
     
Impact on diluted earnings per common share of discrete income tax benefit and related professional fees, before allocation to participating securities:    
Discrete income tax benefit and related professional fees, net of tax $322,950
 $48,522
Weighted average shares for diluted earnings per share (GAAP) 105,857,487
 102,972,150
Impact on diluted earnings per common share of discrete income tax benefit and related professional fees, before allocation to participating securities (non-GAAP) $3.05
 $0.47
     
Impact on diluted earnings per common share of discrete income tax benefit and related professional fees allocated to participating securities:    
Discrete income tax benefit and related professional fees, net of tax, allocated to participating securities $(12,424) $(1,881)
Weighted average shares for diluted earnings per share (GAAP) 105,857,487
 102,972,150
Impact on diluted earnings per common share of discrete income tax benefit and related professional fees allocated to participating securities (non-GAAP) $(0.12) $(0.02)



  Year Ended 
 December 31, 2017
Return on average assets, excluding the impact of a discrete income tax benefit and related professional fees:  
Return on average assets (GAAP) 2.13 %
Less impact on return on average assets of discrete income tax benefit and related professional fees (non-GAAP) (1.12)%
Return on average assets, excluding the impact of a discrete income tax benefit and related professional fees (non-GAAP) 1.01 %
   
Impact on return on average assets of discrete income tax benefit and related professional fees:  
Discrete income tax benefit and related professional fees, net of tax $322,950
Average assets 28,825,394
Impact on return on average assets of discrete income tax benefit and related professional fees (non-GAAP) 1.12 %
   
Return on average stockholders' equity, excluding the impact of a discrete income tax benefit and related professional fees:  
Return on stockholders' equity (GAAP) 23.36 %
Less impact on return on stockholders' equity of discrete income tax benefit and related professional fees (non-GAAP) (12.28)%
Return on stockholders' equity, excluding the impact of a discrete income tax benefit and related professional fees (non-GAAP) 11.08 %
   
Impact on return on average stockholders' equity of discrete income tax benefit and related professional fees:  
Discrete income tax benefit and related professional fees, net of tax $322,950
Average stockholders' equity 2,629,372
Impact on return on average stockholders' equity of discrete income tax benefit and related professional fees (non-GAAP) 12.28 %
The effective tax rate excluding the impact of the discrete income tax benefit and the impact of the change in the federal statutory rate on existing deferred tax assets and liabilities is a non-GAAP financial measure. Management believes disclosure of this measure enhances readers' ability to compare the Company's financial performance for the current period to that of other periods presented. The following table reconciles this non-GAAP financial measurement to the comparable GAAP financial measurement of the effective tax rate for the years ended December 31, 2017 and 2015 (dollars in thousands):
  Year Ended 
 December 31, 2017
 Year Ended 
 December 31, 2015
Effective income tax rate, excluding the impact of a discrete income tax benefit and impact of enactment of the Tax Cuts and Jobs Act of 2017:    
Effective income tax rate (GAAP) (51.9)% 15.2 %
Less impact on effective income tax rate of discrete income tax benefit and enactment of the Tax Cuts and Jobs Act of 2017 (non-GAAP) 82.0 % 16.6 %
Effective income tax rate, excluding the impact of a discrete income tax benefit and enactment of the Tax Cuts and Jobs Act of 2017 (non-GAAP) 30.1 % 31.8 %
     
Impact on effective income tax rate of discrete income tax benefit and enactment of the Tax Cuts and Jobs Act of 2017 (non-GAAP):    
Discrete income tax benefit $(327,945) $(49,323)
Tax benefit recognized from enactment of the Tax Cuts and Jobs Act of 2017 (3,744) 
  $(331,689) $(49,323)
Income before income taxes (GAAP) 404,461
 296,893
Impact on effective income tax rate of discrete income tax benefit and enactment of the Tax Cuts and Jobs Act of 2017 (non-GAAP) (82.0)% (16.6)%



Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
See the section entitled “Interest Rate Risk” included in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Item 8.  Financial Statements and Supplementary Data
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
BankUnited, Inc. Consolidated Financial Statements for the Years ended December 31, 2017, 20162023, 2022 and 20152021
Reports of Independent Registered Public Accounting Firm (Deloitte and Touche LLP, Miami, FL. Auditor Firm ID: 34)



70


MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in the Securities Exchange Act of 1934 Rule 13a-15(f). The Company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.
Internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements prepared for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Under the supervision and with the participation of management, including the Company's principal executive officer and principal financial officer, the Company conducted an evaluation of the effectiveness of the Company's internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on the Company's evaluation under the framework in Internal Control—Integrated Framework, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2017.2023.
The effectiveness of the Company's internal control over financial reporting as of December 31, 20172023, has been audited by KPMGDeloitte and Touche LLP, an independent registered public accounting firm, as stated in their report which is included herein.



71


Report of Independent Registered Public Accounting Firm


To the stockholders and boardBoard of directors
Directors of BankUnited, Inc.:


Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of BankUnited, Inc. and subsidiaries (the "Company") as of December 31, 20172023 and 2016,2022, the related consolidated statements of income, comprehensive income, cash flows, and stockholders’stockholders' equity for each of the three years in the three‑year period ended December 31, 2017,2023, and the related notes (collectively referred to as the "consolidated financial"financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172023 and 2016,2022, and the results of its operations and its cash flows for each of the three years in the three-year period ended December 31, 2017,2023, in conformity with U.S.accounting principles generally accepted accounting principles.in the United States of America.
We have also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB), the Company’sCompany's internal control over financial reporting as of December 31, 2017,2023, based on criteria established in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 28, 201820, 2024, expressed an unqualified opinion on the effectiveness of the Company’sCompany's internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidatedthe Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Allowance for Credit Losses — Refer to Notes 1 and 4 to the financial statements
The allowance for credit losses (“ACL”) is management's estimate of the current amount of expected credit losses over the life of the loan portfolio, or the amount of amortized cost basis not expected to be collected, at the balance sheet date. Determining the amount of the ACL is complex and requires extensive judgment by management about matters that are inherently subjective and uncertain. The measurement of expected credit losses encompasses information about historical events, current conditions and reasonable and supportable economic forecasts. Factors that may be considered in determining the amount of the ACL include but are not limited to, product or collateral type, industry, geography, internal risk rating, credit characteristics such as credit scores or collateral values, delinquency rates, historical or expected credit loss patterns and other quantitative and qualitative factors considered to have an impact on the adequacy of the ACL and the ability of borrowers to repay their loans. The adequacy of the ACL is also dependent on the effectiveness of the underlying models used in determining the estimate.
Expected credit losses are estimated over the contractual terms of the loans using econometric models, adjusted for expected prepayments. The models employ a factor-based methodology, leveraging data sets containing extensive historical loss and recovery information by industry, geography, product type, collateral type and obligor characteristics, to estimate probability of default (“PD”) and loss given default (“LGD”). Projected PDs and LGDs, determined based on pool level characteristics, are applied to estimated exposure at default. Measures of PD incorporate current conditions through market cycle or credit cycle
72


adjustments. PDs and LGDs are then conditioned on the reasonable and supportable economic forecast. For criticized or classified loans, PDs are adjusted to benchmark PDs established for each risk rating if the most current financial information available is deemed not to be reflective of the borrowers' current financial condition. For non-accrual or doubtful rated distressed loans above a certain threshold, an individual assessment is performed to determine expected credit losses.
Given the complex nature of estimating the ACL, performing audit procedures to evaluate whether the ACL was appropriately recorded as of December 31, 2023 required a high degree of auditor judgment and an increased extent of effort.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures to test the ACL for the loan portfolio included the following, among others:
We tested the effectiveness of controls over the ACL including management’s controls over data transfers into and out of the models, final quantitative model results, and application of any qualitative adjustments.
We tested the completeness and accuracy of the data used in the models.
We evaluated the reasonableness of the qualitative adjustments within the ACL estimate.
We evaluated a sample of non-pass loans by assessing the factors utilized during the Bank’s assessment of the reserves associated with the loans, assessed the appropriateness of risk ratings, and evaluated the financial performance of the borrowers as well as the associated collateral, and the timeliness of the associated reserve.

/s/KPMG Deloitte & Touche LLP


Miami, Florida
February 20, 2024
We have served as the Company's auditor since 2009.2021.
Miami, Florida
73
February 28, 2018

Certified Public Accountants



Report of Independent Registered Public Accounting Firm



To the stockholders and boardthe Board of directors
Directors of BankUnited, Inc.:




Opinion on Internal Control Overover Financial Reporting

We have audited BankUnited, Inc.'s and subsidiaries’ (the "Company")the internal control over financial reporting of BankUnited Inc. and subsidiaries (the “Company”) as of December 31, 2017,2023, based on criteria established in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.COSO.


We have also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheetsfinancial statements as of and for the year ended December 31, 2023, of the Company as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, cash flows, and stockholders’ equity for each of the years in the three‑year period ended December 31, 2017, and the related notes (collectively, the "consolidated financial statements"), and our report dated February 28, 201820, 2024, expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company'sCompany’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management'sManagement’s Report on Internal Control overOver Financial Reporting. Our responsibility is to express an opinion on the Company'sCompany’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also includedrisk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Overover Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/KPMGDeloitte & Touche LLP
Miami, Florida
February 28, 201820, 2024
Certified Public Accountants
74






BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
 December 31,
2017
 December 31,
2016
ASSETS 
  
Cash and due from banks: 
  
Non-interest bearing$35,246
 $40,260
Interest bearing159,336
 408,053
Cash and cash equivalents194,582
 448,313
Investment securities available for sale, at fair value6,680,832
 6,073,584
Investment securities held to maturity10,000
 10,000
Non-marketable equity securities265,989
 284,272
Loans held for sale34,097
 41,198
Loans (including covered loans of $503,118 and $614,042)21,416,504
 19,395,394
Allowance for loan and lease losses(144,795) (152,953)
Loans, net21,271,709
 19,242,441
FDIC indemnification asset295,635
 515,933
Bank owned life insurance252,462
 239,736
Equipment under operating lease, net599,502
 539,914
Goodwill and other intangible assets77,796
 78,047
Other assets664,382
 406,713
Total assets$30,346,986
 $27,880,151
    
LIABILITIES AND STOCKHOLDERS’ EQUITY 
  
Liabilities: 
  
Demand deposits: 
  
Non-interest bearing$3,162,032
 $2,960,591
Interest bearing1,666,581
 1,523,064
Savings and money market10,715,024
 9,251,593
Time6,334,842
 5,755,642
Total deposits21,878,479
 19,490,890
Federal Home Loan Bank advances4,771,000
 5,239,348
Notes and other borrowings402,830
 402,809
Other liabilities268,615
 328,675
Total liabilities27,320,924
 25,461,722
    
Commitments and contingencies

 

    
Stockholders' equity: 
  
Common stock, par value $0.01 per share, 400,000,000 shares authorized; 106,848,185 and 104,166,945 shares issued and outstanding1,068
 1,042
Paid-in capital1,498,227
 1,426,459
Retained earnings1,471,781
 949,681
Accumulated other comprehensive income54,986
 41,247
Total stockholders' equity3,026,062
 2,418,429
Total liabilities and stockholders' equity$30,346,986
 $27,880,151

December 31,
2023
December 31,
2022
ASSETS  
Cash and due from banks:  
Non-interest bearing$14,945 $16,068 
Interest bearing573,338 556,579 
Cash and cash equivalents588,283 572,647 
Investment securities (including securities reported at fair value of $8,867,354 and $9,745,327)8,877,354 9,755,327 
Non-marketable equity securities310,084 294,172 
Loans24,633,684 24,885,988 
Allowance for credit losses(202,689)(147,946)
Loans, net24,430,995 24,738,042 
Bank owned life insurance318,459 308,212 
Operating lease equipment, net371,909 539,799 
Goodwill77,637 77,637 
Other assets786,886 740,876 
Total assets$35,761,607 $37,026,712 
LIABILITIES AND STOCKHOLDERS’ EQUITY  
Liabilities:  
Demand deposits:  
Non-interest bearing$6,835,236 $8,037,848 
Interest bearing3,403,539 2,142,067 
Savings and money market11,135,708 13,061,341 
Time5,163,995 4,268,078 
Total deposits26,538,478 27,509,334 
Federal funds purchased— 190,000 
FHLB advances5,115,000 5,420,000 
Notes and other borrowings708,973 720,923 
Other liabilities821,235 750,474 
Total liabilities33,183,686 34,590,731 
Commitments and contingencies
Stockholders' equity:  
Common stock, par value $0.01 per share, 400,000,000 shares authorized; 74,372,505 and 75,674,587 shares issued and outstanding744 757 
Paid-in capital283,642 321,729 
Retained earnings2,650,956 2,551,400 
Accumulated other comprehensive loss(357,421)(437,905)
Total stockholders' equity2,577,921 2,435,981 
Total liabilities and stockholders' equity$35,761,607 $37,026,712 






BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
 Years Ended December 31,
 202320222021
Interest income:  
Loans$1,318,217 $934,642 $800,819 
Investment securities488,212 280,100 152,619 
Other51,152 15,709 6,010 
Total interest income1,857,581 1,230,451 959,448 
Interest expense:
Deposits660,305 179,972 67,596 
Borrowings323,472 137,519 96,164 
Total interest expense983,777 317,491 163,760 
Net interest income before provision for credit losses873,804 912,960 795,688 
Provision for (recovery of) credit losses87,607 75,154 (67,119)
Net interest income after provision for credit losses786,197 837,806 862,807 
Non-interest income:
Deposit service charges and fees21,682 23,402 21,685 
Gain (loss) on sale of loans, net(3,711)(2,570)24,394 
Gain (loss) on investment securities, net(10,052)(15,805)6,446 
Lease financing45,882 54,111 53,263 
Other non-interest income33,037 18,498 28,365 
Total non-interest income86,838 77,636 134,153 
Non-interest expense:
Employee compensation and benefits280,744 265,548 243,532 
Occupancy and equipment43,345 45,400 47,944 
Deposit insurance expense66,747 17,999 18,695 
Professional fees14,184 11,730 14,386 
Technology79,984 77,103 67,500 
Discontinuance of cash flow hedges— — 44,833 
Depreciation and impairment of operating lease equipment44,446 50,388 53,764 
Other non-interest expense106,501 72,142 56,921 
Total non-interest expense635,951 540,310 547,575 
Income before income taxes237,084 375,132 449,385 
Provision for income taxes58,413 90,161 34,401 
Net income$178,671 $284,971 $414,984 
Earnings per common share, basic$2.39 $3.55 $4.52 
Earnings per common share, diluted$2.38 $3.54 $4.52 
76
The accompanying notes are an integral part of these consolidated financial statements
 Years Ended December 31,
 2017 2016 2015
Interest income: 
  
  
Loans$1,001,862
 $896,154
 $753,901
Investment securities188,307
 150,859
 116,817
Other14,292
 12,204
 10,098
Total interest income1,204,461
 1,059,217
 880,816
Interest expense:     
Deposits170,933
 119,773
 91,151
Borrowings83,256
 69,059
 44,013
Total interest expense254,189
 188,832
 135,164
Net interest income before provision for loan losses950,272
 870,385
 745,652
Provision for (recovery of) loan losses (including $1,358, $(1,681) and $2,251 for covered loans)68,747
 50,911
 44,311
Net interest income after provision for loan losses881,525
 819,474
 701,341
Non-interest income:     
Income from resolution of covered assets, net27,450
 36,155
 50,658
Net loss on FDIC indemnification(22,220) (17,759) (65,942)
Service charges and fees20,864
 19,463
 17,876
Gain (loss) on sale of loans, net (including $17,406, $(14,470) and $34,929 related to covered loans)27,589
 (4,406) 40,633
Gain on investment securities available for sale, net33,466
 14,461
 8,480
Lease financing53,837
 44,738
 35,641
Other non-interest income16,918
 13,765
 14,878
Total non-interest income157,904
 106,417
 102,224
Non-interest expense:     
Employee compensation and benefits237,824
 223,011
 210,104
Occupancy and equipment75,386
 76,003
 76,024
Amortization of FDIC indemnification asset176,466
 160,091
 109,411
Deposit insurance expense22,011
 17,806
 14,257
Professional fees23,676
 14,249
 14,185
Telecommunications and data processing13,966
 14,343
 13,613
Depreciation of equipment under operating lease35,015
 31,580
 18,369
Other non-interest expense50,624
 53,364
 50,709
Total non-interest expense634,968
 590,447
 506,672
Income before income taxes404,461
 335,444
 296,893
Provision (benefit) for income taxes(209,812) 109,703
 45,233
Net income$614,273
 $225,741
 $251,660
Earnings per common share, basic (see Note 2)$5.60
 $2.11
 $2.37
Earnings per common share, diluted (see Note 2)$5.58
 $2.09
 $2.35
Cash dividends declared per common share$0.84
 $0.84
 $0.84






BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
Years Ended December 31,
 202320222021
Net income$178,671 $284,971 $414,984 
Other comprehensive income (loss), net of tax: 
Unrealized gains (losses) on investment securities available for sale: 
Net unrealized holding gain (loss) arising during the period104,508 (498,864)(54,228)
Reclassification adjustment for net securities gains realized in income(1,343)(2,906)(6,712)
Net change in unrealized gains (losses) on securities available for sale103,165 (501,770)(60,940)
Unrealized gains (losses) on derivative instruments:
Net unrealized holding gains arising during the period25,966 79,871 22,207 
Reclassification adjustment for net (gains) losses realized in income(48,647)(66)38,545 
Reclassification adjustment for discontinuance of cash flow hedges— — 33,400 
Net change in unrealized gains (losses) on derivative instruments(22,681)79,805 94,152 
Other comprehensive income (loss)80,484 (421,965)33,212 
Comprehensive income (loss)$259,155 $(136,994)$448,196 

77
The accompanying notes are an integral part of these consolidated financial statements
 Years Ended December 31,
 2017 2016 2015
      
Net income$614,273
 $225,741
 $251,660
Other comprehensive income (loss), net of tax:   
  
Unrealized gains on investment securities available for sale:   
  
Net unrealized holding gain (loss) arising during the period29,724
 14,271
 (21,657)
Reclassification adjustment for net securities gains realized in income(20,247) (8,749) (5,130)
Net change in unrealized gains on securities available for sale9,477
 5,522
 (26,787)
Unrealized losses on derivative instruments:   
  
Net unrealized holding gain (loss) arising during the period(1,559) 3,766
 (13,403)
Reclassification adjustment for net losses realized in income5,821
 9,777
 16,020
Net change in unrealized losses on derivative instruments4,262
 13,543
 2,617
Other comprehensive income (loss)13,739
 19,065
 (24,170)
Comprehensive income$628,012
 $244,806
 $227,490





BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

 Years Ended December 31,
 2017 2016 2015
Cash flows from operating activities: 
  
  
Net income$614,273
 $225,741
 $251,660
Adjustments to reconcile net income to net cash provided by operating activities:     
Amortization and accretion, net(95,145) (113,979) (164,376)
Provision for loan losses68,747
 50,911
 44,311
Income from resolution of covered assets, net(27,450) (36,155) (50,658)
Net loss on FDIC indemnification22,220
 17,759
 65,942
(Gain) loss on sale of loans, net(27,589) 4,406
 (40,633)
Income from bank owned life insurance(5,508) (3,469) (3,102)
Gain on investment securities available for sale, net(33,466) (14,461) (8,480)
Equity based compensation22,692
 18,032
 16,027
Depreciation and amortization61,552
 56,444
 43,390
Deferred income taxes57,801
 30,189
 29,471
Proceeds from sale of loans held for sale158,621
 163,088
 169,139
Loans originated for sale, net of repayments(142,682) (148,195) (130,819)
Other:     
(Increase) decrease in other assets(314,121) 24,840
 (34,315)
Increase (decrease) in other liabilities(41,319) 33,359
 31,922
Net cash provided by operating activities318,626
 308,510
 219,479
      
Cash flows from investing activities: 
  
  
Net cash paid in business combination
 
 (277,553)
Purchase of investment securities available for sale(3,131,798) (3,058,106) (2,093,508)
Proceeds from repayments and calls of investment securities available for sale1,260,444
 724,666
 537,992
Proceeds from sale of investment securities available for sale1,287,591
 1,127,983
 1,114,020
Purchase of non-marketable equity securities(248,405) (255,100) (141,599)
Proceeds from redemption of non-marketable equity securities266,688
 190,825
 113,276
Purchases of loans(1,300,996) (1,266,097) (787,834)
Loan originations, repayments and resolutions, net(672,338) (1,394,916) (3,128,701)
Proceeds from sale of loans, net196,413
 171,367
 207,425
Decrease in FDIC indemnification asset for claims filed21,589
 46,083
 59,139
Acquisition of equipment under operating lease, net(94,603) (87,976) (187,329)
Other investing activities(37,161) (24,960) (24,020)
Net cash used in investing activities(2,452,576) (3,826,231) (4,608,692)
     (Continued)
 Years Ended December 31,
 202320222021
Cash flows from operating activities:  
Net income$178,671 $284,971 $414,984 
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization and accretion, net(13,309)(7,978)(21,205)
Provision for (recovery of) credit losses87,607 75,154 (67,119)
(Gain) loss on sale of loans, net3,711 2,570 (24,394)
(Gain) loss on investment securities, net10,052 15,805 (6,446)
Share based compensation19,628 20,940 15,891 
Depreciation and amortization74,060 77,623 78,500 
Deferred income taxes(46,832)1,437 (9,015)
Proceeds from sale of loans held for sale, net317,663 423,893 807,097 
Other:
(Increase) decrease in other assets(65,003)230,382 (148,806)
Increase in other liabilities91,248 169,024 180,688 
Net cash provided by operating activities657,496 1,293,821 1,220,175 
Cash flows from investing activities:  
Purchases of investment securities(405,480)(2,974,352)(5,835,143)
Proceeds from repayments and calls of investment securities1,036,517 1,784,484 2,586,385 
Proceeds from sale of investment securities371,777 798,205 2,286,600 
Purchases of non-marketable equity securities(544,887)(471,763)(62,137)
Proceeds from redemption of non-marketable equity securities528,975 313,450 122,143 
Purchases of loans(493,291)(2,283,134)(4,843,231)
Loan originations and repayments, net377,863 613,767 3,856,932 
Proceeds from sale of loans, net38,765 88,103 305,929 
Disposition (acquisition) of operating lease equipment, net100,328 52,240 (31,419)
Other investing activities(29,993)(41,400)(23,964)
Net cash provided by (used in) investing activities980,574 (2,120,400)(1,637,905)
(Continued)

78
The accompanying notes are an integral part of these consolidated financial statements



BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(In thousands)



Years Ended December 31,
202320222021
Years Ended December 31,
2017 2016 2,015
Cash flows from financing activities: 
  
  
Net increase in deposits2,387,589
 2,552,389
 3,426,755
Additions to Federal Home Loan Bank advances4,916,000
 4,025,000
 3,180,000
Repayments of Federal Home Loan Bank advances(5,385,000) (2,795,000) (2,480,350)
Proceeds from issuance of notes, net
 
 392,252
Cash flows from financing activities:
Cash flows from financing activities:
Net increase (decrease) in deposits
Net increase (decrease) in deposits
Net increase (decrease) in deposits
Net increase (decrease) in federal funds purchased
Additions to FHLB borrowings
Repayments of FHLB borrowings
Dividends paid(91,628) (89,824) (88,981)
Exercise of stock options62,095
 791
 35,647
Dividends paid
Dividends paid
Repurchase of common stock
Repurchase of common stock
Repurchase of common stock
Other financing activities(8,837) 5,178
 3,873
Net cash provided by financing activities1,880,219
 3,698,534
 4,469,196
Net cash provided by (used in) financing activities
Net increase (decrease) in cash and cash equivalents(253,731) 180,813
 79,983
Cash and cash equivalents, beginning of period448,313
 267,500
 187,517
Cash and cash equivalents, end of period$194,582
 $448,313
 $267,500
     
Supplemental disclosure of cash flow information:     
Supplemental disclosure of cash flow information:
Supplemental disclosure of cash flow information:
Interest paid$247,548
 $186,525
 $130,963
Income taxes paid, net$69,231
 $16,464
 $29,346
Interest paid
Interest paid
Income taxes paid (refunded), net
     
Supplemental schedule of non-cash investing and financing activities:     
Transfers from loans to other real estate owned and other repossessed assets$13,313
 $17,045
 $17,541
Supplemental schedule of non-cash investing and financing activities:
Supplemental schedule of non-cash investing and financing activities:
Transfers from loans to loans held for sale
Transfers from loans to loans held for sale
Transfers from loans to loans held for sale
Transfers from operating lease equipment to equipment held for sale
Transfers from operating lease equipment to equipment held for sale
Transfers from operating lease equipment to equipment held for sale
Dividends declared, not paid$23,055
 $22,510
 $22,380
Unsettled securities trades, net
Obligations incurred in acquisition of affordable housing limited partnerships$
 $12,750
 $57,139
Obligations incurred in acquisition of affordable housing limited partnerships
Obligations incurred in acquisition of affordable housing limited partnerships











BANKUNITED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except share data)

 
Common
Shares
Outstanding
 
Common
Stock
 
Paid-in
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income
 
Total
Stockholders’
Equity
Balance at December 31, 2014101,656,702
 $1,017
 $1,353,538
 $651,627
 $46,352
 $2,052,534
Comprehensive income
 
 
 251,660
 (24,170) 227,490
Dividends
 
 
 (89,393) 
 (89,393)
Equity based compensation664,928
 7
 16,020
 
 
 16,027
Forfeiture of unvested shares(59,270) (1) 1
 
 
 
Exercise of stock options1,363,895
 13
 35,634
 
 
 35,647
Tax benefits from dividend equivalents and equity based compensation
 
 1,593
 
 
 1,593
Balance at December 31, 2015103,626,255
 1,036
 1,406,786
 813,894
 22,182
 2,243,898
Comprehensive income
 
 
 225,741
 19,065
 244,806
Dividends
 
 
 (89,954) 
 (89,954)
Equity based compensation651,760
 7
 18,026
 
 
 18,033
Forfeiture of unvested shares and shares surrendered for tax withholding obligations(159,049) (1) (484) 
 
 (485)
Exercise of stock options47,979
 
 791
 
 
 791
Tax benefits from dividend equivalents and equity based compensation
 
 1,340
 
 
 1,340
Balance at December 31, 2016104,166,945
 $1,042
 $1,426,459
 $949,681
 $41,247
 $2,418,429
Comprehensive income
 
 
 614,273
 13,739
 628,012
Dividends
 
 
 (92,173) 
 (92,173)
Equity based compensation621,806
 6
 16,990
 
 
 16,996
Forfeiture of unvested shares and shares surrendered for tax withholding obligations(271,954) (3) (7,294) 
 
 (7,297)
Exercise of stock options2,331,388
 23
 62,072
 
 
 62,095
Balance at December 31, 2017106,848,185
 $1,068
 $1,498,227
 $1,471,781
 $54,986
 $3,026,062
 Common
Shares
Outstanding
Common
Stock
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders’
Equity
Balance at December 31, 202093,067,500 $931 $1,017,518 $2,013,715 $(49,152)$2,983,012 
Comprehensive income— — — 414,984 33,212 448,196 
Dividends ($0.92 per common share)— — — (83,357)— (83,357)
Equity based compensation and exercise of stock options, net of shares forfeited and surrendered357,410 8,405 — — 8,409 
Repurchase of common stock(7,776,924)(79)(318,420)— — (318,499)
Balance at December 31, 202185,647,986 856 707,503 2,345,342 (15,940)3,037,761 
Comprehensive loss— — — 284,971 (421,965)(136,994)
Dividends ($1.00 per common share)— — — (78,913)— (78,913)
Equity based compensation, net of shares forfeited and surrendered281,380 15,411 — — 15,415 
Repurchase of common stock(10,254,779)(103)(401,185)— — (401,288)
Balance at December 31, 202275,674,587 757 321,729 2,551,400 (437,905)2,435,981 
Impact of adoption of ASU 2022-02— — — 1,336 — 1,336 
Balance at January 1, 202375,674,587 757 321,729 2,552,736 (437,905)2,437,317 
Comprehensive income— — — 178,671 80,484 259,155 
Dividends ($1.08 per common share)— — — (80,451)— (80,451)
Equity based compensation, net of shares forfeited and surrendered332,163 17,051 — — 17,054 
Repurchase of common stock(1,634,245)(16)(55,138)— — (55,154)
Balance at December 31, 202374,372,505 $744 $283,642 $2,650,956 $(357,421)$2,577,921 
80


The accompanying notes are an integral part of these consolidated financial statements.statements
89

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023






Note 1    Basis of Presentation and Summary of Significant Accounting Policies
BankUnited, Inc. is a national bank holding company with one wholly-owned subsidiary, BankUnited;BankUnited, collectively, the Company. BankUnited, a national banking association headquartered in Miami Lakes, Florida, provides a full range of bankingcommercial lending and relatedboth commercial and consumer deposit services to individual and corporate customers through 8753 banking centers located in 1512 Florida counties, and 6four banking centers located in the New York metropolitan area, at December 31, 2017.and one banking center in Dallas, Texas. The Bank also offers a comprehensive suite of commercial lending and deposit products through an Atlanta office focused on the Southeast region, certain commercial lending and deposit products through national platforms.
In connection with the FSB Acquisition, BankUnited entered into two loss sharing agreements with the FDIC. The Loss Sharing Agreements consist of the Single Family Shared-Loss Agreementplatforms and the Commercial Shared-Loss Agreement. Assets covered by the Loss Sharing Agreements are referred to as covered assets or, in certain cases, covered loans. The Single Family Shared-Loss Agreement provides for FDIC loss sharing and the Bank’s reimbursement for recoveries to the FDICconsumer deposit products through May 21, 2019 for single family residential loans and OREO. Loss sharing under the Commercial Shared-Loss Agreement terminated on May 21, 2014. The Commercial Shared-Loss Agreement continued to provide for the Bank’s reimbursement of recoveries to the FDIC through June 30, 2017 for all other covered assets, including commercial real estate, commercial and industrial and consumer loans, certain investment securities and commercial OREO. Pursuant to the terms of the Loss Sharing Agreements, the covered assets are subject to a stated loss threshold whereby the FDIC will reimburse BankUnited for 80% of losses related to the covered assets up to $4.0 billion and 95% of losses in excess of this amount, beginning with the first dollar of loss incurred. an online channel.
The consolidated financial statements have been prepared in accordance with GAAP and prevailing practices in the banking industry.

The Company has a single operating segment and thus a single reportable segment. While management monitors the revenue streams of its various business units, the business units serve a similar base of primarily commercial clients, providing a similar range of products and services, managed through similar processes and platforms. The Company’s chief operating decision maker makes company-wide resource allocation decisions and assessments of performance based on a collective assessment of the Company’s operations.
Accounting Estimates
In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses and disclosures of contingent assets and liabilities. Actual results could differ significantly from these estimates.
Significant estimates includeThe most significant estimate impacting the ALLL,Company's consolidated financial statements is the amount and timing of expected cash flows from covered assets and the FDIC indemnification asset, and the fair values of investment securities and other financial instruments. Management has used information provided by third party valuation specialists to assist in the determination of the fair values of investment securities.ACL.
Principles of Consolidation
The consolidated financial statements include the accounts of BankUnited, Inc. and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation. VIEs are consolidated if the Company is the primary beneficiary; i.e., has (i) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (ii) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company has variable interests in affordable housing limited partnerships that are not required to be consolidated because the Company is not the primary beneficiary.
Fair Value Measurements
Certain of the Company's assets and liabilities are reflected in the consolidated financial statements at fair value on either a recurring or non-recurring basis. Investment securities available for sale, servicing rightsmarketable equity securities and derivative instruments are measured at fair value on a recurring basis. Assets measured at fair value or fair value less cost to sell on a non-recurring basis may include collateral dependent impaired loans, OREO and other repossessed assets, loans held for sale, goodwill and impaired long-lived assets and assets acquired and liabilities assumed in business combinations.assets. These non-recurring fair value measurements typically involve the application of acquisition accounting, lower-of-cost-or-market accounting or the measurement of impairment of certain assets.
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement

90

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


date. GAAP establishes a hierarchy that prioritizes inputs used to determine fair value measurements into three levels based on the observability and transparency of the inputs:
Level 1 inputs are unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities.
Level 2 inputs are observable inputs other than level 1 inputs, including quoted prices for similar assets and liabilities, quoted prices for identical assets and liabilities in less active markets and other inputs that can be corroborated by observable market data.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Level 3 inputs are unobservable inputs supported by limited or no market activity or data and inputs requiring significant management judgment or estimation.
The fair value hierarchy requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs in estimating fair value. Unobservable inputs are utilized in determining fair value measurements only to the extent that observable inputs are unavailable. The need to use unobservable inputs generally results from a lack of market liquidity and diminished observability of actual trades or assumptions that would otherwise be available to value a particular asset or liability.
Transfers between levels of the fair value hierarchy are recorded as of the end of the reporting period.
Cash and Cash Equivalents
Cash and cash equivalents include cash and due from banks, both interest bearing and non-interest bearing, including amounts on deposit at the Federal Reserve Bank, and federal funds sold.Bank. Cash equivalents have original maturities of three months or less. For purposes of reporting cash flows, cash receipts and payments pertaining to FHLB advances with original maturities of three months or less are reported net.
Investment Securities
Debt securities that the Company has the positive intent and ability to hold to maturity are classified as held to maturity and reported at amortized cost. Debt securities that the Company may not have the intent to hold to maturity and marketable equity securities are classified as available for saleavailable-for-sale at the time of acquisition and carried at fair value with unrealized gains and losses, net of tax, excluded from earnings and reported in AOCI, a separate component of stockholders' equity. Securities classified as available for saleavailable-for-sale may be used as part of the Company's asset/liability management strategy and may be sold in response to liquidity needs, regulatory changes, changes in interest rates, prepayment risk or other market factors. The Company does not maintain a trading portfolio. Purchase premiums and discounts on debt securities are amortized as adjustments to yield over the expected lives of the securities, using the level yield method.interest method which results in a constant effective yield. Premiums are amortized to the call date if the call is considered to be clearly and closely related to the host contract.for callable securities. Realized gains and losses from sales of securities are recorded on the trade date and are determined using the specific identification method. The Company's policy on the ACL related to debt securities is discussed below in the section entitled "ACL".
The Company reviews investmentMarketable equity securities for OTTIwith readily determinable fair values are reported at least quarterly. An investment security is impaired if its fair value is lower than its amortized cost basis. The Company considers many factors in determining whether a decline in fair value below amortized cost represents OTTI, including, but not limited to:
the Company's intent to hold the security until maturity or for a period of time sufficient for a recovery in value;
whether it is more likely than not that the Company will be required to sell the security prior to recovery of its amortized cost basis;
the length of timewith unrealized gains and extent to which fair value has been less than amortized cost;
adverse changes in expected cash flows;
collateral values and performance;
the payment structure of the security including levels of subordination or over-collateralization;
changes in the economic or regulatory environment;

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


the general market condition of the geographic area or industry of the issuer;
the issuer's financial condition, performance and business prospects; and
changes in credit ratings.
The relative importance assigned to each of these factors varies depending on the facts and circumstances pertinent to the individual security being evaluated.
The Company recognizes OTTI of a debt security for which there has been a decline in fair value below amortized cost if (i) management intends to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security. If the Company intends to sell the security, or if it is more likely than not it will be required to sell the security before recovery, an OTTI write-down is recognized in earnings equal to the entire difference between the amortized cost basis and fair value of the security. Otherwise, the amount by which amortized cost exceeds the fair value of a debt security that is considered to be other-than-temporarily impaired is separated into a component representing the credit loss, which is recognized in earnings, and a component related to all other factors, which is recognized in other comprehensive income. The measurement of the credit loss component is equal to the difference between the debt security's amortized cost basis and the present value of its expected future cash flows discounted at the security's effective yield.
The evaluation of OTTI of marketable equity securities focuses on whether evidence supports recovery of the unrealized loss within a timeframe consistent with temporary impairment. The entire amount by which cost basis exceeds the fair value of an equity security that is considered to be other-than-temporarily impaired is recognizedlosses included in earnings.
Non-marketable Equity Securities
The Bank, as a member of the FRB system and the FHLB, is required to maintain investments in the stock of the FRB and FHLB. No market exists for this stock, and the investment can be liquidated only through redemption by the respective institutions, at the discretion of and subject to conditions imposed by those institutions. The stock has no readily determinable fair value and is carried at cost. Historically, stock redemptions have been at par value, which equals the Company's carrying value. The Company monitors its investment in FRB and FHLB stock for impairment through review of recent financial results of the FHLB, including capital adequacy and liquidity position, dividend payment history, redemption history and information from credit agencies. The Company has not identified any indicators of impairment of the FRB or FHLB stock.
Loans Held for Sale
The guaranteed portion of SBA and USDA loansLoans originated or purchased with the intent to sell are carried at the lower of cost or fair value, determined in the aggregate.aggregate for buyout loans. A valuation allowance is established through a charge to earnings if the aggregate fair value of such loans is lower than their cost. Gains or losses recognized upon sale are determined on the specific identification basis.
Loans not originated or otherwise acquired with the intent to sell, or loans which have been originated by the Company and subsequently held for sale, are transferred into the held for sale classification at the lower of carrying amount or fair value when they are specifically identified for sale and a formal plan exists to sell them. Acquired credit impaired loans accounted for in pools are removed from the pools at their carrying amounts when they are sold.
Loans
The Company's loan portfolio contains 1-4 single family residential first mortgages, home equity loans and lines of credit, consumer, multi-family, owner and non-owner occupied commercial real estate, construction and land, and commercial and industrial loans, mortgage warehouse lines of credit and direct financing leases. The Company segregates its loan portfolio between covered and non-covered loans. Covered loansLoans are loans acquired from the FDIC in the FSB Acquisition that are covered under the Single Family Shared-Loss Agreement. Covered loans are further segregated between ACI loans and non-ACI loans.
Non-covered Loans
Non-covered loans, other than non-covered ACI loans, are carriedreported at UPB,amortized cost, net of premiums, discounts, unearned income, deferred loan origination fees and costs, and the ALLL.

92

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


ACL. Interest income on these loans is accrued based on the principal amount outstanding. Non-refundable loan origination fees, net of direct costs of originating or acquiring loans, as well as purchase premiums and
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


discounts, are deferred and recognized as adjustments to yield over the contractual lives of the related loans using the level yield method.
Direct Financing Leases
Direct financing leases are carried at the aggregate of lease payments receivable and estimated residual value of the leased property, if applicable, less unearned income. Interest income on direct financing leases is recognized over the term of the leases to achieveinterest method which results in a constant periodic rate of return on the outstanding investment. Initial direct costs are deferred and amortized over the lease term as a reduction to interest income using the effective interest method.
ACI Loans
ACI loans, all of which were acquired in the FSB Acquisition and the substantial majority of which are covered under the Single Family Shared-Loss Agreement, are those for which, at acquisition, management determined it probable that the Company would be unable to collect all contractual principal and interest payments due. These loans were recorded at estimated fair value at acquisition, measured as the present value of all cash flows expected to be received, discounted at an appropriately risk-adjusted discount rate. Initial cash flow expectations incorporated significant assumptions regarding prepayment rates, frequency of default and loss severity.
The difference between total contractually required payments on ACI loans and the cash flows expected to be received represents non-accretable difference. The excess of all cash flows expected to be received over the Company's recorded investment in the loans represents accretable yield and is recognized as interest income on a level-yield basis over the expected life of the loans.
The Company aggregated ACI 1-4 single family residential mortgage loans and home equity loans and lines of credit with similar risk characteristics into homogenous pools at acquisition. A composite interest rate and composite expectations of future cash flows are used in accounting for each pool. These loans were aggregated into pools based on the following characteristics:
delinquency status;
product type, in particular, amortizing as opposed to option ARMs;
loan-to-value ratio; and
borrower FICO score.
Loans that do not have similar risk characteristics, primarily commercial and commercial real estate loans, are accounted for on an individual loan basis using interest rates and expectations of cash flows for each loan.
The Company is required to develop reasonable expectations about the timing and amount of cash flows to be collected related to ACI loans and to continue to update those estimates over the lives of the loans. Expected cash flows from ACI loans are updated quarterly. If it is probable that the Company will be unable to collect all the cash flows expected from a loan or pool at acquisition plus additional cash flows expected to be collected arising from changes in estimates after acquisition, the loan or pool is considered impaired and a valuation allowance is established by a charge to the provision for loan losses. If there is an increase in expected cash flows from a loan or pool, the Company first reduces any valuation allowance previously established by the amount of the increase in the present value of expected cash flows, and then recalculates the amount of accretable yield for that loan or pool. The adjustment of accretable yield due to an increase in expected cash flows, as well as changes in expected cash flows due to changes in interest rate indices and changes in prepayment assumptions is accounted for prospectively as a change in yield. Additional cash flows expected to be collected are transferred from non-accretable difference to accretable yield and the amount of periodic accretion is adjusted accordingly over the remaining life of the loan or pool.
The Company may resolve an ACI loan either through a sale of the loan, by working with the customer and obtaining partial or full repayment, by short sale of the collateral, or by foreclosure. When a loan accounted for in a pool is resolved, it is removed from the pool at its allocated carrying amount. In the event of a sale of the loan, the Company recognizes a gain or loss on sale based on the difference between the sales proceeds and the carrying amount of the loan. For loans resolved through pre-payment or short sale of the collateral, the Company recognizes the difference between the amount of the payment received and the carrying amount of the loan in the income statement line item "Income from resolution of covered assets, net". For

93

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


loans resolved through foreclosure, the difference between the fair value of the collateral obtained through foreclosure less estimated cost to sell and the carrying amount of the loan is recognized in the income statement line item "Income from resolution of covered assets, net". Any remaining accretable discount related to loans not accounted for in pools that are resolved by full or partial pre-payment, short sale or foreclosure is recognized in interest income at the time of resolution, to the extent collected.
Payments received earlier than expected or in excess of expected cash flows from sales or other resolutions may result in the carrying value of a pool being reduced to zero even though outstanding contractual balances and expected cash flows remain related to loans in the pool. Once the carrying value of a pool is reduced to zero, any future proceeds, which may include cash or real estate acquired in foreclosure, from the remaining loans, representing further realization of accretable yield, are recognized as interest income upon receipt.
Covered Non-ACI Loans
Loans acquired in the FSB Acquisition without evidence of deterioration in credit quality since origination were initially recorded at estimated fair value on the acquisition date. Non-ACI 1-4 single family residential mortgage loans and home equity loans and lines of credit with similar risk characteristics were aggregated into pools for accounting purposes at acquisition. Non-ACI loans are carried at the principal amount outstanding, adjusted for unamortized acquisition date fair value adjustments and the ALLL. Interest income is accrued based on the UPB and, with the exception of home equity loans and lines of credit, acquisition date fair value adjustments are amortized using the level-yield method over the expected lives of the related loans. For non-ACI 1-4 family residential mortgage loans accounted for in pools, prepayment estimates are used in determining the periodic amortization of acquisition date fair value adjustments. Acquisition date fair value adjustments related to revolving home equity loans and lines of credit are amortized on a straight-line basis.
Non-accrual Loansloans
Commercial loans, other than ACI loans are placed on non-accrual status when (i) management has determined that full repayment of all contractual principal and interest is in doubt, or (ii) the loan is past due 90 days or more as to principal or interest unless the loan is well secured and in the process of collection. Given continued unstable conditions in the taxi industry, continued declines in ridership, and the relatively long amortization periods for most of these loans, there exists an increasing level of uncertainty with respect to the Company's ability to collect all contractual principal and interest on taxi medallion loans. Therefore, all taxi medallion loans have been placed on non-accrual status. Residential and consumer loans, other than ACIgovernment insured residential loans, are generally placed on non-accrual status when 90they are 60 days of interest is due and unpaid.past due. Additionally, certain residential loans not contractually delinquent but in forbearance may be placed on non-accrual status at management's discretion. When a loan is placed on non-accrual status, uncollected interest accrued is reversed and charged to interest income. Payments received on nonaccrualnon-accrual commercial loans are applied as a reduction of principal. Interest payments are recognized as income on a cash basis on nonaccrualnon-accrual residential loans. Commercial loans are returned to accrual status only after all past due principal and interest has been collected and full repayment of remaining contractual principal and interest is reasonably assured. Residential and consumer loans are generally returned to accrual status when there is no longer 90less than 60 days of interest due and unpaid.past due. Past due status of loans is determined based on the contractual next payment due date. Loans less than 30 days past due are reported as current.
Contractually delinquent ACIgovernment insured residential loans are not classified as non-accrual due to the nature of the guarantee. Contractually delinquent PCD loans are not classified as non-accrual, as long as discount continues to be accreted on the loans or pools.
Impaired Loans
Loans, other than ACI loans, are considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal or interest when due, according to the contractual terms of the loan agreements. Commercial relationships with committed balances greater than or equal to $1.0 million that have internal risk ratings of substandard or doubtful and are on non-accrual status, as well as loans that have been modified in TDRs, are individually evaluated for impairment. Other commercial relationships on non-accrual status with committed balances under $1.0 million may also be evaluated individually for impairment at management's discretion. All loans secured by taxi medallions are individually evaluated for impairment. The likelihood of loss related to loans assigned internal risk ratings of substandard or doubtful is considered elevated due to their identified credit weaknesses. Factors considered by management in evaluating impairment include payment status, financial condition of the borrower, collateral value, and other factors impacting the probability of collecting scheduled principal and interest payments when due.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


An ACI pool or loan is considered to be impaired when it is probable that the Company will be unable to collect all the cash flows expected at acquisition, plus additional cash flowshas a reasonable expectation about amounts expected to be collected arising from changes in estimates after acquisition. 1-4 single family residential and home equity ACI loans accounted for in pools are evaluated collectively for impairment on a pool by pool basis based on expected pool cash flows. Commercial ACI loans are individually evaluated for impairment based on expected cash flows from the individual loans. Discount continues to be accreted on ACI loans or pools as long as there are expected future cash flows in excess of the current carrying amount of the loans or pools.collected.
Troubled Debt Restructurings
InPrior to the adoption of ASU 2022-02 on January 1, 2023, in certain situations, due to economic or legal reasons related to a borrower's financial difficulties, the Company may granthave granted a concession to the borrower for other than an insignificant period of time that it would not otherwise consider.have considered. At that time, except for ACI loans accounted for in pools, the related loan iswas classified as a TDR and considered impaired.TDR. The concessions granted may includehave included rate reductions, principal forgiveness, payment forbearance, extensions of maturity at rates of interest below that commensurate with the risk profile of the loans, modification of payment terms and other actions intended to minimize economic loss. A TDR iswas generally placed on non-accrual status at the time of the modification unless the borrower was performing prior to the restructuring. Modified ACI loans accounted
Section 4013 of the CARES Act, as amended by the Consolidated Appropriations Act on December 27, 2020, effectively suspended the guidance related to TDRs codified in ASC 310-40 through January 1, 2022. Pursuant to inter-agency and authoritative guidance and consistent with the CARES Act, short-term deferrals or modifications granted during the period this guidance was effective and related to COVID-19 typically were not categorized as TDRs.
PCD assets
PCD assets are acquired financial assets that, as of the date of acquisition, have experienced a more than insignificant deterioration in credit quality since origination. An assessment is conducted at acquisition to determine whether acquired financial assets meet the criteria to be classified as PCD assets. That assessment may be conducted at the individual asset level, or for a group of assets acquired together that have similar risk characteristics. At acquisition, the ACL related to PCD assets, representing the estimated amount of the UPB of the assets not expected to be collected, is added to the purchase price to determine the amortized cost basis and any non-credit related discount or premium is allocated to the individual assets acquired. The non-credit related discount or premium is accreted or amortized to interest income over the life of the related assets using the level yield method, as long as there is a reasonable expectation about amounts expected to be collected. Subsequent changes in poolsthe amount of expected credit losses are recognized immediately by adjusting the ACL and reflecting the periodic changes as credit loss expense or reversal of credit loss expense.
Sales-type and Direct Financing Leases
Sales-type and direct financing leases are carried at the aggregate of lease payments receivable and estimated residual value of the leased property, if applicable, less unearned income. Interest income is recognized over the term of the leases to achieve a constant periodic rate of return on the outstanding investment.
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ACL
AFS Debt Securities
The Company reviews its AFS debt securities for credit loss impairment at the individual security level at least quarterly. A security is impaired if its fair value is less than its amortized cost basis. A decline in fair value below amortized cost basis represents a credit loss impairment to the extent the Company does not expect to recover the amortized cost basis of the security. Impairment related to credit losses is recorded through the ACL to the extent fair value is less than the amortized cost basis. Declines in fair value that have not been recorded through the ACL are recorded through other comprehensive income, net of tax.
In assessing whether an impairment is credit loss related, the Company compares the present value of cash flows expected to be collected to the security's amortized cost basis. If the present value of cash flows expected to be collected is less than the amortized cost basis of the security, a credit loss exists, and an ACL is recorded. The Company discounts expected cash flows at the effective interest rate implicit in the security at the purchase date, adjusted for expected prepayments. For floating rate securities, the Company uses the floating rate as it changes over the life of the security. In developing estimates about cash flows expected to be collected and determining whether a credit loss exists, the Company considers information about past events, current conditions and reasonable and supportable forecasts. Factors and information that the Company uses in making its assessments include, but are not accountednecessarily limited to, the following:
The extent to which fair value is less than amortized cost;
Adverse conditions specifically related to the security, an industry or sector or geographic area;
Changes in the financial condition of the issuer or underlying loan obligors;
The payment structure and remaining payment terms of the security, including levels of subordination or over-collateralization;
Failure of the issuer to make scheduled payments;
Changes in credit ratings;
Relevant market data;
Estimated prepayments, defaults, and the value and performance of underlying collateral at the individual security level.
The relative importance assigned to each of these factors varies depending on the facts and circumstances pertinent to the individual security being evaluated.
Timely payment of principal and interest on securities issued by the U.S. government, U.S. government agencies and U.S. government sponsored entities is explicitly or implicitly guaranteed by the U.S. government. Therefore, the Company expects to recover the amortized cost basis of these securities.
If the Company intends to sell a security in an unrealized loss position, or it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, any allowance for as TDRs, arecredit losses will be written off and the amortized cost basis will be written down to the debt security’s fair value at the reporting date with any incremental impairment reported in earnings.
AFS securities will be charged off to the extent that there is no reasonable expectation of recovery of amortized cost basis. AFS securities will be placed on non-accrual status if the Company does not separatedreasonably expect to receive interest payments in the future and interest accrued will be reversed against interest income. Securities will be returned to accrual status only when collection of interest is reasonably assured.
Loans
The ACL is a valuation account that is deducted from the pools and are not classified as impaired loans.
Allowanceamortized cost basis of loans to present the net amount expected to be collected. The ACL is adjusted through the provision for Loan and Lease Losses
The ALLL representscredit losses to the amount considered adequate by managementof amortized cost basis not expected to absorb probable losses inherentbe collected, or in the loan portfoliocase of PCD loans, the amount of UPB not expected to be collected, at the balance sheet date.
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Amortized cost basis includes UPB, unamortized premiums or discounts and deferred fees and costs, net of amounts previously charged off.
The ALLL consistsmeasurement of both specificexpected credit losses encompasses information about historical events, current conditions and general components. The ALLLreasonable and supportable forecasts. Determining the amount of the ACL is established as lossescomplex and requires extensive judgment by management about matters that are estimated to have occurred through a provision charged to earnings. Individual loansinherently uncertain. Re-evaluation of the ACL estimate in future periods, in light of changes in composition and characteristics of the loan portfolio, changes in the reasonable and supportable forecast and other factors then prevailing may result in material changes in the amount of the ACL and credit loss expense in those future periods.
Loans are charged off against the ALLLACL in the period in which they are deemed uncollectible, and recoveries are credited to the ACL when management determines themreceived. Expected recoveries on loans previously charged off and expected to be uncollectible.
Ancharged-off, not to exceed the aggregate of amounts previously charged-off and expected to be charged-off, are included in the ACL estimate. For loans secured by residential real estate, an assessment of collateral value is made at no later than 120 days delinquency for non-covered open- and closed-end loans secured by residential real estate;delinquency; any outstanding loan balance in excess of fair value less cost to sell is charged off at no later than 180 days delinquency. Additionally, any outstanding balance in excess of fair value of collateral less cost to sell is charged off (i) within 60 days of receipt of notification of filing from the bankruptcy court, (ii) within 60 days of determination of loss if all borrowers are deceased or (iii) within 90 days of discovery of fraudulent activity. Covered non-ACIOther consumer loans, secured by residential real estatewhich are generally charged off at final resolution which is consistent withnot significant in the terms of the Single Family Shared-Loss Agreement. Consumer loansaggregate, are typically charged off at 120 days delinquency. Commercial loans are charged off when, management deems themin management's judgment, they are considered to be uncollectible. Subsequent recoveries
Expected credit losses are credited to the ALLL.
Non-covered Loans
The non-covered residential and home equity portfolio segments have not yet developed an observable loss trend. Due to several factors, there isestimated on a lack of similarity between the risk characteristics of non-covered loans and covered loans in the residential and home equity portfolios. Therefore, management does not believe it is appropriate to use the historical performance of the covered residential loans as acollective basis for calculating the ALLL applicablegroups of loans that share similar risk characteristics. Factors that may be considered in aggregating loans for this purpose include but are not necessarily limited to, the non-covered loans. The ALLL for non-covered 1-4 single family residential loans is based on average annual loss rates on prime residential mortgage securitizations issued between 2003 and 2008. Loans included in these securitizations haveproduct or collateral type, industry, geography, internal risk rating, credit characteristics such as LTVcredit scores or collateral values, and FICO scores, considered by management to be comparable tohistorical or expected credit loss patterns. For loans that do not share similar risk characteristics with other loans such as collateral dependent loans, expected credit losses are estimated on an individual basis.
Expected credit losses are estimated over the contractual terms of the loans, in the non-covered 1-4 single family residential portfolio. The ALLLadjusted for non-covered home equity and other consumer loans is based on peer group average historical loss rates.
The credit quality of loans in the residential portfolio segment may be impacted by fluctuations in home values, unemployment, general economic conditions, borrowers' financial circumstances and fluctuations in interest rates.
The credit quality ofexpected prepayments. Expected prepayments for commercial loans is impacted by general and industry specific economic conditions and other factors that may influence debt service coverage generated by the borrowers' businesses as well as fluctuations in the value of real estate and other collateral. For loans evaluated individually for impairment and determined to be impaired, a specific allowance is establishedare generally estimated based on the present value ofCompany's historical experience. For residential loans, expected cash flows discountedprepayments are estimated using a model that incorporates industry prepayment data, calibrated to reflect the Company's experience. The contractual term excludes expected extensions, renewals, and modifications unless the extension or renewal options are included in the original or modified contract at the loan's effective interest rate,reporting date and are not unconditionally cancellable by the estimated fair valueCompany.
For the substantial majority of the loan, or for collateral dependent loans, the estimated fair value of collateral less costs to sell.
Commercialportfolio segments and subsegments, including residential loans other than ACIgovernment insured loans, and most commercial and commercial real estate loans, expected losses are estimated using econometric models. The models employ a factor based methodology, leveraging data sets containing extensive historical loss and recovery information by industry, geography, product type, collateral type and obligor characteristics, to estimate PD and LGD. Measures of PD for commercial loans not individuallyincorporate current conditions through market cycle or credit cycle adjustments. For residential loans, the models consider FICO, adjusted LTVs and delinquency rates. PDs and LGDs are then conditioned on the reasonable and supportable economic forecast. Projected PDs and LGDs, determined to be impaired are grouped based on commonpool level characteristics, are applied to estimated exposure at default, considering the contractual term and payment structure of loans, adjusted for expected prepayments, to generate estimates of expected loss. For criticized or classified loans, PDs are adjusted to benchmark PDs established for each risk characteristics. Quantitative loss factors for pass ratedrating given that the most current financial information available is often not reflective of the borrowers' current financial condition. The ACL estimate incorporates a reasonable and supportable economic forecast through the use of externally developed macroeconomic scenarios applied in the models.
A single economic scenario or a probability weighted blend of economic scenarios may be used. The models ingest numerous national, regional and MSA level variables and data points.
Commercial Real Estate Model
Variables with the most significant impact on the commercial loansreal estate model include unemployment at both national and regional levels, the CRE property forecast by property type and sub-market, 10 year treasury yield, Baa corporate yield and real GDP growth, at the national level. Increases in portfolio segments that have not yet

unemployment and yields within the commercial real estate model result in increases in the ACL. Increases in real GDP growth and improvements in the CRE property forecasts reduce the reserve.
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Commercial Model
developed an observable loss trendVariables with the most significant impact on the commercial model include a stock market volatility index, the S&P 500 index, unemployment at both national and regional levels, and a variety of interest rates and spreads. Increases in the unemployment rate, the stock market volatility index, and the Baa corporate yield increase the reserve, while increases in real GDP growth reduce the reserve.
Residential Model
Variables with the most significant impact on the residential model include HPI and unemployment at regional levels, real GDP growth, and a 30 year mortgage rate. Increases in the unemployment rate and the 30-year mortgage rate increase the reserve, while increases in real GDP growth and HPI reduce the reserve.
The length of the reasonable and supportable forecast period is evaluated at each reporting period and adjusted if deemed necessary. Currently, the Company uses a 2-year reasonable and supportable forecast period in estimating the ACL. After the reasonable and supportable forecast period, the models effectively revert to long-term mean losses on a straight-line basis over 12 months.
For certain less material portfolios including loans and leases to state and local government entities originated by Pinnacle, small balance commercial loans and consumer loans, the WARM method is used to estimate expected credit losses. Loss rates are based primarily on peer group averageapplied to the exposure at default, after factoring in amortization and expected prepayments. For the Pinnacle portfolio, historical loss ratesinformation is based on municipal historical default and the Bank's internalrecovery data, segmented by credit risk rating system. Quantitativerating. For small balance commercial loans, historical loss factors for the Bridge portfolios, small business loans and mortgage warehouse loans areinformation is based on the Company's average historical net charge-off rates. The quantitative loss factor applied to the non-guaranteed portion of SBAexperience over a five year period. For consumer loans, historical loss information is based on average historical charge-off rates published bypeer data; this portfolio subsegment is not significant. All loss estimates are conditioned as applicable on changes in current conditions and the SBA. The quantitative loss factorreasonable and supportable economic forecast. Expected credit losses for municipal loans and direct finance leases isthe funded portion of mortgage warehouse lines of credit are estimated based primarily on the portfolio's external ratings and Moody'sCompany's historical transition matrix. Quantitative loss rates are generally based on a four-quarter loss emergence period and a 16-quarter loss experience, period; for municipalconditioned as applicable on changes in current conditions and the reasonable and supportable economic forecast. Generally, given the nature of these loans, and leases,losses would be expected to manifest within a 12-quarter loss emergencevery short time period is used.after origination.
The sourceCompany expects to collect the amortized cost basis of quantitative loss factors for the Bridge portfolios, municipalgovernment insured residential loans and leases, SBA loans, and mortgage warehouse loans was revised in 2017, with no material impactdue to the ALLL. Where applicable, the peer group used to calculate average annual historical net charge-off rates used in estimating the Bank's general reserves is a group of 27 banks made upnature of the banks includedgovernment guarantee, so the ACL is zero for these loans.
Qualitative factors
Quantitative models have certain inherent limitations with respect to estimating expected losses. These limitations may be more prevalent in the OCC Midsize Bank Grouptimes of rapidly changing or unprecedented economic conditions and two additional banks in the New York region that management believes to be comparable based on size and nature of lending operations.
The quantitative loss factor for loans rated special mention is based on average annual probability of default and implied severity, derived from internal and external data. Loss factors for substandard and doubtful loans that are not individually evaluated for impairment are determined by using default frequency and severity information applied at the loan level. Estimated default frequencies and severities are based on available industry data.
forecasts. Qualitative adjustments are made to the ALLLACL when, based on management'smanagement’s judgment, and experience, there are internal or external factors impacting incurredexpected credit losses not taken into account by the quantitative calculations. Management has categorized potentialPotential qualitative adjustments into the following categories:are categorized as follows:
Portfolio performanceEconomic factors, including material uncertainties, trends including trendsand developments that, in and the levels of delinquencies, non-performing loans and classified loans;
Changesmanagement's judgment, may not have been considered in the nature of the portfolioreasonable and terms of the loans, specificallysupportable economic forecast;
Credit policy and staffing, including the volumenature and naturelevel of policy and procedural exceptions;
Portfolio growth trends;
Changesexceptions or changes in lending policies and procedures, including credit and underwriting guidelines;
Economic factors, including unemployment rates and GDP growth rates;
Changespolicy not reflected in quantitative results, changes in the valuequality of underlying collateral;
Quality of risk ratings, as evaluatedunderwriting and portfolio management and staff and issues identified by our independent credit review, function;internal audit or regulators that may not be reflected in quantitative results;
Credit concentrations;Concentrations, considering whether the quantitative estimate adequately accounts for concentration risk in the portfolio;
Changes inModel imprecision and experience levels of credit administration managementmodel validation findings; and staff; and
Other factors not adequately considered in the quantitative estimate or other qualitative categories identified by management that may materially impact the levelamount of losses inherent inexpected credit losses.
Collateral dependent loans
Collateral dependent loans are those for which the portfolio, including butborrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. These loans do not limited to competition, legal and regulatory requirements and unusual events.
Covered Non-ACI Loans
Calculated loss frequency and severity percentages are applied to the UPB of non-ACI 1-4 single family residential mortgages and home equitytypically share similar risk characteristics with other loans and lines ofexpected credit to calculate the ALLL. Basedlosses are evaluated on an analysis of historical portfolio performance, OREO and short sale data, and other internal and external factors, management has concluded that historical performance by portfolio class is the best indicator of incurred loss for the non-ACI 1-4 single family residential and home equity portfolio classes. For each of these portfolio classes, a quarterly roll rate matrix is used to measure the rate at which loans move from one delinquency bucket to the next during a given quarter. An average 16-quarter roll rate matrix is used to estimate the amount within each delinquency bucket expected to roll to 120+ days delinquent within a four quarter loss emergence period. Loss severity given default is estimated based on internal data about short sales and OREO sales. The ALLL calculation incorporates a 100% loss severity assumption for home equity loans and lines of credit projected to roll to 120 days delinquency. Substantially all non-ACI home equity loans and lines of credit were sold in the fourth quarter of 2017.

individual basis. Loans evaluated individually are
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not included in the collective evaluation. Estimates of expected credit losses for collateral dependent loans, whether or not foreclosure is probable, are based on the fair value of the collateral, adjusted for selling costs when repayment depends on sale of the collateral. Due to immateriality, expected credit losses for collateral dependent commercial relationships with committed balances less than $1.0 million may be estimated collectively.
ACI LoansOff-balance sheet credit exposures
A specific valuation allowanceExpected credit losses related to an ACI loan or pool is established when quarterly evaluations of expected cash flows indicate it is probable thatoff-balance sheet credit exposures are estimated over the contractual period for which the Company will be unableis exposed to collect allcredit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. Expected credit losses are estimated using essentially the same methodologies employed to estimate expected credit losses on the amortized cost basis of loans, taking into consideration the cash flows expected at acquisition plus anylikelihood and amount of additional cash flowsamounts expected to be collected arising from changes in estimate after acquisition. The amount of any necessary valuation allowance is measured by comparingfunded over the carrying valueterms of the loan or pool to the updated net present value of expected cash flows for the loan or pool. In calculating the present value of expected cash flows for this purpose, changes in cash flows related to credit related factors are isolated from those related to changes in interest rate indices or prepayment assumptions. Alternatively, an improvement in the expected cash flows related to ACI loans results in a reduction of any previously established specific allowance with a corresponding credit to the provision for loan losses. A charge-off is taken for an individual ACI commercial loan when it is deemed probable that the loan will be resolved for an amount less than its carrying value.
Expected cash flows are estimated on a pool basis for ACI 1-4 single family residential and home equity loans. The analysis of expected pool cash flows incorporates updated pool level expected prepayment rate, default rate, delinquency level and loss severity given default assumptions. Prepayment, delinquency and default curves are derived primarily from roll rates generated from the historical performance of the portfolio over the immediately preceding four quarters. Loss severity given default for loans not projected to resolve through sale is generated from the historical performance of the portfolio over the immediately preceding four quarters, while loss severity from loan sales is generated from historical performance over the immediately preceding twelve quarters. Estimates of default probability and loss severity also incorporate updated LTV ratios, at the loan level, based on Case-Shiller Home Price Indices for the relevant MSA. Costs and fees represent an additional component of loss on default and are projected using the Bank's actual experience over the preceding twelve quarters.
The primary assumptions underlying estimates of expected cash flows for commercial ACI loans are default probability and severity of loss given default. Generally, updated cash flow assumptions are based primarily on net realizable value analyses prepared at the individual loan level. These analyses incorporate information about loan performance, collateral values, the financial condition of the borrower and other available information that may impact sources of repayment.
Reserve for Unfunded Commitments
The reserve for unfunded commitments represents the estimated probable losses related to unfunded lending commitments. The reserve is calculated in a manner similar to the general reserveliability for non-covered loans, while also considering the timing and likelihood that the available credit will be utilized as well as the exposure upon default. The reserve for unfunded commitmentslosses on off-balance sheet credit exposures is presented within other liabilities on the consolidated balance sheets, distinct from the ALLL, and adjustmentsACL. Adjustments to the reserve for unfunded commitmentsliability are included in the provision for credit losses.
Prior to the adoption of ASU 2022-02 on January 1, 2023
For TDRs or loans for which there was a reasonable expectation that a TDR would be executed that were not collateral dependent, the credit loss estimate was determined by comparing the net present value of expected cash flows to the amortized cost basis of the loans. Expected cash flows were discounted at the loans' original effective interest rate for fixed rate loans and at the rate as it changed over the life of the loans for variable rate loans.
Accrued Interest Receivable
The Company has elected to present accrued interest receivable separate from the amortized cost basis of financial assets carried at amortized cost. The Company excludes accrued interest receivable balances from tabular disclosures about financial assets carried at amortized cost. The Company generally does not estimate an ACL on accrued interest receivable balances since uncollectible accrued interest is timely written off in accordance with the Company's accounting policies for non-accrual loans. Under unusual circumstances, the Company evaluates whether its non-accrual policies continue to consistently provide for timely reversal of accrued interest receivable. If considered necessary, the Company records an allowance for uncollectible accrued interest receivable, determined using essentially the same methodologies used to estimate the ACL on the amortized cost basis of the related loans. The allowance is deducted from accrued interest receivable and presented within other non-interest expenseassets on the consolidated balance sheets, distinct from the ACL. Changes in the ACL related to accrued interest receivable are included in the provision for credit losses.
Leases
The Company determines whether a contract is or contains a lease at inception. For leases with terms greater than twelve months under which the Company is lessee, ROU assets and lease liabilities are recorded at the commencement date. Lease liabilities are initially recorded based on the present value of future lease payments over the lease term. ROU assets are initially recorded at the amount of the associated lease liabilities plus prepaid lease payments and initial direct costs, less any lease incentives received. The cost of short term leases is recognized on a straight line basis over the lease term. The lease term includes options to extend if the exercise of those options is reasonably certain and includes termination options if there is reasonable certainty the options will not be exercised. Lease payments are discounted using the Company's FHLB borrowing rate for borrowings of a similar term unless an implicit rate is defined in the contract or is determinable, which is generally not the case. Leases are classified as financing or operating leases at commencement; generally, leases are classified as finance leases when effective control of the underlying asset is transferred. The substantial majority of leases under which the Company is lessee are classified as operating leases. For operating leases, lease cost is recognized in the consolidated statements of income.
FDIC Indemnification Asset
The FDIC indemnification asset was initially recorded atincome on a straight line basis over the time of the FSB Acquisition at fair value, measured as the present value of the estimated cash payments expected from the FDIC for probable losseslease terms. For finance leases, interest expense on covered assets. The FDIC indemnification asset is measured separately from the related covered assets. It is not contractually embedded in the covered assets and it is not transferable with the covered assets should the Company choose to dispose of them.
Impairment of expected cash flows from covered assets results in an increase in cash flows expected to be collected from the FDIC. These increased expected cash flows from the FDIC are recognized as increases in the FDIC indemnification asset and as non-interest income in the same period that the impairment of the covered assetslease liabilities is recognized in the provision for loan losses. Increases in expected cash flows from covered assets result in decreases in cash flows expected to be collected from the FDIC. These decreases in expected cash flows from the FDIC are recognized immediately in earnings to the extent that they relate to a reversal of a previously recorded valuation allowance related to the covered assets. Any remaining decreases in cash flows expected to be collected from the FDIC are recognized prospectively through an adjustment of the rate of accretion or amortization on the FDIC indemnification asset, consistent with the approach taken to recognize increases in expected cash flows on the covered assets. Amortization of the FDIC indemnification asset results from circumstances in which, due to improvement in expected cash flows from the covered assets, expected cash flows from the FDIC are less than the carrying value of the FDIC indemnification asset. Accretion or amortization of the FDIC indemnification asset is recognized in earnings using the effective interest method and amortization of ROU assets is recognized on a straight line basis over the period during which cash flows from the FDIClease terms. Variable lease costs are expected to be collected, which is limited to the lesser of the contractual term of the indemnification agreement and the remaining life of the indemnified assets.

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Gains and losses from resolution of ACI loans are includedrecognized in the income statement line item "Income from resolution of covered assets, net." These gains and losses representperiod in which the difference between the expected losses from ACI loans and consideration actually received in satisfaction of such loans that were resolved either by payment in full, foreclosure or short sale.obligation for those costs is incurred. The Company may also realize gains or losses on the sale or impairmenthas elected not to separate lease from non-lease components of covered loans or covered OREO. When the Company recognizes gains or losses related to the resolution, sale or impairment of covered assets in earnings, corresponding changes in the estimated amount recoverable from the FDIC under the Loss Sharing Agreements are reflected in the consolidated financial statements as increases or decreases in the FDIC indemnification asset and in the consolidated statement of income line item "Net loss on FDIC indemnification."its lease contracts.
Bank Owned Life Insurance
Bank owned life insurance is carried at the amount that could be realized under the contract at the balance sheet date, which is typically cash surrender value. Changes in cash surrender value are recorded in non-interest income.
Equipment Under
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Operating Lease Equipment
Equipment under operatingOperating lease equipment is carried at cost less accumulated depreciation and is depreciated to estimated residual value using the straight-line method over the lease term. Estimated residual values are re-evaluated at least annually, based primarily on current residual value appraisals. Equipment held for sale is carried at the lower of carrying amount or estimated fair value less costs to sell and is included in other assets in the accompanying consolidated balance sheets. Rental revenue is recognized on a straight-line basis over the contractual term of the lease.
A review for impairment of equipment under operating lease is performed at least annually or when events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. Impairment of assets is determined by comparing the carrying amount to future undiscounted net cash flows expected to be generated. If an asset is impaired, the measure of impairment is the amount by which the carrying amount exceeds the fair value of the asset.
Goodwill
Goodwill of $78 million at both December 31, 2017 and 2016 represents the excess of consideration transferred in business combinations over the fair value of net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but is tested for impairment annually or more frequently if events or circumstances indicate that impairment may have occurred. The Company typically performs its annual goodwill impairment test in the third fiscal quarter. The Company has a single reporting unit.
When assessing goodwill for impairment, the Company may elect to perform a qualitative assessment to determine if a quantitative impairment test is necessary. If a qualitative assessment is not performed, or if the qualitative assessment indicates it is likely that the fair value of a reporting unit is less than its carrying amount, a quantitative test is performed. The quantitative impairment test compares the estimated fair value of the reporting unit to its carrying amount. If the fair value of the reporting unit exceeds its carrying amount, no impairment is indicated. If the fair value of the reporting unit is less than its carrying amount, impairment of goodwill is measured as the excess of the carrying amount over fair value. The estimated fair value of the reporting unit is based on the market capitalization of the Company's common stock. The estimated fair value of the reporting unit at each impairment testing date substantially exceeded its carrying amount; therefore, no impairment of goodwill was indicated.
Foreclosed PropertyOREO and Repossessed Assets
Foreclosed propertyOREO and repossessed assets consists of real estate assets acquired through, or in lieu of, loan foreclosure and personal property acquired through repossession. Such assets are included in other assets in the accompanying consolidated balance sheets. These assets are held for sale and are initially recorded at estimated fair value less costs to sell, establishing a new cost basis. Subsequent to acquisition, periodic valuations are performed, and the assets are carried at the lower of the carrying amount at the date of acquisition or estimated fair value less cost to sell. Significant property improvements are capitalized to the extent that the resulting carrying value does not exceed fair value less cost to sell. Legal fees, maintenance, taxes, insurance and other direct costs of holding and maintaining these assets are expensed as incurred.

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December 31, 2017


Premises and Equipment
Premises and equipment are carried at cost less accumulated depreciation and amortization and are included in other assets in the accompanying consolidated balance sheets. The Company measures assets held for sale at the lower of carrying amount or estimated fair value. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The lives of improvements to existing buildings are based on the lesser of the estimated remaining lives of the buildings or the estimated useful lives of the improvements. Leasehold improvements are amortized over the shorter of the expected terms of the leases at inception, considering options to extend that are reasonably assured, or their useful lives. Direct costs of materials and services associated with developing or obtaining and implementing internal use computer software incurred during the application and development stage are capitalized and amortized over the estimated useful lives of the software. The estimated useful lives of premises and equipment are as follows:
buildings and improvements - 10 to 30 years;
leasehold improvements - 53 to 20 years;
aircraft and automobiles - 5 to 15 years;
furniture, fixtures and equipment - 5 to 7 years; and
computer equipment - 3 to 5 years;years.
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Software
Capitalized software, stated at cost less accumulated depreciation and
amortization, includes CCA and capitalizable implementation costs associated with hosting arrangements. Capitalized software and software licensing rights - 3 to 5 years.
Loan Servicing Rights
Loan servicing rights are measured at fair value, with changes in fair value subsequent to acquisition recognized in earnings. Prior to January 1, 2016, residential MSRs were measured using the amortization method subsequent to acquisition. This change in accounting policy had no impact on opening retained earnings at January 1, 2016.
Loan servicing rights areis included in other assets in the accompanying consolidated balance sheets. Servicing fee incomeDepreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets, which for CCA is recorded net of changes in fair value in other non-interest income. Neither the loan servicing rights nor related income have had a material impactbased on the Company's financial statementsterm of the associated hosting arrangements plus any reasonably certain renewals. Direct costs associated with developing or obtaining and implementing internal use software and hosting arrangements that are service contracts incurred during the application development stage are capitalized. The estimated useful lives of software, software licensing rights and CCA implementation costs range from 3 to date.5 years.
Investments in Affordable Housing Limited Partnerships
The Company has acquired investments in limited partnerships that manage or invest in qualified affordable housing projects and provide the Company with low-income housing tax credits and other tax benefits. These investments are included in other assets in the accompanying consolidated balance sheets. The Company accounts for investments in qualified affordable housing projects using the proportional amortization method if certain criteria are met. Under the proportional amortization method, the initial cost of the investment is amortized in proportion to the tax credits and other tax benefits received and the amortization is recognized in the income statement as a component of income tax expense. The investments are evaluated for impairment when events or changes in circumstances indicate that it ismay be more likely than not that the carrying amount of the investment will not be realized.
Income Taxes
The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for periods in which the differences are expected to reverse. The effect of changes in tax rates on deferred tax assets and liabilities are recognized in income in the period that includes the enactment date. A valuation allowance is established for deferred tax assets when management determines that it is more likely than not that some portion or all of a deferred tax asset will not be realized. In making such determinations, the Company considers all available positive and negative evidence that may impact the realization of deferred tax assets. These considerations include the amount of taxable income generated in statutory carryback periods, future reversals of existing taxable temporary differences, projected future taxable income and available tax planning strategies.
The Company recognizes tax benefits from uncertain tax positions when it is more likely than not that the related tax positions will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits of the tax positions. An uncertain tax position is a position taken in a previously filed tax return or a position expected to be taken in a future tax return that is not based on clear and unambiguous tax law. The Company measures tax benefits related to uncertain tax positions based on the largest benefit that has a greater than 50% likelihood of being realized

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


upon settlement. If the initial assessment fails to result in recognition of a tax benefit, the Company subsequently recognizes a tax benefit ifif: (i) there are changes in tax law or case law that raise the likelihood of prevailing on the technical merits of the position to more-likely-than-not, (ii) the statute of limitations expires, or (iii) there is a completion of an examination resulting in a settlement of that tax year or position with the appropriate agency. The Company recognizes interest and penalties related to uncertain tax positions, as well as interest income or expense related to tax settlements, in the provision for income taxes.
Equity Based Compensation
The Company periodically grants unvested or restricted shares of common stock and other share-based awards to key employees. For equity classified awards, compensation cost is measured based on the estimated fair value of the awards at the grant date and is recognized in earnings on a straight-line basis over the requisite service period for each award. Liability-classified awards are remeasured each reporting period at fair value until the award is settled, and compensation cost is recognized in earnings on a straight-line basis over the requisite service period for each award, adjusted for changes in fair value each reporting period. Compensation cost related to awards that embody performance conditions is recognized when it is probable that the performance conditions will be achieved. The number of awards expected to vest is estimated in determining the amount of compensation cost to be recognized related to share-based payment transactions.
The fair value of unvested shares is generally based on the closing market price of the Company's common stock at the date of grant. Market conditions embedded in awards are reflected in the grant-date fair value of the awards.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Derivative Financial Instruments and Hedging Activities
Interest rate derivative contracts
The Company uses interest rate derivative contracts, such as swaps, caps, floors and collars, in the normal course of business to meet the financial needs of its customers and to manage exposure to changes in interest rates. Interest rate contracts are recorded as assets or liabilities in the consolidated balance sheets at fair value. Interest rate swapsderivatives that are used as a risk management tool to hedge the Company's exposure to changes in interest rates have been designated as cash flow or fair value hedging instruments. The gain or loss resulting from changes in the fair value of interest rate swapsderivatives designated and qualifying as cash flow hedging instruments is initially reported as a component of other comprehensive income and subsequently reclassified into earnings in the same period in which the hedged transaction affects earnings. Changes in the fair value of interest rate derivatives designated as fair value hedging instruments as well as the offsetting changes in the fair value of the hedged items caused by fluctuations in the designated benchmark interest rates are recognized in earnings.
The Company discontinues hedge accounting prospectively when it is determined that the derivative is no longer effective in offsetting changes in the cash flows or fair value of the hedged item, the derivative expires or is sold, terminated, or exercised, management determines that the designation of the derivative as a hedging instrument is no longer appropriate or, for a cash flow hedge, the occurrence of the forecasted transaction is no longer probable. When hedge accounting on a cash flow hedge is discontinued, any subsequent changes in fair value of the derivative are recognized in earnings. The cumulative unrealized gain or loss related to a discontinued cash flow hedge continues to be reported in AOCI and is subsequently reclassified into earnings in the same period in which the hedged transaction affects earnings, unless it is probable that the forecasted transaction will not occur by the end of the originally specified time period, in which case the cumulative unrealized gain or loss reported in AOCI is reclassified into earnings immediately. When hedge accounting on a fair value hedge is discontinued, adjustments to the carrying amount of the hedged item due to changes in fair value are also discontinued.
Cash flows resulting from derivative financial instruments that are accounted for as hedges, including daily settlements of centrally cleared derivatives with the CME, are classified in theas operating cash flow statement in the same category as the cash flows from the hedged items.flows.
Changes in the fair value of interest rate contracts not designated as, or not qualifying as, hedging instruments are recognized currently in earnings.
Transfers of Financial Assets
Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. A gain or loss is recognized in earnings upon completion of the sale based on the difference between the sales proceeds and the carrying value of the assets. Control over the transferred assets is deemed to have been surrendered when: (i) the assets have been legally isolated from the Company, (ii) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and (iii) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity or the ability to unilaterally cause the holder to return specific assets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


Advertising Costs
Advertising costs are expensed as incurred.
Earnings per Common Share
Basic earnings per common share is calculated by dividing income allocated to common stockholders for basic earnings per common share by the weighted average number of common shares outstanding for the period, reduced by average unvested stock awards. Unvested stock awards with non-forfeitable rights to dividends, whether paid or unpaid, and stand-alone dividend participation rights are considered participating securities and are included in the computation of basic earnings per common share using the two class method whereby net income is allocated between common stock and participating securities. In periods of a net loss, no allocation is made to participating securities as they are not contractually required to fund net losses. Diluted earnings per common share is computed by dividing income allocated to common stockholders for basic earnings per common share, adjusted for earnings reallocated from participating securities, by the weighted average number of common shares outstanding for the period increased for the dilutive effect of unexercised stock options warrants and unvested stock awards using the treasury stock method. Contingently issuable shares are included in the calculation of earnings per common share beginning on the date the contingency was resolved.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Revenue From Contracts with Customers
Revenue from contracts with customers within the scope of Topic 606 "Revenue from Contracts with Customers", is recognized in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those goods or services as if the endrelated performance obligations are satisfied. The majority of our revenues, including revenues from loans, leases, investment securities, derivative instruments and letters of credit and from transfers and servicing of financial assets, are excluded from the scope of Topic 606. Deposit service charges and fees is the most significant category of revenue within the scope of the respective period wasstandard. These service charges and fees consist primarily of monthly maintenance fees and other transaction based fees. Revenue is recognized when our performance obligations are complete, generally monthly for account maintenance fees or when a transaction, such as a wire transfer, is completed. Payment is typically received at the endtime the performance obligation is satisfied. The aggregate amount of revenue that is within the contingency period.scope of Topic 606 from sources other than deposit service charges and fees is not material.
Reclassifications
Certain amounts presented for prior periods have been reclassified to conform to the current period presentation.presented.
New Accounting Pronouncements Adopted in 20172023
ASU No. 2016-06, Derivatives and Hedging2022-02—Financial Instruments—Credit Losses (Topic 815):Contingent Put and Call Options in Debt Instruments. The amendments in this ASU clarified the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. A company performing the assessment under these amendments is required to assess the embedded call (put) options solely in accordance with a four-step decision sequence, without also considering whether the contingency is related to interest rates or credit risks. The adoption of this standard had no impact on the Company's consolidated financial position, results of operations or cash flows.
ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The amendments in this ASU simplified several aspects of the accounting for share-based payment transactions. The amendment requiring the recognition of excess tax benefits and deficiencies as income tax benefit or expense as opposed to additional paid-in-capital was applied prospectively and resulted in the recognition of $3.7 million in excess tax benefits in the consolidated statement of income line item "Provision for income taxes" for the year ended December 31, 2017, increasing net income by the same amount and increasing basic and diluted earnings per share by $0.03. The Company retrospectively adopted the amendments requiring the classification of excess tax benefits and deficiencies with other income tax cash flows as operating activities and cash paid when directly withholding shares as financing activities in the accompanying consolidated statements of cash flows; the impact of adoption was not material. The Company elected to continue its practice of estimating the number of awards expected to vest in determining the amount of compensation cost to be recognized related to share-based payment transactions.
ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment326). This ASU removed step twoeliminated the accounting guidance for TDRs by creditors in Subtopic 310-40, Receivables - Troubled Debt Restructurings by Creditors. The ASU enhanced disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty in the form of the goodwill impairment test.an interest rate reduction, an other-than-insignificant payment delay, a term extension, principal forgiveness or a combination thereof. The ASU also updated certain requirements related to accounting for credit losses under ASC 326 and required disclosure of current-period gross charge-offs of financing receivables by year of origination. The Company elected to early adoptadopted this ASU in the thirdfirst quarter of 2017. Adoption had no impact2023, prospectively, except with respect to the recognition and measurement of TDRs, for which the modified retrospective transition method was applied. The Company recorded a reduction to the ACL of $1.8 million and a cumulative-effect adjustment, net of tax, to retained earnings of $1.3 million on the Company's consolidated financial position, results of operations or cash flows.
ASU No. 2017-08, Receivables—Nonrefundable FeesJanuary 1, 2023. Additional and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments inmodified disclosures required by this ASU required certain premiums on callable debt securities to be amortized to the earliest call date. The amortization period for callable debt securities purchased at a discount were not impacted. The Company early-adopted this ASU with no material impact on the Company's consolidated financial position, results of operations or cash flows.
ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. This ASU eliminated the requirement to separately measure and report hedge ineffectiveness after initial qualification. For qualifying cash flow and net investment hedges, the entire change in the fair value of the hedging instrumentare included in the assessment of hedge effectiveness is recorded in OCI, and amounts deferred in AOCI are reclassifiedNotes to earnings in the samethese Consolidated Financial Statements.

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December 31, 2017


income statement line item that is used to present the earnings effect of the hedged item when the hedged item affects earnings. The new guidance also permits a qualitative effectiveness assessment for certain hedges instead of a quantitative test, such as a regression analysis, if the company can reasonably support an expectation of high effectiveness throughout the term of the hedge. The ASU allows for more hedging strategies to be eligible for hedge accounting. From a disclosure standpoint, to help users of the financial statements better understand the effects of hedge accounting, the guidance requires revised tabular disclosures that focus on the effect of hedge accounting by income statement line, and eliminates the requirement to disclose hedge ineffectiveness because this amount is no longer separately measured. The adoption of this ASU had no impact on the Company's consolidated financial position, results of operations or cash flows.
Recent Accounting Pronouncements Not Yet Adopted
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers2023-02—Investments - Equity Method and Joint Ventures (Topic 606), which will supersede323): Accounting for Investments in Tax Credit Structures using the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific revenue recognition guidance throughout the Accounting Standards Codification. The amendments in this update affect any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets unless those contracts, including leases and insurance contracts, are within the scope of other standards. The amendments establish a core principle requiring the recognition of revenue to depict the transfer of goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled in exchange for such goods or services. The amendments also require expanded disclosures concerning the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. Financial instruments and lease contracts are generally outside the scopeProportional Amortization Method (A Consensus of the Emerging Issues Task Force). This ASU as are revenues that are in the scope of ASC 860 "Transfers and Servicing", ASC 460 "Guarantees" and ASC 815 "Derivatives and Hedging". The FASB haswas issued subsequent ASUs to clarify certain aspects of ASU 2014-09, without changing the core principleexpand use of the guidance and to defer the effective date of ASU 2014-09 to annual periods and interim periods within fiscal years beginning after December 15, 2017. Substantially all of the Company's revenues have historically been generated from activities that are outside the scope of the ASU. Service charges on deposit accounts, which totaled approximately $13 million for the year ended December 31, 2017 is the most significant category of revenue identified as within the scope of the ASU; however, management does not expect the amount and timing of recognition of such revenue to be impacted by adoption. The Company will apply this ASU for the first quarter of 2018 to contracts not completed on the date of adoption using the modified retrospective method. The Company does not expect adoption to have a significant impact on its financial condition, results of operations or cash flows and therefore does not expect to record any cumulative effect of initial application. Adoption of the ASU will result in some expanded disclosure about revenue from contracts with customers.
In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The amendments in the ASU that are expected to be applicable to the Company include provisions to: 1) eliminate the available for sale classification for equity securities and require investments in equity securities (except those accounted for under the equityproportional amortization method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, provided that equity investments that do not have readily determinable fair values may be re-measured at fair value upon occurrence of an observable price change or recognition of impairment, 2) eliminate the requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet, and 3) require public businessin tax credit programs beyond those in LIHTC programs. The ASU allows entities to useelect the exit price notion when measuring the fair value of financial instruments for disclosure purposes. The amendments also clarify that an entity should evaluate the need for a valuation allowanceproportional amortization method, on a deferredtax-credit-program-by-tax-credit-program basis, for all equity investments in tax asset related to available for sale securities in combination withcredit programs meeting the entity's other deferred tax assets, which is consistent with the Company's current practice.eligibility criteria established. This ASU will be adopted by the Company for the first quarter of 2018 by means of a cumulative-effect adjustment to the balance sheet, except for amendments related to equity securities without readily determinable fair values, which will be applied prospectively. Equity investments that will no longer be reported as available for sale and for which fair value changes will be recognized in earnings after adoption totaled $64 million and had unrealized gains of $3.6 million at December 31, 2017. The Company expects to record a cumulative effect adjustment to reclassify unrealized gains on these equity securities, net of related income taxes, of $2.2 million from AOCI to retained earnings upon adoption. Adoption of the ASU will impact the Company's disclosures about the fair values of financial instruments.
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The amendments in this ASU require a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for lease terms longer than one year. Accounting applied by lessors is largely unchanged by this ASU. The amendments in this ASU are effective for the Company for interim and annual periods in fiscal years beginning after

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


December 15, 2018. Early adoption is permitted; however, the Company does not intend to early adopt this ASU. Lessees and lessors are required to apply the provisions of the ASU at the beginning of the earliest period presented using a modified retrospective approach. Management is in the process of evaluating the impact of adoption of this ASU on its consolidated financial statements, processes and controls. The Company has acquired and implemented software to facilitate calculation and reporting of the lease liability and right of use asset. Certain accounting policy decisions have been made including use of the incremental borrowing rate to determine the discount rate and assumptions around inclusion of renewals in lease terms. The most significant impact of adoption is expected to be the recognition, as lessee, of new right-of-use assets and lease liabilities on the consolidated balance sheet for real estate leases currently classified as operating leases. At its November 29, 2017 meeting, the FASB proposed allowing entities the option of applying the provisions of the ASU at the effective date without adjusting the comparative periods presented. The Company is monitoring these and other proposed modifications to the requirements of this ASU.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments. The ASU introduces new guidance which makes substantive changes to the accounting for credit losses. The ASU introduces the CECL model which applies to financial assets subject to credit losses and measured at amortized cost, as well as certain off-balance sheet credit exposures. This includes loans, loan commitments, standby letters of credit, net investments in leases recognized by a lessor and HTM debt securities. The CECL model requires an entity to estimate credit losses expected over the life of an exposure, considering information about historical events, current conditions and reasonable and supportable forecasts, and is generally expected to result in earlier recognition of credit losses. The ASU also modifies certain provisions of the current OTTI model for AFS debt securities. Credit losses on AFS debt securities will be limited to the difference between the security's amortized cost basis and its fair value, and be recognized through an allowance for credit losses rather than as a direct reduction in amortized cost basis. The ASU also provides for a simplified accounting model for purchased financial assets with more than insignificant credit deterioration since their origination. The ASU requires expanded disclosures including, but not limited to (i) information about the methods and assumptions used to estimate expected credit losses, including changes in the factors that influenced management's estimate and the reasons for those changes, (ii) for financing receivables and net investment in leases measured at amortized cost, further disaggregation of information about the credit quality of those assets and (iii) a rollforward of the allowance for credit losses for AFS and HTM securities. The amendments in this ASU are effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2019. Early adoption is permitted, however, the2023. The Company does not intend to earlywill adopt this ASU. Management is inASU during the processfirst quarter of evaluating the2024 and expects no material impact of adoption of this ASU on its consolidated financial statements, processes and controls and is not currently able to reasonably estimate the impact of adoption on the Company's consolidated financial position, results of operations, and cash flows. Currently, all of the Company's equity investments in tax credit programs are in LIHTC programs accounted for using the proportional amortization method.
ASU No. 2023-07—Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This ASU augments reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or cash flows; however, adoptionloss, provide new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. This ASU is likely to lead to significant changes in accounting policies related to,effective for the Company for fiscal years beginning after December 15, 2023, and the methods employed in estimating, the ALLL. It is possible that theinterim periods within fiscal years beginning after December 15, 2024. This ASU will have no impact will be material toon the Company's consolidated financial position, and results of operations. To date,operations, and cash flows. Adoption may lead to additional and revised disclosures in the Company has completed a gap analysis, adopted a detailed implementation plan, established a formal governance structure forCompany's financial statements starting in the project, selected and implemented credit loss models for key portfolio segments, chosen loss estimation methodologies for key portfolio segments, and selected a software solution to serve as its CECL platform.quarter of adoption.
In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows2023-09—Income Taxes (Topic 230)740): Classification of Certain Cash Receipts and Cash Payments. The amendments in thisImprovements to Income Tax Disclosures. This ASU requires entities to provide guidance on eight specific cash flow classification issues where there has been diversity in practice. The guidancemore information in the ASU that is expectedannual and interim income tax disclosures, primarily related to be most applicable to the Company requires: (1) cash payments for debt prepayment or extinguishment costs to be classified as cash outflows for financing activities, (2) proceeds from settlement of insurance claims to be classified on the basis of the nature of the loss and (3) cash proceeds from settlement of bank-owned life insurance policies to be classified as cash flows from investing activities. Cash payments for premiums on bank-owned life insurance may be classified as cash flows for investing activities, operating activities or a combination thereof. The amendments in this ASU will be adopted for the first quarter of 2018 and will be applied retrospectively to each period presented. The provisions of this ASU are generally consistent with the Company's current practice; therefore, adoption is not expected to significantly impact the Company's consolidated cash flows.
In February 2018, the FASB issued ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The amendments in this ASU allow a reclassification from AOCI to retained earnings of stranded tax effects in AOCI resulting from enactment of the Tax Cuts and Jobs Act (the “Act”). The amount of that reclassification is the difference between (1) the amount initially charged or credited directly to other comprehensive income at the previously enacted federal corporate income tax rate that remains in AOCIreconciliation and (2)income taxes paid. The guidance also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. This ASU is effective for the amount that would have been charged or credited using the newly enacted federal corporate income tax rate, excluding the effectCompany for fiscal years beginning after December 15, 2024, and interim periods within fiscal years beginning after December 15, 2025. The impact of any valuation allowance previously charged to income from continuing operations. The amendments inadoption of this ASU

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




also require certainASU on the Company's consolidated financial position, results of operations, and cash flows is not expected to be material. Adoption will lead to additional and revised disclosures about stranded tax effects. The amendments in this ASU are effective for the Company for interim and annual periods beginning after December 15, 2018 with early adoption permitted. The Company intends to early adopt this ASU in the firstCompany's financial statements starting in the quarter of 2018 with the amendments in this ASU being applied at the beginning of the period. Stranded tax effects resulting from the Act totaled approximately $11.7 million at December 31, 2017.adoption.
Note 2    Earnings Per Common Share
The computation of basic and diluted earnings per common share is presented below for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands, except share and per share data):
Years Ended December 31,
c202320222021
Basic earnings per common share: 
Numerator: 
Net income$178,671 $284,971 $414,984 
Distributed and undistributed earnings allocated to participating securities(3,565)(5,075)(5,991)
Income allocated to common stockholders for basic earnings per common share$175,106 $279,896 $408,993 
Denominator:
Weighted average common shares outstanding74,493,898 80,032,356 91,612,243 
Less average unvested stock awards(1,168,004)(1,224,568)(1,212,055)
Weighted average shares for basic earnings per common share73,325,894 78,807,788 90,400,188 
Basic earnings per common share$2.39 $3.55 $4.52 
Diluted earnings per common share:
Numerator:
Income allocated to common stockholders for basic earnings per common share$175,106 $279,896 $408,993 
Adjustment for earnings reallocated from participating securities(275)(626)(585)
Income used in calculating diluted earnings per common share$174,831 $279,270 $408,408 
Denominator:
Weighted average shares for basic earnings per common share73,325,894 78,807,788 90,400,188 
Dilutive effect of certain share-based awards197,441 94 134 
Weighted average shares for diluted earnings per common share73,523,335 78,807,882 90,400,322 
Diluted earnings per common share$2.38 $3.54 $4.52 
c2017
2016 2015
Basic earnings per common share: 
    
Numerator: 
    
Net income$614,273
 $225,741
 $251,660
Distributed and undistributed earnings allocated to participating securities(23,250) (8,760) (9,742)
Income allocated to common stockholders for basic earnings per common share$591,023
 $216,981
 $241,918
Denominator:     
Weighted average common shares outstanding106,574,448
 104,097,182
 103,187,530
Less average unvested stock awards(1,104,035) (1,157,378) (1,128,416)
Weighted average shares for basic earnings per common share105,470,413
 102,939,804
 102,059,114
Basic earnings per common share$5.60
 $2.11
 $2.37
Diluted earnings per common share:     
Numerator:     
Income allocated to common stockholders for basic earnings per common share$591,023
 $216,981
 $241,918
Adjustment for earnings reallocated from participating securities(263) 62
 54
Income used in calculating diluted earnings per common share$590,760
 $217,043
 $241,972
Denominator:     
Weighted average shares for basic earnings per common share105,470,413
 102,939,804
 102,059,114
Dilutive effect of stock options387,074
 716,366
 913,036
Weighted average shares for diluted earnings per common share105,857,487
 103,656,170
 102,972,150
Diluted earnings per common share$5.58
 $2.09
 $2.35
Included in participating securities above arePotentially dilutive unvested shares totaling 1,738,534, 2,034,960 and 3,023,314 dividend equivalent rights outstanding at December 31, 2017 that were issued in conjunction with the IPO of the Company's common stock. These dividend equivalent rights expire in 2021 and participate in dividends on a one-for-one basis.
The following potentially dilutive securities1,804,973 were outstanding at December 31, 2017, 2016,2023, 2022 and 20152021, respectively, but excluded from the calculation of diluted earnings per common share for the periods indicated because their inclusion would have been anti-dilutive: anti-dilutive.
 2017 2016 2015
Unvested shares and share units1,431,761
 1,303,208
 1,040,385
Stock options and warrants1,850,279
 1,850,279
 1,851,376
92

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Note 3    Acquisition Activity
On May 1, 2015, BankUnited completed the acquisition of SBF from CertusHoldings, Inc. in an asset purchase transaction for a cash purchase price of $278 million. SBF's primary business activity is to originate loans under programs administered by the SBA. The SBF acquisition has allowed BankUnited to expand its small business lending platform on a national basis.
BankUnited acquired the SBF loan portfolio, as well as substantially all of SBF's operating assets, and assumed certain of its operating liabilities. The acquisition of SBF was determined to be a business combination and was accounted for using the acquisition method of accounting; accordingly, the assets acquired and liabilities assumed were recorded at their estimated fair values at the acquisition date.
The following table summarizes the estimated fair values of assets acquired and liabilities assumed (in thousands):
Assets: 
Loans held for investment$173,809
Loans held for sale82,143
Servicing rights10,418
Other assets4,397
Total assets270,767
Total liabilities3,620
Estimated fair value of net assets acquired267,147
Consideration issued277,553
Excess of consideration issued over fair value of net assets acquired$10,406
Note 43    Investment Securities
Investment securities include investment securities available for sale, marketable equity securities, and investment securities held to maturity. The investment securities portfolio consisted of the following at December 31, 2017 and 2016the dates indicated (in thousands):
December 31, 2023
December 31, 2023
December 31, 2023
2017 Amortized CostGross Unrealized
Carrying Value (1)
Amortized Cost Gross Unrealized Fair Value
 Gains Losses 
Investment securities available for sale:
Investment securities available for sale:
Investment securities available for sale:
U.S. Treasury securities
U.S. Treasury securities
U.S. Treasury securities$24,981
 $
 $(28) $24,953
U.S. Government agency and sponsored enterprise residential MBS2,043,373
 16,094
 (1,440) 2,058,027
U.S. Government agency and sponsored enterprise commercial MBS233,522
 1,330
 (344) 234,508
Private label residential MBS and CMOs
Private label residential MBS and CMOs
Private label residential MBS and CMOs613,732
 16,473
 (1,958) 628,247
Private label commercial MBS1,033,022
 13,651
 (258) 1,046,415
Single family rental real estate-backed securities559,741
 3,823
 (858) 562,706
Single family real estate-backed securities
Collateralized loan obligations720,429
 3,252
 
 723,681
Non-mortgage asset-backed securities119,939
 1,808
 
 121,747
Preferred stocks59,912
 3,631
 
 63,543
State and municipal obligations640,511
 17,606
 (914) 657,203
SBA securities534,534
 16,208
 (60) 550,682
Other debt securities4,090
 5,030
 
 9,120
$6,587,786
 $98,906
 $(5,860) $6,680,832
9,369,428
9,369,428
9,369,428
Investment securities held to maturity
$
Marketable equity securities
$
105
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023





December 31, 2022
 Amortized CostGross Unrealized
Carrying Value (1)
 GainsLosses
Investment securities available for sale:
U.S. Treasury securities$148,956 $63 $(13,178)$135,841 
U.S. Government agency and sponsored enterprise residential MBS2,036,693 1,334 (54,859)1,983,168 
U.S. Government agency and sponsored enterprise commercial MBS600,517 — (75,423)525,094 
Private label residential MBS and CMOs2,864,589 54 (333,980)2,530,663 
Private label commercial MBS2,645,168 176 (120,990)2,524,354 
Single family real estate-backed securities502,194 — (31,753)470,441 
Collateralized loan obligations1,166,838 151 (30,526)1,136,463 
Non-mortgage asset-backed securities102,194 — (6,218)95,976 
State and municipal obligations122,181 695 (6,215)116,661 
SBA securities139,320 381 (3,919)135,782 
10,328,650 $2,854 $(677,061)9,654,443 
Investment securities held to maturity10,000 10,000 
$10,338,650 9,664,443 
Marketable equity securities90,884 
$9,755,327 
 2016
 Amortized Cost Gross Unrealized Fair Value
  Gains Losses 
U.S. Treasury securities$4,999
 $6
 $
 $5,005
U.S. Government agency and sponsored enterprise residential MBS1,513,028
 15,922
 (1,708) 1,527,242
U.S. Government agency and sponsored enterprise commercial MBS126,754
 670
 (2,838) 124,586
Private label residential MBS and CMOs334,167
 42,939
 (2,008) 375,098
Private label commercial MBS1,180,386
 9,623
 (2,385) 1,187,624
Single family rental real estate-backed securities858,339
 4,748
 (1,836) 861,251
Collateralized loan obligations487,678
 868
 (1,250) 487,296
Non-mortgage asset-backed securities187,660
 2,002
 (2,926) 186,736
Preferred stocks76,180
 12,027
 (4) 88,203
State and municipal obligations705,884
 3,711
 (11,049) 698,546
SBA securities517,129
 7,198
 (421) 523,906
Other debt securities3,999
 4,092
 
 8,091
 $5,996,203
 $103,806
 $(26,425) $6,073,584
(1)At fair value except for securities held to maturity.
Investment securities held to maturity at December 31, 20172023 and 20162022, consisted of one State of Israel bond with a carrying value of $10 million. Fair value approximated carrying valuematuring in October 2024. Accrued interest receivable on investments totaled $37 million and $34 million at December 31, 20172023 and 2016. The bond matures2022, respectively, and is included in 2024.other assets in the accompanying consolidated balance sheets.
At December 31, 2017,2023, contractual maturities of investment securities available for sale, adjusted for anticipated prepayments of mortgage-backed and other pass-through securities,when applicable, were as follows (in thousands):
 Amortized Cost Fair Value
Due in one year or less$663,592
 $674,291
Due after one year through five years3,196,717
 3,232,157
Due after five years through ten years2,229,852
 2,264,131
Due after ten years437,713
 446,710
Preferred stocks with no stated maturity59,912
 63,543
 $6,587,786
 $6,680,832
Based on the Company’s assumptions, the estimated weighted average life of the investment portfolio as of December 31, 2017 was 4.9 years. The effective duration of the investment portfolio as of December 31, 2017 was 1.7 years. The model results are based on assumptions that may differ from actual results. 
Amortized CostFair Value
Due in one year or less$1,005,364 $967,514 
Due after one year through five years5,121,397 4,948,460 
Due after five years through ten years1,940,887 1,765,738 
Due after ten years1,301,780 1,152,920 
 $9,369,428 $8,834,632 
The carrying value of securities pledged as collateral for FHLB advances, public deposits, interest rate swaps and to secure borrowing capacity at the FRB totaled $2.6$7.7 billion and $1.8$4.1 billion at December 31, 20172023 and 2016,2022, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




The following table provides information about gains and losses on investment securities available for sale for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands):
 2017 2016 2015
Proceeds from sale of investment securities available for sale$1,287,591
 $1,127,983
 $1,114,020
      
Gross realized gains$37,530
 $14,924
 $8,955
Gross realized losses(4,064) 
 (475)
Net realized gain33,466
 14,924
 8,480
OTTI
 (463) 
Gain on investment securities available for sale, net$33,466
 $14,461
 $8,480
During the year ended December 31, 2016, OTTI was recognized on two positions in one private label commercial MBS. These positions were sold at a loss before the end of 2016.
Years Ended December 31,
 202320222021
Gross realized gains on investment securities AFS$1,862 $4,058 $10,005 
Gross realized losses on investment securities AFS(47)(131)(995)
Net realized gain1,815 3,927 9,010 
Net losses on marketable equity securities recognized in earnings(11,867)(19,732)(2,564)
Gain (loss) on investment securities, net$(10,052)$(15,805)$6,446 
The following tables present the aggregate fair value and the aggregate amount by which amortized cost exceeded fair value for investment securities available for sale in unrealized loss positions aggregated by investment category and length of time that individual securities had been in continuous unrealized loss positions at December 31, 2017 and 2016the dates indicated (in thousands):
December 31, 2023
2017
Less than 12 Months 12 Months or Greater TotalLess than 12 Months12 Months or GreaterTotal
Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fair ValueUnrealized LossesFair ValueUnrealized LossesFair ValueUnrealized Losses
U.S. Treasury securities$24,953
 $(28) $
 $
 $24,953
 $(28)
U.S. Government agency and sponsored enterprise residential MBS471,120
 (1,141) 13,028
 (299) 484,148
 (1,440)
U.S. Government agency and sponsored enterprise commercial MBS26,265
 (344) 
 
 26,265
 (344)
Private label residential MBS and CMOs
Private label residential MBS and CMOs
Private label residential MBS and CMOs330,068
 (1,858) 5,083
 (100) 335,151
 (1,958)
Private label commercial MBS81,322
 (258) 
 
 81,322
 (258)
Single family rental real estate-backed securities94,750
 (858) 
 
 94,750
 (858)
Single family real estate-backed securities
Collateralized loan obligations
Non-mortgage asset-backed securities
State and municipal obligations30,715
 (49) 60,982
 (865) 91,697
 (914)
SBA securities21,300
 (10) 15,427
 (50) 36,727
 (60)
$1,080,493
 $(4,546) $94,520
 $(1,314) $1,175,013
 $(5,860)
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December 31, 2022
2016 Less than 12 Months12 Months or GreaterTotal
Less than 12 Months 12 Months or Greater Total Fair ValueUnrealized LossesFair ValueUnrealized LossesFair ValueUnrealized Losses
Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses
U.S. Treasury securities
U.S. Government agency and sponsored enterprise residential MBS$191,463
 $(628) $112,391
 $(1,080) $303,854
 $(1,708)
U.S. Government agency and sponsored enterprise commercial MBS89,437
 (2,838) 
 
 89,437
 (2,838)
Private label residential MBS and CMOs
Private label residential MBS and CMOs
Private label residential MBS and CMOs122,142
 (1,680) 8,074
 (328) 130,216
 (2,008)
Private label commercial MBS169,535
 (2,370) 24,985
 (15) 194,520
 (2,385)
Single family rental real estate-backed securities139,867
 (842) 176,057
 (994) 315,924
 (1,836)
Single family real estate-backed securities
Collateralized loan obligations69,598
 (402) 173,983
 (848) 243,581
 (1,250)
Non-mortgage asset-backed securities139,477
 (2,926) 
 
 139,477
 (2,926)
Preferred stocks10,087
 (4) 
 
 10,087
 (4)
State and municipal obligations448,180
 (11,049) 
 
 448,180
 (11,049)
SBA securities4,204
 (13) 20,076
 (408) 24,280
 (421)
$1,383,990
 $(22,752) $515,566
 $(3,673) $1,899,556
 $(26,425)
The Company monitors its investment securities available for sale for OTTIcredit loss impairment on an individual security basis. No securities were determined to be other-than-temporarilycredit loss impaired during the years ended December 31, 20172023, 2022 and 2015. As discussed above, OTTI was recognized on two positions in one private label commercial MBS during the year ended2021. At December 31, 2016. The2023, the Company doesdid not intendhave an intent to sell securities that arewere in significant unrealized loss positions, at December 31, 2017 and it iswas not more likely than not that the Company willwould be required to sell these securities before recovery of the amortized cost basis, which may be at maturity. In making this determination, the Company considered its current and projected liquidity position including its ability to pledge securities to generate liquidity, its investment policy as to permissible holdings and concentration limits, regulatory requirements and other relevant factors. While events of early 2023 impacting the banking sector impacted the liquidity profile of many banks, including BankUnited, the substantial majority of our investment securities are pledgeable at either the FHLB or FRB. We have not sold, and do not anticipate the need to sell, securities in unrealized loss positions to generate liquidity.
At December 31, 2017, 712023, 558 securities available for sale were in unrealized loss positions. The amount of impairment related to 28114 of these securities was considered insignificant both individually and in the aggregate, totaling approximately $277 thousand$1.1 million and no further analysis with respect to these securities was considered necessary.
The basis for concluding that impairment of the remainingAFS securities were not credit loss impaired and no ACL was not other-than-temporaryconsidered necessary at December 31, 2023, is further described below:discussed below.
Unrealized losses were primarily attributable to a sustained higher interest rate environment. In some cases, wider spreads compared to levels at which securities were purchased. market volatility and yield curve dislocations also contributed to unrealized losses, particularly in the CLO segment. The investment securities AFS portfolio was in a net unrealized loss position of $534.8 million at December 31, 2023, compared to $674.2 million at December 31, 2022, improving by $139.4 million during the year ended December 31, 2023. While the majority of securities in the portfolio were floating rate at December 31, 2023, fixed rate securities accounted for the majority of unrealized losses.
U.S. Treasury securitiesGovernment, U.S. Government Agency and Government Sponsored Enterprise Securities
At December 31, 2017, one2023, six U.S. Treasury security was in unrealized loss position. The amount of impairment is less than 1% of amortized cost. The timely payment of principal and interest on this security is explicitly guaranteed by the U.S. Government. Given the limited severity of impairment and the expectation of timely payments of principal and interest, the impairment is considered to be temporary.
U.S. Government agency and sponsored enterprise residential and commercialMBS
At December 31, 2017, eleventreasury, 130 U.S. Government agency and sponsored enterprise residential MBS, and three26 U.S. Government agency and sponsored enterprise commercial MBS, and 22 SBA securities were in unrealized loss positions. For eight fixed rate securities, the amount of impairment for each of the securities was less than 3% of amortized cost and was primarily attributable to an increase in medium and long-term market interest rates subsequent to the date of acquisition. For the remaining six variable rate securities, the amount of impairment was less than 1% of amortized cost. The timely payment of principal and interest on these securities is explicitly or implicitly guaranteed by the U.S. Government. Given the limited severityAs such, there is an assumption of impairmentzero credit loss and the expectationCompany expects to recover the amortized cost basis of timely payment of principal and interest, the impairments were considered to be temporary.

these securities.
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Private Label Securities:
None of the impaired private label securities had missed principal or interest payments or had been downgraded by a NRSRO at December 31, 2023. The Company performed an analysis comparing the present value of cash flows expected to be collected to the amortized cost basis of impaired securities. This analysis was based on a scenario that we believe to be generally more conservative than our reasonable and supportable economic forecast at December 31, 2023, and incorporated assumptions about voluntary prepayment rates, collateral defaults, delinquencies, severity and other relevant factors as described further below. Our analysis also considered the structural characteristics of each security and the level of credit enhancement provided by that structure.
Private label residentialMBSandCMOs
At December 31, 2017, twelve2023, 114 private label residential MBS and CMOs were in unrealized loss positions, primarily as a resultpositions. Our analysis of an increase in medium and long-term market interest rates subsequentcash flows expected to acquisition. The amount of impairment of each of the individualbe collected on these securities was 2% or less of amortized cost. These securities were assessed for OTTI using credit and prepayment behavioral models that incorporate CUSIP level constantincorporated assumptions about collateral default rates, voluntary prepayment rates, and loss severity, delinquencies and recovery lag. In developing those assumptions, we took into account collateral quality measures such as FICO, LTV, documentation, loan type, property type, agency availability criteria and performing status. We also regularly monitor sector data including home price appreciation, forbearance, delinquency, assumptions. The results of these assessments were notspecial servicing and prepay trends as well as other economic data that could be indicative of stress in the sector. Underlying delinquencies in this sector remain low. Our December 31, 2023 analysis projected weighted average collateral losses for impaired securities in this category of 2% compared to weighted average credit losses related to anysupport of these securities as18%. As of December 31, 2017. Given the limited severity2023, 95% of impairmentimpaired securities in this category, based on carrying value, were externally rated AAA, 4% were rated AA and the expectation of timely recovery of outstanding principal, the impairments1% were considered to be temporary.rated A.
Private label commercialMBS
At December 31, 2017, three2023, 95 private label commercial MBS were in unrealized loss positions. The amountOur analysis of impairment of each of the individualcash flows expected to be collected on these securities was less than 1% of amortized cost. These securities were assessed for OTTI using creditincorporated assumptions about collateral default rates, voluntary prepayment rates, loss severity, delinquencies and prepayment behavioral models incorporatingrecovery lag. In developing those assumptions, consistent with thewe took into account collateral characteristics of each security. The results of this analysis were notquality and type, loan size, loan purpose and other qualitative factors. We also regularly monitor collateral concentrations, collateral watch lists, bankruptcy data, defeasance data, special servicing trends, delinquency and other economic data that could be indicative of expectedstress in the sector. We consider collateral, deal, sector and tranche level performance as well as maturity and refinance risk. While we have observed some deterioration in collateral performance in this segment, particularly in the office, retail and hospitality sectors, the high credit losses. Givenquality of these securities and adequacy of subordination to cover projected collateral losses supports the limited severityconclusion that there is no credit loss impairment. Our December 31, 2023 analysis projected weighted average collateral losses for impaired securities in this category of impairment7% compared to weighted average credit support of 43%. As of December 31, 2023, 85% of impaired securities in this category, based on carrying value, were externally rated AAA, 11% were rated AA and the expectation of timely recovery of outstanding principal, the impairments4% were considered to be temporary.rated A.
Single family rental real estate-backed securities
At December 31, 2017, six2023, 13 single family rental real estate-backed securities were in unrealized loss positions. The unrealized losses were primarily due to increases in market interest rates since the purchase of the securities. The amount of impairment of each of the individual securities was less than 2% of amortized cost. Management'sOur analysis of the credit characteristics,cash flows expected to be collected on these securities incorporated assumptions about collateral default rates, loss severity, delinquencies and recovery lag. We regularly monitor sector data including loan-to-valuehome price appreciation, forbearance, delinquency and debt service coverage ratios, and levels of subordination for each of the securities is notprepay trends as well as other economic data that could be indicative of stress in the sector. We consider collateral, deal, sector and tranche level performance as well as maturity and refinance risk. Our December 31, 2023 analysis projected weighted average collateral losses for this category of 8% compared to weighted average credit losses. Given the limited severitysupport of impairment53%. As of December 31, 2023, 57% of impaired securities in this category, based on carrying value, were externally rated AAA, 17% were rated AA and the absence of projected credit losses, the impairments were considered to be temporary.one security was not externally rated.
State and municipalCollateralized loan obligations
At December 31, 2017, six state and municipal2023, 28 collateralized loan obligations were in unrealized loss positions. The amount of impairment of each of the individual securities was less than 3% of amortized cost. All of the securities are rated investment grade by nationally recognized statistical ratings organizations. Management's evaluation of these securities for OTTI also encompassed the review of credit scores and analysis provided by a third party firm specializing in the analysis and credit review of municipal securities. Given the absence of expected creditUnrealized losses and management's ability and intent to hold the securities until recovery, the impairments were considered to be temporary.
SBA Securities
At December 31, 2017, one SBA security was in an unrealized loss position. The amount of impairment wastotaled less than 1% of total amortized cost. This security was purchasedcost of this segment at a premium and the impairment was attributable primarily to increased prepayment speeds. The timely paymentDecember 31, 2023. Our analysis of principal and interest on this security is guaranteed by this U.S. Government agency. Given the limited severity of impairment and the expectation of timely payment of principal and interest, the impairment was consideredcash flows expected to be temporary.

collected on these securities incorporated assumptions about collateral default rates, loss severity, and delinquencies, calibrated to take into account idiosyncratic risks associated with the underlying collateral. In developing those assumptions, we took into account each sector’s performance pre-, during and post the 2008 financial crisis. We regularly engage with bond managers to monitor
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trends in underlying collateral including potential downgrades and subsequent cash flow diversions, liquidity, ratings migration, and any other relevant developments. While we have observed some deterioration in underlying collateral performance due in large part to rising costs, the high credit quality of these securities and adequacy of subordination to cover projected collateral losses supports the conclusion that there is no credit loss impairment. Our December 31, 2023 analysis projected weighted average collateral losses for impaired securities in this category of 15% compared to weighted average credit support of 45%. As of December 31, 2023, 81% of the impaired securities in this category, based on carrying value, were externally rated AAA, 15% were rated AA and 4% were rated A.
Non-mortgage asset-backed securities
At December 31, 2023, six non-mortgage asset-backed securities were in unrealized loss positions. These securities are backed by student loan collateral. Our analysis of cash flows expected to be collected on these securities incorporated assumptions about collateral default rates, loss severity, delinquencies, voluntary prepayment rates and recovery lag. In developing assumptions, we took into account collateral type, delineated by whether collateral consisted of loans to borrowers in school, refinancing, or a mixture. Our December 31, 2023 analysis projected weighted average collateral losses for impaired securities in this category of 4% compared to weighted average credit support of 24%. As of December 31, 2023, 38% of the impaired securities in this category, based on carrying value, were externally rated AAA, and 62% were rated AA.
State and Municipal Obligations
At December 31, 2023, four state and municipal obligations were in unrealized loss positions. Our analysis of potential credit loss impairment for these securities incorporates a quantitative measure of the underlying obligor's credit worthiness provided by a third-party vendor as well as other relevant qualitative considerations. As of December 31, 2023, 98% of the impaired securities in this category, based on carrying value, were externally rated AAA and 2% were rated AA.
Note 54    Loans and Allowance for Loan and LeaseCredit Losses
At December 31, 2017 and 2016, loansLoans consisted of the following at the dates indicated (dollars in thousands):
December 31, 2023December 31, 2022
2017

 Covered Loans   Percent of Total
Non-Covered Loans ACI Non-ACI Total 
Residential and other consumer: 
  
  
  
  
TotalPercent of TotalTotalPercent of Total
Residential:Residential:  
1-4 single family residential$4,116,814
 $479,068
 $26,837
 $4,622,719
 21.6%1-4 single family residential$6,903,013 28.0 28.0 %$7,128,834 28.6 28.6 %
Home equity loans and lines of credit1,654
 
 361
 2,015
 %
Other consumer loans20,512
 
 
 20,512
 0.1%
Government insured residentialGovernment insured residential1,306,014 5.3 %1,771,880 7.1 %
4,138,980
 479,068
 27,198
 4,645,246
 21.7%
8,209,027
8,209,027
8,209,027 33.3 %8,900,714 35.7 %
Commercial:         
Multi-family3,215,697
 
 
 3,215,697
 15.0%
Non-owner occupied commercial real estate
Non-owner occupied commercial real estate
Non-owner occupied commercial real estate4,485,276
 
 
 4,485,276
 21.0%5,323,241 21.6 21.6 %5,405,597 21.7 21.7 %
Construction and land310,999
 
 
 310,999
 1.5%Construction and land495,992 2.0 2.0 %294,360 1.2 1.2 %
Owner occupied commercial real estate2,014,908
 
 
 2,014,908
 9.4%Owner occupied commercial real estate1,935,743 7.9 7.9 %1,890,813 7.6 7.6 %
Commercial and industrial4,145,785
 
 
 4,145,785
 19.4%Commercial and industrial6,971,981 28.3 28.3 %6,417,721 25.9 25.9 %
Commercial lending subsidiaries2,553,576
 
 
 2,553,576
 12.0%
Pinnacle - municipal finance
Pinnacle - municipal finance
Pinnacle - municipal finance884,690 3.6 %912,122 3.7 %
Franchise financeFranchise finance182,408 0.7 %253,774 1.0 %
Equipment financeEquipment finance197,939 0.8 %286,147 1.1 %
Mortgage warehouse lendingMortgage warehouse lending432,663 1.8 %524,740 2.1 %
16,726,241
 
 
 16,726,241
 78.3% 16,424,657 66.7 66.7 %15,985,274 64.3 64.3 %
Total loans20,865,221
 479,068
 27,198
 21,371,487
 100.0%Total loans24,633,684 100.0 100.0 %24,885,988 100.0 100.0 %
Premiums, discounts and deferred fees and costs, net48,165
 
 (3,148) 45,017
  
Loans including premiums, discounts and deferred fees and costs20,913,386
 479,068
 24,050
 21,416,504
  
Allowance for loan and lease losses(144,537) 
 (258) (144,795)  
Allowance for credit losses
Loans, net$20,768,849
 $479,068
 $23,792
 $21,271,709
  
Loans, net
Loans, net

Premiums, discounts and deferred fees and costs, excluding the non-credit related discount on PCD loans, totaled $45 million and $61 million at December 31, 2023 and 2022, respectively.
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 2016
 
 Covered Loans   Percent of Total
 Non-Covered Loans ACI Non-ACI Total 
Residential and other consumer: 
  
  
  
  
1-4 single family residential$3,422,425
 $532,348
 $36,675
 $3,991,448
 20.6%
Home equity loans and lines of credit1,120
 3,894
 47,629
 52,643
 0.3%
Other consumer loans24,365
 
 
 24,365
 0.1%
 3,447,910
 536,242
 84,304
 4,068,456
 21.0%
Commercial:         
Multi-family3,824,973
 
 
 3,824,973
 19.8%
Non-owner occupied commercial real estate3,739,235
 
 
 3,739,235
 19.3%
Construction and land311,436
 
 
 311,436
 1.6%
Owner occupied commercial real estate1,736,858
 
 
 1,736,858
 9.0%
Commercial and industrial3,391,614
 
 
 3,391,614
 17.5%
Commercial lending subsidiaries2,280,685
 
 
 2,280,685
 11.8%
 15,284,801
 
 
 15,284,801
 79.0%
Total loans18,732,711
 536,242
 84,304
 19,353,257
 100.0%
Premiums, discounts and deferred fees and costs, net48,641
 
 (6,504) 42,137
  
Loans including premiums, discounts and deferred fees and costs18,781,352
 536,242
 77,800
 19,395,394
  
Allowance for loan and lease losses(150,853) 
 (2,100) (152,953)  
Loans, net$18,630,499
 $536,242
 $75,700
 $19,242,441
  
Included in non-covered loans above are $34 million and $47 million at December 31, 2017 and 2016, respectively, of ACI commercial loans acquired in the FSB Acquisition.
Through two subsidiaries, the Bank provides commercial and municipal equipment and franchise financing utilizing both loan and lease structures. At December 31, 2017 and 2016, the commercial lending subsidiaries portfolio included a net investment in direct financing leases of $738 million and $643 million, respectively.
The following table presents the componentsamortized cost basis of residential PCD loans and the related amount of non-credit discount, net of the investment in direct financing leases as of December 31, 2017 and 2016related ACL, at the dates indicated (in thousands):
December 31, 2023December 31, 2022
UPB$80,123 $96,437 
Non-credit discount(35,249)(44,354)
Total amortized cost of PCD loans44,874 52,083 
ACL related to PCD loans(161)(409)
PCD loans, net$44,713 $51,674 
During the years ended December 31, 2023, 2022 and 2021, the Company purchased residential loans totaling $493 million, $2.3 billion and $4.8 billion, respectively.
At December 31, 2023 and 2022, the Company had pledged loans with a carrying value of approximately $16.5 billion and $12.4 billion, respectively, as security for FHLB advances and Federal Reserve discount window capacity.
At December 31, 2023 and 2022, accrued interest receivable on loans totaled $138 million and $129 million, respectively, and is included in other assets in the accompanying consolidated balance sheets. The amount of interest income reversed on non-accrual loans was not material for the years ended December 31, 2023, 2022 and 2021.
Allowance for credit losses
 2017 2016
Total minimum lease payments to be received$792,064
 $689,631
Estimated unguaranteed residual value of leased assets17,872
 3,704
Gross investment in direct financing leases809,936
 693,335
Unearned income(76,900) (55,891)
Initial direct costs5,184
 5,287
 $738,220
 $642,731
The ACL was determined utilizing a 2-year reasonable and supportable forecast period. The quantitative portion of the ACL at December 31, 2023, was determined using three weighted third-party provided economic scenarios. The quantitative portion of the ACL at December 31, 2022 and 2021 was determined using a single third-party provided economic scenario. Activity in the ACL is summarized below for the periods indicated (in thousands):

Years Ended December 31,
 202320222021
 ResidentialCommercialTotalResidentialCommercialTotalResidentialCommercialTotal
Beginning balance$11,741 $136,205 $147,946 $9,187 $117,270 $126,457 $18,719 $238,604 $257,323 
Impact of adoption of ASU 2022-02(117)(1,677)(1,794)N/AN/AN/AN/AN/AN/A
Balance after adoption of ASU 2022-0211,624 134,528 146,152 9,187 117,270 126,457 18,719 238,604 257,323 
Provision (recovery)(4,002)82,926 78,924 2,858 70,956 73,814 (9,241)(55,215)(64,456)
Charge-offs— (35,014)(35,014)(412)(61,643)(62,055)(304)(70,946)(71,250)
Recoveries12,618 12,627 108 9,622 9,730 13 4,827 4,840 
Ending balance$7,631 $195,058 $202,689 $11,741 $136,205 $147,946 $9,187 $117,270 $126,457 
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




AsThe ACL increased by $54.7 million, from 0.59% to 0.82% of total loans, at December 31, 2017, future minimum lease payments2023, compared to be received under direct financing leases were as follows (in thousands):
Years Ending December 31: 
2018$189,017
2019158,846
2020121,930
202174,536
202249,781
Thereafter197,954
 $792,064
During both of the years ended December 31, 20172022. The more significant factors impacting the provision for credit losses and 2016, the Company purchased 1-4 single family residential loans totaling $1.3 billion.
At December 31, 2017, the Company had pledged real estate loans with UPB of approximately $10.5 billion and recorded investment of approximately $10.0 billion as security for FHLB advances.
At December 31, 2017 and 2016, the UPB of ACI loans was $1.1 billion and $1.5 billion, respectively. The accretable yield on ACI loans represents the amount by which undiscounted expected future cash flows exceed recorded investment. Changesincrease in the accretable yield on ACI loans for the years ended December 31, 2017, 2016, and 2015 were as follows (in thousands):
Balance at December 31, 2014$1,005,312
Reclassifications from non-accretable difference192,291
Accretion(295,038)
Balance at December 31, 2015902,565
Reclassifications from non-accretable difference76,751
Accretion(303,931)
Balance at December 31, 2016675,385
Reclassifications from non-accretable difference81,501
Accretion(301,827)
Balance at December 31, 2017$455,059
Reclassifications from non-accretable difference in the table aboveACL for the year ended December 31, 20172023, included $16.3 million of remaining accretable yield includedchanges in the determination of the recorded investmenteconomic forecast, new commercial loan production, risk rating migration and an increase in the pool of ACI home equity loans and lines of credit, which was sold in its entirety in the fourth quarter of 2017.

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December 31, 2017


Covered loan sales
During the years ended December 31, 2017, 2016 and 2015, the Company sold covered residential loans to third parties on a non-recourse basis. The following table summarizes the impact of these transactions (in thousands): 
 2017 2016 2015
UPB of loans sold$203,970
 $241,348
 $249,038
      
Cash proceeds, net of transaction costs$169,828
 $171,367
 $207,425
Recorded investment in loans sold152,422
 185,837
 172,496
Gain (loss) on sale of covered loans, net$17,406
 $(14,470) $34,929
      
Gain (loss) on FDIC indemnification, net$(1,523) $11,615
 $(28,051)
Allowance for loan and lease losses 
Activity in the ALLL for the years ended December 31, 2017, 2016, and 2015 is summarized as follows (in thousands):
 2017
 Residential and Other Consumer Commercial Total
Beginning balance$11,503
 $141,450
 $152,953
Provision for (recovery of) loan losses:     
Covered loans1,418
 (60) 1,358
Non-covered loans1,034
 66,355
 67,389
Total provision2,452
 66,295
 68,747
Charge-offs:     
Covered loans(3,327) 
 (3,327)
Non-covered loans(1) (77,865) (77,866)
Total charge-offs(3,328) (77,865) (81,193)
Recoveries:     
Covered loans67
 60
 127
Non-covered loans26
 4,135
 4,161
Total recoveries93
 4,195
 4,288
Ending balance$10,720
 $134,075
 $144,795

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


 2016
 Residential and Other Consumer Commercial Total
Beginning balance$16,211
 $109,617
 $125,828
Provision for (recovery of) loan losses:     
Covered loans(1,632) (49) (1,681)
Non-covered loans(1,814) 54,406
 52,592
Total provision(3,446) 54,357
 50,911
Charge-offs:     
Covered loans(1,216) 
 (1,216)
Non-covered loans(152) (25,742) (25,894)
Total charge-offs(1,368) (25,742) (27,110)
Recoveries:     
Covered loans80
 49
 129
Non-covered loans26
 3,169
 3,195
Total recoveries106
 3,218
 3,324
Ending balance$11,503
 $141,450
 $152,953
 2015
 Residential and Other Consumer Commercial Total
Beginning balance$11,515
 $84,027
 $95,542
Provision for (recovery of) loan losses:     
Covered loans2,317
 (66) 2,251
Non-covered loans3,988
 38,072
 42,060
Total provision6,305
 38,006
 44,311
Charge-offs:     
Covered loans(1,680) 
 (1,680)
Non-covered loans
 (13,719) (13,719)
Total charge-offs(1,680) (13,719) (15,399)
Recoveries:     
Covered loans39
 66
 105
Non-covered loans32
 1,237
 1,269
Total recoveries71
 1,303
 1,374
Ending balance$16,211
 $109,617
 $125,828

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December 31, 2017


certain specific reserves.
The following table presents information about the balance of the ALLL and related loans as of December 31, 2017 and 2016 (in thousands):
 2017 2016
 Residential and Other Consumer Commercial Total Residential and Other Consumer Commercial Total
Allowance for loan and lease losses:       
  
  
Ending balance$10,720
 $134,075
 $144,795
 $11,503
 $141,450
 $152,953
Covered loans:           
Ending balance$258
 $
 $258
 $2,100
 $
 $2,100
Ending balance: non-ACI loans individually evaluated for impairment$118
 $
 $118
 $529
 $
 $529
Ending balance: non-ACI loans collectively evaluated for impairment$140
 $
 $140
 $1,571
 $
 $1,571
Ending balance: ACI loans$
 $
 $
 $
 $
 $
Non-covered loans:           
Ending balance$10,462
 $134,075
 $144,537
 $9,403
 $141,450
 $150,853
Ending balance: loans individually evaluated for impairment$63
 $18,776
 $18,839
 $12
 $19,229
 $19,241
Ending balance: loans collectively evaluated for impairment$10,399
 $115,299
 $125,698
 $9,391
 $122,221
 $131,612
Ending balance: ACI loans$
 $
 $
 $
 $
 $
Loans:    0
      
Covered loans:           
Ending balance$503,118
 $
 $503,118
 $614,042
 $
 $614,042
Ending balance: non-ACI loans individually evaluated for impairment$2,221
 $
 $2,221
 $12,396
 $
 $12,396
Ending balance: non-ACI loans collectively evaluated for impairment$21,829
 $
 $21,829
 $65,404
 $
 $65,404
Ending balance: ACI loans$479,068
 $
 $479,068
 $536,242
 $
 $536,242
Non-covered loans:           
Ending balance$4,196,080
 $16,717,306
 $20,913,386
 $3,495,775
 $15,285,577
 $18,781,352
Ending balance: loans, other than ACI loans, individually evaluated for impairment$1,234
 $173,706
 $174,940
 $561
 $176,932
 $177,493
Ending balance: loans, other than ACI loans, collectively evaluated for impairment$4,194,846
 $16,509,824
 $20,704,670
 $3,495,207
 $15,061,707
 $18,556,914
Ending balance: ACI loans$
 $33,776
 $33,776
 $7
 $46,938
 $46,945

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


Credit quality information
The table below presents information about loans or ACI pools identified as impaired as of December 31, 2017 and 2016 (in thousands):
 2017 2016
 
Recorded
Investment
 UPB 
Related
Specific
Allowance
 
Recorded
Investment
 UPB 
Related
Specific
Allowance
Non-covered loans: 
  
  
  
  
  
With no specific allowance recorded: 
  
  
  
  
  
1-4 single family residential$120
 $122
 $
 $
 $
 $
Non-owner occupied commercial real estate10,922
 10,838
 
 510
 512
 
Construction and land1,175
 1,175
 
 1,238
 1,238
 
Owner occupied commercial real estate22,002
 22,025
 
 16,834
 16,894
 
Commercial and industrial 


 

 

 

 

  
Taxi medallion loans13,560
 13,559
 
 18,107
 18,107
 
Other commercial and industrial345
 374
 
 6,172
 6,172
 
Commercial lending subsidiaries
 
 
 10,620
 10,510
 
With a specific allowance recorded:           
1-4 single family residential1,114
 1,090
 63
 561
 546
 12
Multi-family23,173
 23,175
 1,732
 
 
 
Owner occupied commercial real estate3,075
 3,079
 2,960
 491
 513
 263
Commercial and industrial

 

 

 

 

 

Taxi medallion loans92,507
 92,508
 12,214
 73,131
 73,147
 5,948
Other commercial and industrial3,626
 3,624
 1,540
 29,452
 29,463
 9,168
Commercial lending subsidiaries3,321
 3,296
 330
 21,712
 21,605
 3,850
Total:           
Residential and other consumer$1,234
 $1,212
 $63
 $561
 $546
 $12
Commercial173,706
 173,653
 18,776
 178,267
 178,161
 19,229
 $174,940
 $174,865
 $18,839
 $178,828
 $178,707
 $19,241
Covered loans:           
Non-ACI loans:       
  
  
With no specific allowance recorded:       
  
  
1-4 single family residential$1,061
 $1,203
 $
 $1,169
 $1,391
 $
Home equity loans and lines of credit
 
 
 2,255
 2,286
 
With a specific allowance recorded:           
1-4 single family residential1,160
 1,314
 118
 1,272
 1,514
 181
Home equity loans and lines of credit
 
 
 7,700
 7,804
 348
 $2,221
 $2,517
 $118
 $12,396
 $12,995
 $529
Non-covered impaired loans include commercial real estate ACI loans modified in TDRs with a carrying value of $1.3 million as of December 31, 2016. Interest income recognized on impaired loans and pools forgross charge-offs during the year ended December 31, 2017 was approximately $9.6 million. The interest income recognized on impaired loans for the years ended December 31, 2016 and 2015 was not material.2023, by year of origination (in thousands):

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December 31, 2017


 20232022202120202019Prior to 2019Revolving LoansTotal
CRE$— $— $— $— $— $1,228 $— $1,228 
C&I2,632 12,883 43 316 7,349 2,319 997 26,539 
Franchise finance— — — 1,013 2,409 3,825 — 7,247 
$2,632 $12,883 $43 $1,329 $9,758 $7,372 $997 $35,014 
The following table presents the average recorded investment in impaired loanscomponents of the provision for (recovery of) credit losses for the years ended December 31, 2017, 2016 and 2015 (in thousands): 
 2017 2016 2015
 Non-Covered Loans 
Covered Non-ACI
Loans
 Non-Covered Loans Covered Non-ACI
Loans
 Non-Covered Loans Covered Non-ACI
Loans
Residential and other consumer: 
  
    
  
  
1-4 single family residential$868
 $2,345
 $301
 $3,067
 $82
 $3,655
Home equity loans and lines of credit
 8,403
 
 9,225
 

 4,830
 868
 $10,748
 301
 $12,292
 82
 $8,485
Commercial:           
Multi-family4,259
   
   291
 

Non-owner occupied commercial real estate5,537
   710
   1,001
 

Construction and land2,789
   797
   
 

Owner occupied commercial real estate19,882
   14,645
   5,117
 

Commercial and industrial    

   

 

Taxi medallion loans108,977
   45,012
   
  
Other commercial and industrial38,275
   40,443
   35,976
  
Commercial lending subsidiaries22,865
   15,052
   14,835
 

 202,584
   116,659
   57,220
 

 $203,452
   $116,960
   $57,302
 

In addition to the above, a pool of ACI home equity loans and lines of credit was impaired during 2017. All of the loans from this pool were sold in the fourth quarter of 2017. The average balance of impaired ACI home equity loans and lines of credit for the year ended December 31, 2017 was $3.9 million.

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December 31, 2017


The following table presents the recorded investment in loans on non-accrual status as of December 31, 2017 and 2016periods indicated (in thousands):
Years Ended December 31,
202320222021
Amount related to funded portion of loans$78,924 $73,814 $(64,456)
Amount related to off-balance sheet credit exposures8,683 1,467 (1,235)
Other— (127)(1,428)
Total provision for (recovery of) credit losses$87,607 $75,154 $(67,119)
Credit quality information
 2017 2016
 Non-Covered Loans Covered
Non-ACI Loans
 Non-Covered Loans 
Covered
Non-ACI Loans
Residential and other consumer: 
  
  
  
1-4 single family residential$9,705
 $1,010
 $566
 $918
Home equity loans and lines of credit
 331
 
 2,283
Other consumer loans821
 
 2
 
 10,526
 $1,341
 568
 $3,201
Commercial:     
  
Non-owner occupied commercial real estate12,716
   559
 

Construction and land1,175
   1,238
 

Owner occupied commercial real estate29,020
   19,439
 

Commercial and industrial 
    

 

Taxi medallion loans106,067
   60,660
  
Other commercial and industrial7,049
   16,036
  
Commercial lending subsidiaries3,512
   32,645
 

 159,539
   130,577
 

 $170,065
   $131,145
 

Credit quality of loans held for investment is continuously monitored by dedicated residential credit risk management and commercial portfolio management functions. The Company also has a workout and recovery department that monitors the credit quality of criticized and classified loans and an independent internal credit review function.
Non-coveredCredit quality indicators for residential loans contractually delinquent by 90 days or more and still accruing totaled $1.9 million and $1.6 million at December 31, 2017 and 2016, respectively. The amount of additional interest income that would have been recognized on non-accrual loans had they performed in accordance with their contractual terms was approximately $4.1 million and $3.5 million for the years ended December 31, 2017 and 2016, respectively.
Management considers delinquency status to be the most meaningful indicator of the credit quality of 1-4 single family residential home equity and consumerloans, other than government insured residential loans. Delinquency statistics are updated at least monthly. See "Aging of loans" below for more information on the delinquency status of loans. Original LTV and original FICO scorescores are also important indicators of credit quality for the non-covered 1-4 single family residential portfolio. loans other than government insured loans. FICO scores are generally updated semi-annually, and were most recently updated in the third quarter of 2023. LTVs are typically at origination since we do not routinely update residential appraisals. Substantially all of the government insured residential loans are government insured buyout loans, which the Company buys out of GNMA securitizations upon default. For these loans, traditional measures of credit quality are not particularly relevant considering the guaranteed nature of the loans and the underlying business model. Factors that impact risk inherent in the residential portfolio segment include national and regional economic conditions such as levels of unemployment, wages and interest rates, as well as residential property values.
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December 31, 2023


1-4 Single Family Residential credit exposure, excluding government insured residential loans, based on delinquency status (in thousands):
December 31, 2023
Amortized Cost By Origination Year
20232022202120202019PriorTotal
Current$363,123 $1,117,039 $2,965,840 $854,376 $296,146 $1,255,688 $6,852,212 
30 - 59 Days Past Due2,200 1,785 7,201 5,745 — 14,527 31,458 
60 - 89 Days Past Due— 2,116 1,465 — 143 2,728 6,452 
90 Days or More Past Due— 5,872 — — 1,439 5,580 12,891 
$365,323 $1,126,812 $2,974,506 $860,121 $297,728 $1,278,523 $6,903,013 
December 31, 2022
Amortized Cost By Origination Year
20222021202020192018PriorTotal
Current$1,185,611 $3,149,299 $916,923 $316,023 $177,891 $1,321,011 $7,066,758 
30 - 59 Days Past Due12,752 16,432 3,266 2,953 1,854 5,759 43,016 
60 - 89 Days Past Due252 1,196 229 1,347 — 1,052 4,076 
90 Days or More Past Due2,589 2,158 2,173 360 3,069 4,635 14,984 
$1,201,204 $3,169,085 $922,591 $320,683 $182,814 $1,332,457 $7,128,834 
1-4 Single Family Residential credit exposure, excluding government insured residential loans, based on LTV (in thousands): 
December 31, 2023
Amortized Cost By Origination Year
LTV20232022202120202019PriorTotal
Less than 61%$63,117 $260,403 $1,211,101 $326,771 $72,219 $428,451 $2,362,062 
61% - 70%67,146 280,602 813,682 221,091 71,652 293,784 1,747,957 
71% - 80%235,060 583,724 915,166 312,188 148,483 519,699 2,714,320 
More than 80%— 2,083 34,557 71 5,374 36,589 78,674 
$365,323 $1,126,812 $2,974,506 $860,121 $297,728 $1,278,523 $6,903,013 
December 31, 2022
Amortized Cost By Origination Year
LTV20222021202020192018PriorTotal
Less than 61%$282,940 $1,301,279 $354,720 $76,404 $42,864 $472,090 $2,530,297 
61% - 70%295,206 857,008 231,732 80,383 49,047 310,649 1,824,025 
71% - 80%620,049 975,542 336,066 158,406 86,463 510,633 2,687,159 
More than 80%3,009 35,256 73 5,490 4,440 39,085 87,353 
$1,201,204 $3,169,085 $922,591 $320,683 $182,814 $1,332,457 $7,128,834 
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December 31, 2023


1-4 Single Family Residential credit exposure, excluding government insured residential loans, based on FICO score (in thousands):
December 31, 2023
Amortized Cost By Origination Year
FICO20232022202120202019PriorTotal
760 or greater$253,774 $810,150 $2,378,572 $696,363 $203,966 $893,290 $5,236,115 
720 - 75978,882 194,135 392,179 99,412 50,984 210,663 1,026,255 
719 or less or not available32,667 122,527 203,755 64,346 42,778 174,570 640,643 
$365,323 $1,126,812 $2,974,506 $860,121 $297,728 $1,278,523 $6,903,013 
December 31, 2022
Amortized Cost By Origination Year
FICO20222021202020192018PriorTotal
760 or greater$805,125 $2,513,045 $721,982 $212,574 $97,076 $944,783 $5,294,585 
720 - 759285,507 485,528 132,928 62,301 45,857 216,047 1,228,168 
719 or less or not available110,572 170,512 67,681 45,808 39,881 171,627 606,081 
$1,201,204 $3,169,085 $922,591 $320,683 $182,814 $1,332,457 $7,128,834 
Credit quality indicators for commercial loans
Factors that impact risk inherent in commercial portfolio segments include but are not limited to levels of economic activity or potential disruptions in economic activity, health of the national, regional and to a lesser extent global economy, interest rates, industry trends, demographic trends, inflationary trends, including particularly for commercial real estate loans the cost of insurance, patterns of and trends in customer behavior that influence demand for our borrowers' products and services, and commercial real estate values and related market dynamics. Particularly for the office sector, the evolving impact of hybrid and remote work on vacancies and valuations is a factor. Internal risk ratings are considered the most meaningful indicator of credit quality for commercial loans. Internal risk ratings are generally indicative of the likelihood that a borrower will default, are a key factor in identifyinginfluencing the level and nature of ongoing monitoring of loans that are individually evaluated for impairment and may impact management’s estimates of loss factors used in determining the amountestimation of the ALLL.ACL. Internal risk ratings are updated on a continuous basis. Generally, relationships with balances in excess of defined thresholds, ranging from $1 million to $3 million, are re-evaluated at least annually and more frequently if circumstances indicate that a change in risk rating may be warranted. LoansThe special mention rating is considered a transitional rating for loans exhibiting potential credit weaknesses that deserve management’s close attention and that if left uncorrected maycould result in deterioration of the repayment capacity of the borrower are categorized as special mention.prospects at some future date if not checked or corrected and that deserve management’s close attention. These borrowers may exhibit declining cash flows or revenues or increasing leverage. Loans with well-defined credit weaknesses includingthat may result in a loss if the deficiencies are not corrected are assigned a risk rating of substandard. These borrowers may exhibit payment defaults, declining collateral values, frequent overdrafts,inadequate cash flows from current operations, operating losses, increasing balance sheet leverage, inadequate cash flow, project cost overruns, unreasonable construction delays, exhausted interest reserves, declining collateral values, frequent overdrafts or past due real estate taxes or exhausted interest reserves, are assigned an internal risk rating of substandard. A loantaxes. Loans with a weaknessweaknesses so severe that collection in full is highly questionable or improbable, but because of certain reasonably specific pending factors hashave not been charged off, will beare assigned an internal risk rating of doubtful. 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




The following tables summarize key indicators ofCommercial credit quality for the Company's loans as of December 31, 2017 and 2016. Amounts include premiums, discounts and deferred fees and costsexposure based on internal risk rating (in thousands):
1-4 Single Family Residential credit exposure for non-covered loans, based on original LTV and FICO score: 
December 31, 2023
Amortized Cost By Origination YearRevolving Loans
20232022202120202019PriorTotal
CRE
Pass$668,669 $1,268,313 $662,340 $493,675 $878,048 $1,064,601 $281,584 $5,317,230 
Special mention19,127 13,377 — — 57,984 4,912 2,152 97,552 
Substandard— 42,997 2,103 29,180 186,368 142,049 1,754 404,451 
Total CRE$687,796 $1,324,687 $664,443 $522,855 $1,122,400 $1,211,562 $285,490 $5,819,233 
C&I
Pass$1,382,939 $1,423,581 $653,730 $337,322 $431,257 $1,040,101 $3,069,295 $8,338,225 
Special mention— 85,306 1,215 13,949 49,526 22,398 47,680 220,074 
Substandard3,841 70,731 86,747 16,063 20,757 91,844 44,633 334,616 
Doubtful— 10,580 — — 4,229 — — 14,809 
Total C&I$1,386,780 $1,590,198 $741,692 $367,334 $505,769 $1,154,343 $3,161,608 $8,907,724 
Pinnacle - municipal finance
Pass$170,919 $133,988 $74,895 $31,771 $55,338 $417,779 $— $884,690 
Total Pinnacle - municipal finance$170,919 $133,988 $74,895 $31,771 $55,338 $417,779 $— $884,690 
Franchise finance
Pass$5,488 $26,342 $33,556 $30,542 $24,953 $25,325 $201 $146,407 
Special mention— — — 2,279 — — — 2,279 
Substandard— 191 976 806 17,797 9,726 — 29,496 
Doubtful— — — — 4,226 — — 4,226 
Total Franchise finance$5,488 $26,533 $34,532 $33,627 $46,976 $35,051 $201 $182,408 
Equipment Finance
Pass$1,081 $6,314 $40,614 $14,156 $51,191 $54,977 $— $168,333 
Substandard— 14,768 2,043 197 5,777 6,821 — 29,606 
Total Equipment finance$1,081 $21,082 $42,657 $14,353 $56,968 $61,798 $— $197,939 
Mortgage warehouse lending
Pass$— $— $— $— $— $— $432,663 $432,663 
Total Mortgage warehouse lending$— $— $— $— $— $— $432,663 $432,663 
103
  2017
  FICO
LTV 720 or less 721 - 740 741 - 760 
761 or
greater
 Total
60% or less $92,316
 $117,319
 $185,193
 $815,828
 $1,210,656
60% - 70% 101,158
 103,506
 147,592
 590,693
 942,949
70% - 80% 149,958
 183,376
 324,887
 1,139,969
 1,798,190
More than 80% 33,776
 32,563
 30,404
 125,415
 222,158
  $377,208
 $436,764
 $688,076
 $2,671,905
 $4,173,953
  2016
  FICO
LTV 720 or less 721 - 740 741 - 760 
761 or
greater
 Total
60% or less $87,035
 $113,401
 $163,668
 $751,291
 $1,115,395
60% - 70% 80,694
 94,592
 124,180
 523,970
 823,436
70% - 80% 110,509
 148,211
 276,425
 907,450
 1,442,595
More than 80% 22,115
 9,058
 15,470
 42,280
 88,923
  $300,353
 $365,262
 $579,743
 $2,224,991
 $3,470,349

119

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




December 31, 2022
Amortized Cost By Origination YearRevolving Loans
20222021202020192018PriorTotal
CRE
Pass$1,256,300 $758,025 $550,133 $1,138,113 $512,125 $932,030 $196,963 $5,343,689 
Special mention— — — 18,006 — 709 — 18,715 
Substandard12,332 1,355 20,103 98,438 56,974 148,351 — 337,553 
Total CRE$1,268,632 $759,380 $570,236 $1,254,557 $569,099 $1,081,090 $196,963 $5,699,957 
C&I
Pass$1,880,853 $825,410 $445,988 $689,003 $416,287 $832,952 $2,900,336 $7,990,829 
Special mention63 — 208 3,880 — 20,657 310 25,118 
Substandard25,898 13,916 3,319 103,625 19,715 104,190 21,277 291,940 
Doubtful— — — — 647 — — 647 
Total C&I$1,906,814 $839,326 $449,515 $796,508 $436,649 $957,799 $2,921,923 $8,308,534 
Pinnacle - municipal finance
Pass$179,223 $110,510 $66,592 $66,514 $29,783 $459,500 $— $912,122 
Total Pinnacle - municipal finance$179,223 $110,510 $66,592 $66,514 $29,783 $459,500 $— $912,122 
Franchise finance
Pass$81,146 $19,251 $38,293 $34,483 $8,617 $6,799 $— $188,589 
Special mention— — — 5,432 2,168 — — 7,600 
Substandard— 1,617 1,295 22,058 17,148 8,124 — 50,242 
Doubtful— — 1,013 2,447 3,883 — — 7,343 
Total franchise finance$81,146 $20,868 $40,601 $64,420 $31,816 $14,923 $— $253,774 
Equipment finance
Pass$27,386 $55,015 $16,488 $90,286 $33,264 $62,353 $— $284,792 
Substandard— — — 1,355 — — — 1,355 
Equipment finance$27,386 $55,015 $16,488 $91,641 $33,264 $62,353 $— $286,147 
Mortgage warehouse lending
Pass$— $— $— $— $— $— $524,740 $524,740 
Total Mortgage warehouse lending$— $— $— $— $— $— $524,740 $524,740 
Commercial credit exposure, based on internal
At December 31, 2023 and 2022, the balance of revolving loans converted to term loans was immaterial.
The following table presents criticized and classified commercial loans, in aggregate by risk rating: rating category, at the dates indicated (in thousands):
December 31, 2023December 31, 2022
Special mention$319,905 $51,433 
Substandard - accruing711,266 605,965 
Substandard - non-accruing86,903 75,125 
Doubtful19,035 7,990 
Total$1,137,109 $740,513 
104
 2017
         Commercial and Industrial    
 Multi-Family Non-Owner Occupied Commercial Real Estate Construction
and Land
 Owner Occupied Commercial Real Estate Taxi Medallion Loans Other Commercial and Industrial Commercial Lending Subsidiaries Total
Pass$3,124,819
 $4,360,827
 $305,043
 $1,954,464
 $
 $3,965,241
 $2,478,998
 $16,189,392
Special mention34,837
 33,094
 
 22,161
 
 37,591
 55,551
 183,234
Substandard59,297
 80,880
 5,441
 33,145
 104,682
 27,010
 27,950
 338,405
Doubtful
 
 
 2,972
 1,385
 1,918
 
 6,275
 $3,218,953
 $4,474,801
 $310,484
 $2,012,742
 $106,067
 $4,031,760
 $2,562,499
 $16,717,306
 2016
         Commercial and Industrial    
 Multi-Family Non-Owner Occupied Commercial Real Estate 
Construction
and Land
 Owner Occupied Commercial Real Estate Taxi Medallion Loans Other Commercial and Industrial Commercial Lending Subsidiaries Total
Pass$3,811,822
 $3,694,931
 $309,675
 $1,672,199
 $40,460
 $3,112,590
 $2,255,444
 $14,897,121
Special mention12,000
 7,942
 
 33,274
 
 19,009
 
 72,225
Substandard5,852
 28,935
 1,238
 30,377
 138,035
 68,704
 31,572
 304,713
Doubtful
 
 
 
 178
 8,162
 3,178
 11,518
 $3,829,674
 $3,731,808

$310,913
 $1,735,850

$178,673

$3,208,465
 $2,290,194

$15,285,577

120

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Aging of loans: Past Due and Non-Accrual Loans:
The following table presents an aging of loans as of December 31, 2017 and 2016. Amounts include premiums, discounts and deferred fees and costsat the dates indicated (in thousands):
 December 31, 2023December 31, 2022
 Current30 - 59
Days Past
Due
60 - 89
Days Past
Due
90 Days or
More Past
Due
TotalCurrent30 - 59
Days Past
Due
60 - 89
Days Past
Due
90 Days or
More Past
Due
Total
1-4 single family residential$6,852,212 $31,458 $6,452 $12,891 $6,903,013 $7,066,758 $43,016 $4,076 $14,984 $7,128,834 
Government insured residential835,282 131,652 61,942 277,138 1,306,014 1,025,523 159,461 94,294 492,602 1,771,880 
CRE5,779,309 27,918 1,947 10,059 5,819,233 5,680,829 4,328 4,773 10,027 5,699,957 
C&I8,851,585 16,228 5,536 34,375 8,907,724 8,280,321 2,508 1,028 24,677 8,308,534 
Pinnacle - municipal finance884,690 — — — 884,690 912,122 — — — 912,122 
Franchise finance182,408 — — — 182,408 243,574 1,321 — 8,879 253,774 
Equipment finance197,939 — — — 197,939 286,147 — — — 286,147 
Mortgage warehouse lending432,663 — — — 432,663 524,740 — — — 524,740 
 $24,016,088 $207,256 $75,877 $334,463 $24,633,684 $24,020,014 $210,634 $104,171 $551,169 $24,885,988 
 2017 2016
 Current 
30 - 59
Days Past
Due
 
60 - 89
Days Past
Due
 
90 Days or
More Past
Due
 Total Current 
30 - 59
Days Past
Due
 
60 - 89
Days Past
Due
 
90 Days or
More Past
Due
 Total
Non-covered loans: 
  
  
  
  
  
  
  
  
  
1-4 single family residential$4,145,079
 $17,224
 $6,094
 $5,556
 $4,173,953
 $3,457,606
 $10,355
 $325
 $2,063
 $3,470,349
Home equity loans and lines of credit1,633
 21
 
 
 1,654
 1,120
 
 
 
 1,120
Other consumer loans19,958
 15
 
 500
 20,473
 24,306
 
 
 
 24,306
Multi-family3,218,953
 
 
 
 3,218,953
 3,829,674
 
 
 
 3,829,674
Non-owner occupied commercial real estate4,464,967
 7,549
 
 2,285
 4,474,801
 3,730,470
 754
 
 584
 3,731,808
Construction and land309,309
 
 
 1,175
 310,484
 309,675
 
 
 1,238
 310,913
Owner occupied commercial real estate2,004,397
 1,292
 499
 6,554
 2,012,742
 1,726,826
 1,557
 797
 6,670
 1,735,850
Commercial and industrial                   
Taxi medallion loans88,394
 6,048
 3,333
 8,292
 106,067
 137,856
 7,037
 4,563
 29,217
 178,673
Other commercial and industrial4,025,784
 4,291
 291
 1,394
 4,031,760
 3,198,008
 2,515
 954
 6,988
 3,208,465
Commercial lending subsidiaries2,561,647
 852
 
 
 2,562,499
 2,284,435
 12
 3,247
 2,500
 2,290,194
 $20,840,121
 $37,292
 $10,217
 $25,756
 $20,913,386
 $18,699,976
 $22,230
 $9,886
 $49,260
 $18,781,352
Covered loans:                   
Non-ACI loans:           
  
  
  
  
1-4 single family residential$21,076
 $1,603
 $
 $1,010
 $23,689
 $29,406
 $481
 $
 $918
 $30,805
Home equity loans and lines of credit30
 
 
 331
 361
 43,129
 1,255
 534
 2,077
 46,995
 $21,106
 $1,603
 $
 $1,341
 $24,050
 $72,535
 $1,736
 $534
 $2,995
 $77,800
ACI loans:                   
1-4 single family residential$448,125
 $10,388
 $2,719
 $17,836
 $479,068
 $500,272
 $13,524
 $2,990
 $15,562
 $532,348
Home equity loans and lines of credit
 
 
 
 
 3,460
 148
 23
 263
 3,894
 $448,125
 $10,388
 $2,719
 $17,836
 $479,068
 $503,732
 $13,672
 $3,013
 $15,825
 $536,242

1-4 single family residential and home equity ACIIncluded in the table above is the guaranteed portion of SBA loans that are contractually delinquentpast due by more than 90 days and accounted for in pools that are on accrual status because discount continues to be accreted totaled $18or more totaling $39.7 million and $16$30.8 million at December 31, 20172023 and 2016,2022, respectively.

Loans contractually delinquent by 90 days or more and still accruing totaled $278 million and $494 million at December 31, 2023 and 2022, respectively, substantially all of which were government insured residential loans. These loans are government insured pool buyout loans, which the Company buys out of GNMA securitizations upon default.
The following table presents information about loans on non-accrual status at the dates indicated (in thousands):
December 31, 2023December 31, 2022
Amortized CostAmortized Cost With No Related AllowanceAmortized CostAmortized Cost With No Related Allowance
1-4 single family residential$20,513 $— $21,311 $— 
CRE13,727 1,947 22,352 6,911 
C&I68,533 14,078 47,473 15,642 
Franchise finance16,858 976 13,290 1,668 
Equipment finance6,820 6,820 — — 
$126,451 $23,821 $104,426 $24,221 
Included in the table above is the guaranteed portion of non-accrual SBA loans totaling $41.8 million and $40.3 million at December 31, 2023 and 2022, respectively. The amount of interest income recognized on non-accrual loans was insignificant for the years ended December 31, 2023, 2022 and 2021. The amount of additional interest income that would have been recognized on non-accrual loans had they performed in accordance with their contractual terms was approximately $7.7 million, $5.9 million and $8.0 million for the years ended December 31, 2023, 2022 and 2021, respectively.
121
105

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Collateral dependent loans:
Loan Concentrations:The following table presents the amortized cost basis of collateral dependent loans at the dates indicated (in thousands):
At
December 31, 2023December 31, 2022
Amortized CostExtent to Which Secured by CollateralAmortized CostExtent to Which Secured by Collateral
1-4 single family residential$— $— $730 $730 
Commercial:
CRE11,574 11,574 19,486 18,353 
C&I36,401 25,821 26,404 25,344 
Franchise finance16,668 11,858 11,445 3,729 
Equipment finance6,820 6,820 — — 
Total commercial71,463 56,073 57,335 47,426 
 $71,463 $56,073 $58,065 $48,156 
Collateral for the CRE loan class generally consists of commercial real estate, or for certain construction loans, residential real estate. Collateral for C&I loans generally consists of equipment, accounts receivable, inventory and other business assets and for owner-occupied commercial real estate loans, may also include commercial real estate. Franchise finance loans may be collateralized by franchise value or by equipment. Residential loans are collateralized by residential real estate. There were no significant changes to the extent to which collateral secured collateral dependent loans during the years ended December 31, 20172023 and 2016, 1-4 single family residential loans outstanding were collateralized by property located in the following states (dollars in thousands):
 2017
       Percent of Total
 Non-Covered Loans Covered Loans Total Non-Covered Loans Total Loans
California$1,094,058
 $23,780
 $1,117,838
 26.2% 23.9%
New York873,360
 16,847
 890,207
 20.9% 19.0%
Florida552,556
 281,396
 833,952
 13.2% 17.8%
Virginia181,912
 22,290
 204,202
 4.4% 4.4%
Others1,472,067
 158,444
 1,630,511
 35.3% 34.9%
 $4,173,953
 $502,757
 $4,676,710
 100.0% 100.0%
 2016
       Percent of Total
 Non-Covered Loans Covered Loans Total Non-Covered Loans Total Loans
California$904,107
 $37,330
 $941,437
 26.1% 23.3%
Florida487,294
 300,198
 787,492
 14.0% 19.5%
New York763,824
 16,403
 780,227
 22.0% 19.3%
Virginia152,113
 30,818
 182,931
 4.4% 4.5%
Others1,163,011
 178,404
 1,341,415
 33.5% 33.4%
 $3,470,349
 $563,153
 $4,033,502
 100.0% 100.0%
No other state represented borrowers with more than 4.0% of 1-4 single family residential loans outstanding at December 31, 2017 or 2016. At December 31, 2017, 43.4% and 36.4% of loans in the non-covered commercial portfolio were to borrowers in Florida and the New York tri-state area, respectively. At December 31, 2016, 43.1% and 39.2% of loans in the non-covered commercial portfolio were to borrowers in Florida and the New York tri-state area, respectively.2022.
Foreclosure of residential real estate
The recorded investment in residential loans in the process of foreclosure was $262 million, of which $250 million was government insured at December 31, 2023, and $413 million, of which $400 million was government insured at December 31, 2022. The carrying amount of foreclosed residential real estate properties included in "Other assets"other assets in the accompanying consolidated balance sheets, all of which were covered, totaled $3 million and $5 millionsheet was insignificant at December 31, 20172023 and 2016, respectively. 2022.
Loan Modifications
The recorded investmentfollowing tables summarize loans that were modified for borrowers experiencing financial difficulty, by type of modification, during the periods indicated (dollars in residential mortgagethousands):
Year Ended December 31, 2023
Interest Rate ReductionTerm ExtensionCombination - Interest Rate Reduction and Term Extension
Total
% (1)
Total
% (1)
Total
% (1)
Total
1-4 single family residential$835 — %$— — %$— — %$835 
Government insured residential105 — %62,402 %2,442 — %64,949 
C&I— — %8,532 — %— — %8,532 
Franchise finance— — %10,748 %— — %10,748 
$940 $81,682 $2,442 $85,064 
(1)Represents percentage of loans receivable in the process of foreclosure totaled $11 million and $8 million at December 31, 2017 and 2016, respectively, substantially all of which were covered loans.

each category.
122
106

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Troubled debt restructurings
The following tables summarize the financial effect of the modifications made to borrowers experiencing difficulty, during the periods indicated:
Year Ended December 31, 2023
Financial Effect
Interest Rate Reduction:
1-4 single family residentialReduced weighted average contractual interest rate from 4.3% to 3.4%.
Government insured residentialReduced weighted average contractual interest rate from 4.8% to 3.8%.
Term Extension:
Government insured residentialAdded a weighted average 9.1 years to the term of the modified loans.
C&IAdded a weighted average 1.4 years to the term of the modified loans.
Franchise financeAdded a weighted average 2.1 years to the term of the modified loans.
Combination - Interest Rate Reduction and Term Extension:
Government insured residentialReduced weighted average contractual interest rate from 5.7% to 4.7% and added a weighted average 7.8 years to the term of the modified loans.
The following table presents the aging at December 31, 2023, of loans that were modified in TDRs duringsince January 1, 2023, the years ended December 31, 2017, 2016date of adoption of ASU 2022-02 (in thousands):
Current30-59 Days Past Due60-89 Days Past Due90 Days or More Past DueTotal
1-4 single family residential$76 $— $— $759 $835 
Government insured residential24,091 12,335 7,677 20,846 64,949 
C&I8,532 — — — 8,532 
Franchise finance10,748 — — — 10,748 
$43,447 $12,335 $7,677 $21,605 $85,064 
The following tables summarizes loans that were modified since January 1, 2023, the date of adoption of ASU 2022-02, and 2015, as well as loans modified during the years ended December 31, 2017, 2016 and 2015 that experienced payment defaultssubsequently defaulted, during the periods (dollars inindicated (in thousands):
Year Ended December 31, 2023
Interest Rate ReductionTerm ExtensionCombination - Interest Rate Reduction and Term ExtensionTotal
1-4 single family residential$759 $— $— $759 
Government insured residential105 32,994 960 34,059 
$864 $32,994 $960 $34,818 
107
 2017
 Loans Modified in TDRs 
During the Period
 TDRs Experiencing Payment
Defaults During the Period
 Number of
TDRs
 Recorded
Investment
 Number of
TDRs
 Recorded
Investment
Non-covered loans: 
  
  
  
1-4 single family residential7
 $676
 5
 $595
Multi-family2
 23,173
 
 
Owner occupied commercial real estate3
 4,685
 
 
Commercial and industrial       
Taxi medallion loans110
 48,526
 8
 2,725
Other commercial and industrial2
 1,378
 
 
 124
 $78,438
 13
 $3,320
 2016
 Loans Modified in TDRs 
During the Period
 TDRs Experiencing Payment
Defaults During the Period
 Number of
TDRs
 Recorded
Investment
 Number of
TDRs
 Recorded
Investment
Non-covered loans: 
  
  
  
1-4 single family residential2
 $326
 
 $
Owner occupied commercial real estate3
 5,117
 1
 491
Commercial and industrial       
Taxi medallion loans74
 64,854
 15
 8,657
Other commercial and industrial8
 23,247
 2
 1,482
Commercial lending subsidiaries6
 6,735
 1
 2,500
 93
 $100,279
 19
 $13,130
Covered loans:       
Non-ACI loans: 
  
  
  
Home equity loans and lines of credit17
 $2,016
 1
 $370
ACI loans:       
Owner occupied commercial real estate1
 $825
 
 $

123

BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Geographic Concentrations
The following table presents the five states with the largest geographic concentrations of 1-4 single family residential loans, excluding government insured residential loans, at the dates indicated (dollars in thousands):
December 31, 2023December 31, 2022
TotalPercent of TotalTotalPercent of Total
California$2,171,802 31.5 %$2,274,431 31.9 %
New York1,344,205 19.5 %1,417,707 19.9 %
Florida501,744 7.3 %521,479 7.3 %
Illinois358,512 5.2 %360,529 5.1 %
Virginia312,384 4.5 %314,530 4.4 %
Others2,214,366 32.0 %2,240,158 31.4 %
$6,903,013 100.0 %$7,128,834 100.0 %
The following table presents the largest geographic concentrations of commercial loans at the dates indicated. Commercial real estate loans are categorized based on the location of the underlying collateral, while all other commercial loans are generally categorized based on the location of the borrowers' businesses (dollars in thousands):
December 31, 2023December 31, 2022
Commercial Real EstatePercent of TotalAll Other CommercialPercent of TotalCommercial Real EstatePercent of TotalAll Other CommercialPercent of Total
Florida$3,381,394 58.1 %$3,321,102 31.3 %$3,432,109 60.2 %$3,353,314 32.6 %
New York Tri-state1,430,728 24.6 %2,901,958 27.4 %1,535,095 26.9 %2,781,928 27.0 %
California891,049 8.4 %933,334 9.1 %
Other1,007,111 17.3 %3,491,315 32.9 %732,753 12.9 %3,216,741 31.3 %
$5,819,233 100.0 %$10,605,424 100.0 %$5,699,957 100.0 %$10,285,317 100.0 %
No state other than those detailed in the table represented more than 5% of either commercial real estate or other commercial loans at either date presented.
Disclosures Prescribed by Legacy GAAP (Before Adoption of ASU 2022-02) for Prior Periods
The following table summarizes loans that were modified in TDRs during the periods indicated, as well as loans modified during the twelve months preceding December 31, 2022 and 2021 that experienced payment defaults during the periods indicated (dollars in thousands):
 Year Ended December 31, 2022Year Ended December 31, 2021
 Loans Modified in TDRs 
During the Period
TDRs Experiencing Payment
Defaults During the Period
Loans Modified in TDRs 
During the Period
TDRs Experiencing Payment
Defaults During the Period
 Number of
TDRs
Amortized CostNumber of
TDRs
Amortized CostNumber of
TDRs
Amortized CostNumber of
TDRs
Amortized Cost
1-4 single family residential10 $5,359 — $— — $— — $— 
Government insured residential2,589 405,096 1,190 187,708 239 45,143 84 14,317 
CRE— — — — 2,767 — — 
C&I21 39,052 3,703 — — — — 
Franchise finance6,329 6,329 — — — — 
 2,624 $455,836 1,198 $197,740 240 $47,910 84 $14,317 
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


 2015
 Loans Modified in TDRs 
During the Period
 TDRs Experiencing Payment
Defaults During the Period
 Number of
TDRs
 Recorded
Investment
 Number of
TDRs
 Recorded
Investment
Non-covered loans: 
  
  
  
Non-owner occupied commercial real estate1
 $548
 
 $
Commercial and industrial       
Taxi medallion loans2
 1,260
 1
 627
 3
 $1,808
 1
 $627
Covered loans:       
Non-ACI loans: 
  
  
  
1-4 single family residential2
 $239
 
 $
Home equity loans and lines of credit28
 6,208
 7
 1,231
 30
 $6,447
 7
 $1,231
ACI loans:       
Owner occupied commercial real estate1
 $500
 
 $
ModificationsTDRs during the years ended December 31, 2017, 20162022 and 20152021 generally included interest rate reductions restructuring of the amount and timing of required periodic payments, extensions of maturity and covenant waivers.maturity. Included in TDRs are residential loans to borrowers who have not reaffirmed their debt discharged in Chapter 7 bankruptcy. The total amount of such loans is not material. Modified ACI loans accounted for
For the year ended December 31, 2021, certain loan modifications that otherwise may have been reported as TDRs and that were within the scope of the CARES Act and interagency regulatory guidance issued in pools areresponse to the COVID-19 pandemic were not considered TDRs, are not separated from the pools and are not classifiedreported as impaired loans.TDRs.
Note 6    FDIC Indemnification Asset5    Leases
WhenLeases under which the Company recognizes gainsis the lessee
The Company leases branches, office space and a small amount of equipment under either operating or losses relatedfinance leases with remaining terms ranging from one to covered12 years, some of which include extension options.
The following table presents ROU assets in its consolidated financial statements, changes inand lease liabilities at the estimated amount recoverable from the FDIC under the Loss Sharing Agreements with respect to those gains or losses are also reflected in the consolidated financial statements. Covered loans may be resolved through prepayment, short sale of the underlying collateral, foreclosure, sale of the loans or charge-off. For loans resolved through prepayment, short sale or foreclosure, the difference between consideration received in satisfaction of the loansdates indicated (in thousands):
December 31, 2023December 31, 2022
ROU assets:
Operating leases$64,536 $72,211 
Finance leases21,638 23,866 
$86,174 $96,077 
Lease liabilities:
Operating leases$72,391 $80,909 
Finance leases26,501 28,389 
$98,892 $109,298 
ROU assets and the carrying value of the loans is recognized in the consolidated statement of income line item “Income from resolution of covered assets, net.” Losses from the resolution of covered loans increase the amount recoverable from the FDIC under the Loss Sharing Agreements. Gains from the resolution of covered loans reduce the amount recoverable from the FDIC under the Loss Sharing Agreements. Similarly, differences in proceeds received on the sale of covered OREO and covered loans and their carrying amounts result in gains or losses and reduce or increase the amount recoverable from the FDIC under the Loss Sharing Agreements. Increases in valuation allowances or impairment charges related to covered assets also increase the amount estimated to be recoverable from the FDIC. These additions to or reductions in amounts recoverable from the FDIC related to transactions in the covered assets are recorded in the consolidated statement of income line item “Net loss on FDIC indemnification” and reflected as corresponding increases or decreases in the FDIC indemnification asset.
In addition, through June 30, 2017, recoveries of previously indemnified losses on assets that were formerly covered under the Commercial Shared-Loss Agreement resulted in reimbursements due to the FDIC. These transactionslease liabilities for operating leases are included in the tables below. Amounts payable to the FDIC resulting from these transactions are recognized in "other assets" and "other liabilities", respectively, in the accompanying consolidated balance sheetsheets. ROU assets and lease liabilities for finance leases are included in "other assets" and "notes and other borrowings", respectively.
The weighted average remaining lease term and weighted average discount rate at December 31, 2016.the dates indicated were:

December 31, 2023December 31, 2022
Weighted average remaining lease term:
Operating leases5.9 years6.6 years
Finance leases10.0 years11.0 years
Weighted average discount rate:
Operating leases3.2 %3.1 %
Finance leases2.9 %2.9 %
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




The following tables summarizetable presents the components of lease expense for the gains and losses associated with covered assets, along with the related additions to or reductions in the amounts recoverable from the FDIC under the Loss Sharing Agreements, as reflected in the consolidated statements of incomeperiods indicated (in thousands):
Years Ended December 31,
202320222021
Operating lease cost:
Fixed costs$16,761 $18,364 $19,646 
Impairment of ROU assets76 134 183 
Total operating lease cost$16,837 $18,498 $19,829 
Finance lease cost:
Amortization of ROU assets$2,228 $2,350 $2,903 
Interest on lease liabilities778 823 866 
Total finance lease cost$3,006 $3,173 $3,769 
Variable lease cost$3,440 $3,589 $4,147 
Short-term lease costs were immaterial for the years ended December 31, 2017, 20162023, 2022 and 20152021.
The following table presents additional information related to operating and finance leases for the dates and periods indicated (in thousands):
 2017
 Transaction
Income (Loss)
 Net Loss on FDIC
Indemnification
 Net Impact
on Pre-tax
Earnings
Provision for losses on covered loans$(1,358) $1,039
 $(319)
Income from resolution of covered assets, net27,450
 (21,912) 5,538
Gain on sale of covered loans17,406
 (1,514) 15,892
Loss on covered OREO(203) 167
 (36)
 $43,295
 $(22,220) $21,075
Years Ended December 31,
202320222021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from finance leases$778 $823 $866 
Operating cash flows from operating leases17,680 18,473 20,056 
Financing cash flows from finance leases2,666 2,652 3,215 
$21,124 $21,948 $24,137 
Lease liabilities recognized from obtaining ROU assets:
Operating leases$6,896 $9,086 $13,325 
 2016
 Transaction
Income (Loss)
 Net Loss on FDIC
Indemnification
 Net Impact
on Pre-tax
Earnings
Recovery of losses on covered loans$1,681
 $(1,472) $209
Income from resolution of covered assets, net36,155
 (28,946) 7,209
Loss on sale of covered loans(14,470) 11,615
 (2,855)
Loss on covered OREO(1,301) 1,044
 (257)
 $22,065
 $(17,759) $4,306
Future lease payment obligations under leases with terms in excess of one year and a reconciliation to lease liabilities as of December 31, 2023 were as follows (in thousands):
 2015
 Transaction
Income (Loss)
 Net Loss on FDIC
Indemnification
 Net Impact
on Pre-tax
Earnings
Provision for losses on covered loans$(2,251) $1,826
 $(425)
Income from resolution of covered assets, net50,658
 (40,395) 10,263
Gain on sale of covered loans34,929
 (28,051) 6,878
Loss on covered OREO(1,014) 678
 (336)
 $82,322
 $(65,942) $16,380

Operating LeasesFinance LeasesTotal
Years ending December 31:
2024$17,261 $2,701 $19,962 
202514,870 2,774 17,644 
202613,530 2,849 16,379 
202710,809 2,926 13,735 
20288,256 3,016 11,272 
Thereafter14,843 16,431 31,274 
Total future minimum lease payments79,569 30,697 110,266 
Less: interest component(7,178)(4,196)(11,374)
Lease liabilities$72,391 $26,501 $98,892 
125
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Leases under which the Company is the lessor
ChangesDirect or Sales Type Financing Leases
The following table presents the components of the investment in direct or sales type financing leases, included in loans in the FDIC indemnification asset,consolidated balance sheets at the dates indicated (in thousands):
December 31, 2023December 31, 2022
Total minimum lease payments to be received$644,614 $684,847 
Estimated unguaranteed residual value of leased assets3,938 4,024 
Gross investment in direct or sales type financing leases648,552 688,871 
Unearned income(48,403)(57,622)
Initial direct costs1,556 2,384 
$601,705 $633,633 
At December 31, 2023, future minimum lease payments to be received under direct or sales type financing leases were as follows (in thousands):
Years Ending December 31:
2024$183,861 
2025155,587 
2026100,775 
202747,973 
202832,552 
Thereafter123,866 
$644,614 
Operating Lease Equipment
Operating lease equipment consists primarily of railcars, non-commercial aircraft and other transportation equipment leased to commercial end users. Original lease terms generally range from three to fifteen years. Asset risk is evaluated and managed by a dedicated internal staff of seasoned equipment finance professionals with a broad depth and breadth of experience in the liabilityleasing business. The Company has partnered with an industry leading, experienced service provider who provides fleet management and servicing relating to the FDIC for recoveries related to assets previously covered underrailcar fleet. Residual risk is managed by setting appropriate residual values at inception and systematic reviews of residual values based on independent appraisals, performed at least annually.
The following table presents the Commercial Shared-Loss Agreement, forcomponents of operating lease equipment at the dates indicated (in thousands):
 December 31, 2023December 31, 2022
Operating lease equipment$582,147 $772,267 
Less: accumulated depreciation(210,238)(232,468)
Operating lease equipment, net$371,909 $539,799 
The Company did not recognize any impairment during the years ended December 31, 2017, 20162023 and 2015, were as follows (in thousands): 
Balance at December 31, 2014$974,335
Amortization(109,411)
Reduction for claims filed(59,139)
Net loss on FDIC indemnification(65,942)
Balance at December 31, 2015739,843
Amortization(160,091)
Reduction for claims filed(46,083)
Net loss on FDIC indemnification(17,759)
Balance at December 31, 2016515,910
Amortization(176,466)
Reduction for claims filed(21,589)
Net loss on FDIC indemnification(22,220)
Balance at December 31, 2017$295,635
The balances at December 31, 2017 and 2016 are reflected2022. Impairment was recognized in the consolidated balance sheets as follows (in thousands):
 2017 2016
FDIC indemnification asset$295,635
 $515,933
Other liabilities
 (23)
 $295,635
 $515,910
Note 7    Equipment Under Operating Lease
Equipment under operating lease consists primarilyamount of railcars and other transportation equipment. The components of equipment under operating lease as of December 31, 2017 and 2016 are summarized as follows (in thousands):
 2017 2016
Equipment under operating lease$674,434
 $589,716
Less: accumulated depreciation(74,932) (49,802)
Equipment under operating lease, net$599,502
 $539,914
The Company recognized impairment of $4.1$2.8 million during the year ended December 31, 2016, related to a group of tank cars impacted by new safety regulations. This2021. These impairment charge ischarges are included in "Depreciation"depreciation and impairment of equipment under operating lease"lease equipment" in the accompanying consolidated statements of income. No impairment was recognized during the years ended December 31, 2017 and 2015.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




At December 31, 2017,2023, scheduled minimum rental payments under operating leases were as follows (in thousands):
Years Ending December 31: 
2018$50,173
201946,547
202040,956
202131,425
202225,185
Thereafter through 203258,304
 $252,590
Note 8    Premises and Equipment and Lease Commitments
Premises and equipment are included in other assets in the accompanying consolidated balance sheets and are summarized as follows as of December 31, 2017 and 2016 (in thousands):
 2017 2016
Buildings and improvements$18,793
 $22,470
Leasehold improvements70,298
 68,403
Furniture, fixtures and equipment35,675
 36,094
Computer equipment21,078
 18,559
Software and software licensing rights42,908
 38,002
Aircraft and automobiles11,744
 11,857
 200,496
 195,385
Less: accumulated depreciation(121,477) (104,268)
Premises and equipment, net$79,019
 $91,117
Buildings and improvements includes $11 million related to property under capital lease at both December 31, 2017 and 2016.
Depreciation and amortization expense related to premises and equipment, including amortization of assets recorded under capital leases, was $19.4 million, $21.3 million and $22.9 million for the years ended December 31, 2017, 2016 and 2015, respectively.
Years Ending December 31: 
2024$31,873 
202526,854 
202618,764 
202715,932 
202813,825 
Thereafter19,896 
$127,144 
The Company leases branchfollowing table summarizes income recognized for operating and office facilities under operating leases, most of which contain renewal options under various terms. Total rent expense under operatingdirect or sales type finance leases for the years ended December 31, 2017, 2016 and 2015 was $27.5 million, $27.6 million, and $27.1 million, respectively.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


As of December 31, 2017, future minimum rentals under non-cancelable operating leases with initial or remaining terms in excess of one year were as followsperiods indicated (in thousands):
Years Ended December 31,
202320222021Location of Lease Income on Consolidated Statements of Income
Operating leases$47,868 $54,111 $53,263 Non-interest income from lease financing
Direct or sales type finance leases15,643 17,881 18,329 Interest income on loans
$63,511 $71,992 $71,592 
Years ending December 31: 
2018$22,340
201921,129
202017,541
202115,770
202211,712
Thereafter through 203448,183
 $136,675
Note 96    Deposits
The following table presents average balances and weighted average rates paid on deposits for the years ended December 31, 2017, 2016 and 2015periods indicated (dollars in thousands):
Years Ended December 31,Years Ended December 31,
2017 2016 2015 202320222021
Average
Balance
 
Average
Rate Paid
 
Average
Balance
 Average
Rate Paid
 
Average
Balance
 Average
Rate Paid
Average
Balance
Average
Rate Paid
Average
Balance
Average
Rate Paid
Average
Balance
Average
Rate Paid
Demand deposits: 
  
  
  
  
  
Demand deposits:  
Non-interest bearing$3,069,565
 % $2,968,192
 % $2,732,654
 %Non-interest bearing$7,091,029 — — %$8,861,111 — — %$8,480,964 — — %
Interest bearing1,586,390
 0.81% 1,382,717
 0.60% 1,169,921
 0.49%Interest bearing2,905,968 2.99 2.99 %2,538,906 0.55 0.55 %3,027,649 0.28 0.28 %
Money market9,364,498
 0.85% 7,946,447
 0.64% 6,313,340
 0.57%
Savings365,603
 0.21% 415,205
 0.23% 536,026
 0.32%
Savings and money marketSavings and money market10,704,470 3.57 %12,874,240 1.02 %13,339,651 0.32 %
Time6,094,336
 1.27% 5,326,630
 1.12% 4,305,857
 1.11%Time5,169,458 3.70 3.70 %3,338,671 1.06 1.06 %3,490,082 0.46 0.46 %
$20,480,392
 0.83% $18,039,191
 0.66% $15,057,798
 0.61%
$$25,870,925 2.55 %$27,612,928 0.65 %$28,338,346 0.24 %
Time deposit accounts with balances of $100,000 or moregreater than $250,000 totaled approximately $4.1 billion$941 million and $3.9 billion$730 million at December 31, 20172023 and 2016,2022, respectively. Time deposit accounts with balances
112

Table of $250,000 or more totaled $2.3 billion and $2.1 billion at Contents
BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017 and 2016, respectively.2023


The following table presents maturities of time deposits as of December 31, 20172023 (in thousands):
Maturing in: 
2018$5,228,690
2019630,719
2020345,861
2021101,715
202227,809
Thereafter48
 $6,334,842
Maturing in:
2024$4,693,323 
2025147,364 
2026322,677 
2027446 
2028185 
$5,163,995 
Included in deposits at December 31, 20172023, are public funds deposits of $2.6$3.1 billion and brokered deposits of $2.4$5.3 billion. Investment securities available for saleAFS with a carrying value of $1.2 billion$794 million and a FHLB letter of credit in the amount of $900 million, were pledged as security for public funds deposits at December 31, 2017.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


2023.
Interest expense on deposits for the years ended December 31, 2017, 2016 and 2015periods indicated was as follows (in thousands):
Years Ended December 31,
 202320222021
Interest bearing demand$86,759 $13,919 $8,550 
Savings and money market382,432 130,705 43,082 
Time191,114 35,348 15,964 
$660,305 $179,972 $67,596 
 2017 2016 2015
Interest bearing demand$12,873
 $8,343
 $5,782
Money market79,645
 50,802
 36,005
Savings752
 972
 1,739
Time77,663
 59,656
 47,625
 $170,933
 $119,773
 $91,151
Certain of our depositors participate in various customer rebate programs. During the years ended December 31, 2023, 2022 and 2021, deposit costs related to these programs totaled $44.2 million, $15.4 million and $8.1 million, respectively. These expenses are included in "other non-interest expense" in the accompanying consolidated statements of income.
Note 107    Borrowings
The following table presents information about outstanding FHLB advances as of December 31, 20172023 (dollars in thousands):
   Range of Interest Rates  
 Amount Minimum Maximum Weighted Average Rate
Maturing in: 
  
  
  
2018—One month or less$2,425,000
 1.20% 1.42% 1.35%
2018—Over one month2,121,000
 1.25% 1.69% 1.43%
2019100,000
 1.46% 1.57% 1.52%
2020125,000
 1.67% 1.78% 1.73%
Carrying value$4,771,000
      
Range of Interest Rates
AmountMinimumMaximumWeighted Average Rate
Maturing in:
2023 - One month or less$4,220,000 5.44 %5.60 %5.47 %
2023 - Over one month895,000 5.52 %5.60 %5.56 %
Total contractual balance outstanding$5,115,000 
The table above reflects contractual maturities and rates of outstanding advances and does not incorporate the impact that interest rate swaps designated as cash flow hedgesderivatives have on the duration or cost of borrowings.
The terms of the Company's security agreement with the FHLB require a specific assignment of collateral consisting of qualifying first mortgage loans, commercial real estate loans home equity lines of credit and mortgage-backed securities with unpaid principal amounts discounted at various stipulated percentages at least equal to 100% of outstanding FHLB advances. As of December 31, 2017,2023, the Company had pledged investment securities and real estate loans with an aggregate carrying amount of approximately $10.7$14.6 billion as collateral for advances and letters of credit from the FHLB.
At
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017 and 2016 outstanding senior notes payable2023


Notes and other borrowings consisted of the following at the dates indicated (dollars in thousands):
 2017 2016
Principal amount of 4.875% senior notes$400,000
 $400,000
Unamortized discount and debt issuance costs(6,275) (6,908)
 393,725
 393,092
Capital lease obligations9,105
 9,717
 $402,830
 $402,809
December 31, 2023December 31, 2022
Senior notes:
Principal amount of 4.875% senior notes maturing on November 17, 2025$388,479 $400,000 
Unamortized discount and debt issuance costs(1,676)(2,586)
386,803 397,414 
Subordinated notes:
Principal amount of 5.125% subordinated notes maturing on June 11, 2030300,000 300,000 
Unamortized discount and debt issuance costs(4,331)(4,880)
295,669 295,120 
Total notes682,472 692,534 
Finance leases26,501 28,389 
Notes and other borrowings$708,973 $720,923 
The senior notes mature on November 17, 2025 withpay interest payable semiannually. The notessemiannually and have an effective interest rate of 5.12%, after consideration of issuance discount and costs. The notes may be redeemed by the Company, in whole or in part, at any time prior to August 17, 2025 at the greater of a) 100% of the principal balance or b) the sum of the present values of the remaining scheduled payments of principal and interest on the securities discounted to the redemption date at i) the rate on a United States Treasury security with a maturity comparable to the remaining maturity of the senior notes that would be used to price new issues of corporate debt securities with a maturity comparable to the remaining maturity of the senior notes plus ii) 40 basis points. The senior notes may be redeemed at any time after August 17, 2025 at 100% of principal plus accrued and unpaid interest.

The subordinated notes pay interest semiannually and have an effective interest rate of 5.39%, after consideration of issuance discount and costs. The notes may be redeemed by the Company, in whole or in part, on or after March 11, 2030 at a redemption price equal to 100% of the principal amount being redeemed plus accrued and unpaid interest, subject to the approval of the Federal Reserve. The notes qualify as Tier 2 capital for regulatory capital purposes, subject to applicable limitations.
At December 31, 2023, BankUnited had available borrowing capacity at the FHLB of approximately $4.6 billion and unused borrowing capacity at the FRB of approximately $7.4 billion.
Note 8    Premises, Equipment and Software
Premises and equipment and capitalized software costs are included in other assets in the accompanying consolidated balance sheets and are summarized as follows at the dates indicated (in thousands):
 December 31, 2023December 31, 2022
Buildings and improvements$1,019 $1,019 
Leasehold improvements78,811 74,607 
Furniture, fixtures and equipment34,118 34,835 
Computer equipment16,547 19,380 
Software105,593 95,491 
Aircraft and automobiles11,663 11,645 
247,751 236,977 
Less: accumulated depreciation(182,934)(170,707)
Premises, equipment and software, net$64,817 $66,270 
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




AtDepreciation and amortization expense related to premises, equipment and software was $18.7 million, $17.5 million and $16.7 million for the years ended December 31, 2017, BankUnited had available borrowing capacity at the FHLB of approximately $4.1 billion, unused borrowing capacity at the FRB of approximately $770 million2023, 2022 and unused Federal funds lines of credit with other financial institutions totaling $70 million.2021, respectively.
Note 11    9Income Taxes
The components of the provision (benefit) for income taxes for the years ended December 31, 2017, 2016 and 2015 were as follows for the periods indicated (in thousands):
Years Ended December 31,Years Ended December 31,
2017 2016 2015 202320222021
Current:     
Federal$(251,880) $51,806
 $18,230
Federal
Federal
State(15,733) 27,708
 (2,468)
(267,613) 79,514
 15,762
105,245
Deferred:     
Federal46,377
 35,045
 20,509
Federal
Federal
State11,424
 (4,856) 8,962
57,801
 30,189
 29,471
$(209,812) $109,703
 $45,233
(46,832)
$
A reconciliation of expected income tax expense at the statutory federal income tax rate of 35%21% to the Company’sCompany's effective income tax rate for the years ended December 31, 2017, 2016 and 2015periods indicated follows (dollars in thousands):
 2017 2016 2015
 Amount Percent Amount Percent Amount Percent
Tax expense calculated at the statutory federal income tax rate$141,561
 35.00 % $117,405
 35.00 % $103,912
 35.00 %
Increases (decreases) resulting from:           
Income not subject to tax(29,511) (7.30)% (23,215) (6.92)% (14,279) (4.81)%
State income taxes, net of federal tax benefit19,332
 4.78 % 15,894
 4.74 % 12,889
 4.34 %
Uncertain tax positions - lapse of statute of limitations(2,696) (0.66)% 
  % (6,166) (2.08)%
Discrete income tax benefit(327,945) (81.08)% 
  % (49,323) (16.61)%
Other, net(10,553) (2.61)% (381) (0.12)% (1,800) (0.60)%
 $(209,812) (51.87)% $109,703
 32.70 % $45,233
 15.24 %
The discrete income tax benefit recognized in the year ended December 31, 2017 related to a matter that arose during an ongoing audit of the Company's 2013 federal income tax return. During that audit, the Company asserted that U.S. federal income taxes paid in respect of certain income previously reported by the Company on its 2012, 2013 and 2014 federal income tax returns related to the basis assigned to certain loans acquired in the FSB Acquisition should be refunded to the Company, in light of guidance issued after the relevant returns had been filed (including Treasury Regulations finalized in October 2017 clarifying and modifying the treatment of such acquired loans). The IRS issued a FAA in the fourth quarter of 2017 agreeing with the Company's position. In light of this communication, the Company concluded that it is more likely than not to realize this income tax benefit and recorded the benefit in the fourth quarter of 2017. Prior to receipt of the FAA, the Company had not taken a position reflecting this benefit on any original or amended income tax returns. The discrete income tax benefit recognized includes expected refunds of federal income tax of $295.0 million, as well as $8.7 million in estimated interest on the federal refund and estimated refunds of $24.2 million from certain state and local taxing jurisdictions.
The Company is continuing to evaluate whether it has claims in other state jurisdictions and whether it may have any claims for federal or state income taxes relating to tax years prior to 2012. The Company has not reached any conclusion as to

Years Ended December 31,
202320222021
AmountPercentAmountPercentAmountPercent
Tax expense calculated at the statutory federal income tax rate$49,788 21.00 %$78,778 21.00 %$94,371 21.00 %
Increases (decreases) resulting from:
Income not subject to tax(13,404)(5.65)%(10,577)(2.82)%(13,203)(2.94)%
State income taxes, net of federal tax benefit12,162 5.13 %17,859 4.76 %16,425 3.66 %
Uncertain tax positions - lapse of statute of limitations(2,192)(0.92)%(1,093)(0.29)%(25,633)(5.70)%
Uncertain tax positions - interest10,605 4.47 %6,348 1.69 %7,397 1.65 %
Discrete income tax benefit— — %— — %(43,950)(9.78)%
Other, net1,454 0.61 %(1,154)(0.31)%(1,006)(0.23)%
$58,413 24.64 %$90,161 24.03 %$34,401 7.66 %
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




when or to what extent it may have any claims relating to such other state and local taxing jurisdictions or in respect of prior tax years.
The discrete income tax benefit recognized inDuring the year ended December 31, 20152021, the Bank reached a settlement with the Florida Department of Revenue related to additionalcertain tax basis recognized with respect to certain assets. The additionalmatters for the 2009-2019 tax basis results in increased taxable losses or reduced taxable income upon the final disposition of those assets.
The Tax Cutsyears and Jobs Act of 2017 was signed into law on December 22, 2017, reducing the statutory corporate federal income tax rate from 35 percent to 21 percent, effective January 1, 2018. Arecorded a tax benefit of $3.7$43.9 million, representing the impactnet of the rate change on deferred tax assets and liabilities existing at the date of enactment, was recognized in earnings during the quarter ended December 31, 2017 and is included in the "Other, net" line item in the reconciliation above.federal impact.
The components of deferred tax assets and liabilities at December 31, 2017 and 2016 were as follows at the dates indicated (in thousands):
December 31, 2023December 31, 2023December 31, 2022
Deferred tax assets:
Excess of tax basis over carrying value of loans
Excess of tax basis over carrying value of loans
Excess of tax basis over carrying value of loans
Allowance for credit losses
2017 2016
Deferred tax assets:   
Excess of tax basis over carrying value of acquired loans$66,395
 $130,004
Allowance for loan and lease losses33,309
 52,670
Net operating loss and tax credit carryforwards15,892
 11,641
Net unrealized loss on investment securities available for sale and cash flow hedges
Net unrealized loss on investment securities available for sale and cash flow hedges
Net unrealized loss on investment securities available for sale and cash flow hedges
Capitalized costs
Lease liability
Deferred compensation
Accrued expenses
Other31,859
 51,911
Gross deferred tax assets147,455
 246,226
Deferred tax liabilities:   
Net unrealized gains on investment securities available for sale24,657
 30,566
Lease financing, due to differences in depreciation113,161
 145,700
Lease financing, due to differences in depreciation
Lease financing, due to differences in depreciation
ROU asset
Other13,468
 7,020
Gross deferred tax liabilities151,286
 183,286
Net deferred tax asset (liability)$(3,831) $62,940
Net deferred tax asset
Based on the evaluation of available evidence, managementthe Company has concluded that it is more likely than not that the existing deferred tax assets will be realized. The primary factors supporting this conclusion are the amountCompany's history of taxablereported pre-tax income available for carryback and the amount of future taxable income that will result from the scheduled reversal of existing deferred tax liabilities.
At December 31, 2017,2023, remaining carryforwards included federal net operating loss and tax credit carryforwards in the amount of $10.0 million, expiring from 2029 through 2032,included Florida net operating loss carryforwards in the amount of $100.4$108.6 million. Florida net operating loss carryforwards consisted of $90.9 million expiring from 2030 through 2036,2037 and state tax credit carryforwards in the amount of $9.4$17.7 million expiring through 2018.
Deferred tax benefits of $2.0 million were recognized for the year ended December 31, 2015 related to enacted changes in state tax laws.that can be carried forward indefinitely.
The Company has investments in affordable housing limited partnerships which generate federal Low Income Housing Tax Credits and other tax benefits. The balance of these investments, included in other assets in the accompanying consolidated balance sheet, was $64$111 million and $71$100 million at December 31, 20172023 and 2016,2022, respectively. Unfunded commitments for affordable housing investments, included in other liabilities in the accompanying consolidated balance sheet, were $26$77 million and $53$62 million at December 31, 20172023 and 2016,2022, respectively. The maximum exposure to loss as a result of the Company's involvement with these limited partnerships at December 31, 20172023, was approximately $72$164 million. While the Company believes the likelihood of potential losses from these investments is remote, the maximum exposure was determined by assuming a scenario where the projects completely fail and do not meet certain government compliance requirements resulting in recapture of the related tax credits.credits and full impairment of the remaining unamortized investment. These investments did not have a material impact on income tax expense for the years ended December 31, 2017, 20162023, 2022 and 2015.

2021.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




The Company has a liability for unrecognized tax benefits relating to uncertain federal and state tax positions in several jurisdictions. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits forat the years ended December 31, 2017, 2016 and 2015dates indicated follows (in thousands):
2017 2016 2015
December 31, 2023December 31, 2023December 31, 2022December 31, 2021
Balance, beginning of period$72,736
 $43,412
 $36,622
Additions for tax positions related to the current year1,882
 2,713
 2,909
Additions for tax positions related to prior periods1,661
 25,168
 11,618
Reductions due to changes in tax positions taken(15,316) 
 
Reductions due to settlements with taxing authorities
Reductions due to settlements with taxing authorities
Reductions due to settlements with taxing authorities
 (200) (246)
Reductions due to lapse of the statute of limitations(2,229) 
 (5,438)
58,734
 71,093
 45,465
371,426
Interest and penalties486
 1,643
 (2,053)
Balance, end of period$59,220
 $72,736
 $43,412
As of December 31, 2017, 20162023, 2022 and 2015,2021, the Company had $43.6$343.8 million, $45.0$342.6 million and $27.0$329.3 million, respectively, of unrecognized federal and state tax benefits, net of federal tax benefits, that if recognized would have impacted the effective tax rate. Unrecognized tax benefits related to federal and state income tax contingencies that may decrease during the 12 months subsequent to December 31, 20172023, as a result of settlements with taxing authorities range from zero to $41.2$334.7 million.
Interest and penalties related to unrecognized tax benefits are included in the provision for income taxes in the consolidated statements of income. At December 31, 20172023 and 2016,2022, accrued interest and penalties included in the consolidated balance sheets, net of federal tax benefits, were $3.2$26.4 million and $2.5$16.5 million, respectively. The total amountsamount of interest and penalties, net of federal tax benefits, recognized through income tax expense were $0.3was $10.0 million, $1.1$5.9 million and $(1.8)$(5.7) million in 2017, 2016during the years ended December 31, 2023, 2022 and 2015,2021, respectively.
The Company and its subsidiaries file a consolidated federal income tax return as well as combined state income tax returns where combined filings are required. IncomeThe federal tax returns for the tax years ended December 31, 2017, 2016, 2015, 2014 and 20132018 through 2022, remain subject to examination in the U.S. Federal and various statejurisdiction. State tax jurisdictions. The taxreturns for years ended December 31, 2009, 2010, 2011 and 20122018 through 2022, remain subject to examination by certain states.
Note 12 10    Derivative Financial Instruments
Derivatives and Hedging Activitiesdesignated as hedging instruments
The Company useshas entered into interest rate swaps, to manage interest rate risk related to liabilities that expose the Company to variability in cash flows due to changes in interest rates. The Company enters into LIBOR-based interest rate swaps that arecaps and collars designated as cash flow hedges with the objective of limiting the variability of interest payment cash flows resulting fromflows. The Company has also entered into interest rate swaps designated as fair value hedges designed to hedge changes in the fair value of outstanding fixed rate instruments caused by fluctuations in the benchmark interest rate LIBOR.rate. Changes in fair value of derivative instruments designated as cash flow hedges are reported in accumulated other comprehensive income. Changes in the fair value of interest rate swapsderivative instruments designated as fair value hedges are recognized in earnings, as is the offsetting gain or loss on the hedged item.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


The following table summarizes the Company's derivatives designated as hedging instruments as of the dates indicated (in thousands):
 December 31, 2023December 31, 2022
 Notional Amount
Fair Value(1)
Notional Amount
Fair Value(1)
 AssetLiabilityAssetLiability
Derivatives designated as cash flow hedges:   
Interest rate swaps$3,215,000 $— $(1,048)$1,970,000 $941 $(1,514)
Interest rate caps purchased200,000 10,157 — 200,000 15,673 — 
Interest rate collar125,000 84 — 125,000 — (203)
Derivatives designated as fair value hedges:
Pay-fixed interest rate swaps100,000 — — 100,000 — — 
 $3,640,000 $10,241 $(1,048)$2,395,000 $16,614 $(1,717)
(1) The fair values of derivatives are included in other assets or other liabilities in the consolidated balance sheets.
Derivatives designated as cash flow hedging instruments arehedges
The following table provides information about the amount of gain (loss) related to derivatives designated as cash flow hedges reclassified from AOCI into interest income or expense for the periods indicated (in thousands):
Years Ended December 31,
202320222021
Location of gain (loss) reclassified from AOCI into income:
Interest expense on borrowings$44,790 $(4,224)$(51,739)
Interest expense on deposits23,569 4,357 — 
Interest income on loans(2,620)(43)— 
$65,739 $90 $(51,739)
During the years ended December 31, 2023 and 2022, no derivative positions designated as cash flow hedges were discontinued and none of the gains and losses reported in AOCI and subsequentlywere reclassified into interest expenseearnings as a result of the discontinuance of cash flow hedges or because of the early extinguishment of debt. During the year ended December 31, 2021, derivative positions designated as cash flow hedges with a notional amount totaling $401 million were discontinued following the Company's determination that the hedged forecasted transactions were not probable of occurring. A loss of $33.4 million, net of tax, was reclassified from AOCI into earnings as a result of the discontinuance of the cash flow hedges.
As of December 31, 2023, the amount of net gain expected to be reclassified from AOCI into earnings during the next twelve months was $38.4 million, based on the forward curve. See Note 11 to the consolidated financial statements for additional information about the reclassification adjustments from AOCI into earnings.
Derivatives designated as fair value hedges
The amount of gain (loss) related to derivatives designated as fair value hedges recognized in earnings was insignificant for all applicable periods. The following table provides information about the hedged items related to derivatives designated as fair value hedges at the date indicated (in thousands):
December 31, 2023December 31, 2022Location in Consolidated Balance Sheets
Contractual balance outstanding of hedged item (1)
$100,000 $100,000 Loans
Cumulative fair value hedging adjustments$(1,656)$(3,923)Loans
(1)This amount is included in the same periodamortized cost basis of a closed portfolio of loans used to designate hedging relationships in a portfolio layer method hedge in which the related interest onhedged item is anticipated to be outstanding for the floating-rate debt obligations affects earnings.designated hedge period. The amortized cost basis of the closed portfolio used in this hedging relationship was $992 million and $1 billion, respectively, at December 31, 2023 and 2022.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Derivatives not designated as hedging instruments
The Company also enters into interest rate derivative contracts with certain of its commercial borrowers to enable those borrowers to manage their exposure to interest rate fluctuations. To mitigate interest rate risk associated with these derivative contracts, the Company enters into offsetting derivative contract positions with primary dealers. These interest rate derivative contracts are not designated as hedging instruments; therefore, changes in the fair value of these derivatives are recognized immediately in earnings. The impact on earnings related to changes in fair value of these derivatives was $8.7 million, $4.7 million, and $6.6 million for the years ended December 31, 2017, 20162023, 2022 and 2015 was not material.2021, respectively.
The Company may be exposed to credit risk in the event of non-performance by the counterparties to its interest rate derivative agreements. The Company assesses the credit risk of its financial institution counterparties by monitoring publicly available credit rating and financial information. The Company manages dealer credit risk by entering into interest rate derivatives only with primary and highly rated counterparties, the use of ISDA master agreements, central clearing mechanisms and counterparty limits. The agreements contain bilateral collateral arrangements with the amount of collateral to be posted generally governed by the settlement value of outstanding swaps. The Company manages the risk of default by its commercial borrower

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


counterparties through its normal loan underwriting and credit monitoring policies and procedures. The Company does not currently anticipate any significant losses from failure of interest rate derivative counterparties to honor their obligations.
The CME amended its rules effective January 2017 to legally characterize variation margin payments for centrally cleared derivatives as settlements of the derivatives' exposures rather than collateral. As a result, the variation margin payment and the related derivative instruments are considered a single unit of account for accounting and financial reporting purposes. The Company's clearing agent for interest rate derivative contracts centrally cleared through the CME settles the variation margin daily with the CME; therefore, those interest rate derivative contracts the Company clears through the CME are reported at a fair value of approximately zero at December 31, 2017.
The following tables set forth certain information concerning the Company’s interest rate contract derivative financial instruments and related hedged items at December 31, 2017 and 2016 (dollars in thousands):
 2017
   
Weighted
Average Pay Rate
 
Weighted
Average Receive Rate
 
Weighted
Average
Remaining
Life in Years
      
      Notional Amount Balance Sheet Location Fair Value
 Hedged Item      Asset Liability
Derivatives designated as cash flow hedges:         
    
  
Pay-fixed interest rate swapsVariability of interest cash flows on variable rate borrowings 1.77%  3-Month Libor 4.3 $2,046,000
 Other assets / Other liabilities $2,350
 $
Derivatives not designated as hedges:               
Pay-fixed interest rate swaps  3.87% Indexed to 1-month Libor 6.4 1,028,041
 Other assets / Other liabilities 10,856
 (13,173)
Pay-variable interest rate swaps  Indexed to 1-month Libor 3.87% 6.4 1,028,041
 Other assets / Other liabilities 14,410
 (12,189)
Interest rate caps purchased, indexed to 1-month Libor    2.81% 1.3 145,354
 Other assets 11
 
Interest rate caps sold, indexed to 1-month Libor  2.81%   1.3 145,354
 Other liabilities 
 (11)
         $4,392,790
   $27,627
 $(25,373)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


 2016
   
Weighted
Average Pay Rate
 
Weighted
Average Receive Rate
 
Weighted
Average
Remaining
Life in Years
      
      Notional Amount Balance Sheet Location Fair Value
 Hedged Item      Asset Liability
Derivatives designated as cash flow hedges:         
    
  
Pay-fixed interest rate swapsVariability of interest cash flows on variable rate borrowings 1.58%  3-Month Libor 3.3 $1,715,000
 Other assets / Other liabilities $19,648
 $(3,112)
Pay-fixed forward-starting interest rate swapsVariability of interest cash flows on variable rate borrowings 3.43% 3-Month Libor 10.5 300,000
 Other liabilities 
 (27,866)
Derivatives not designated as hedges:  
 
 
 

   

  
Pay-fixed interest rate swaps  3.77% Indexed to 1-month Libor 6.8 912,000
 Other assets / Other liabilities 9,949
 (20,383)
Pay-variable interest rate swaps  Indexed to 1-month Libor 3.77% 6.8 912,000
 Other assets / Other liabilities 20,383
 (9,949)
Interest rate caps purchased, indexed to 1-month Libor  
 2.96% 2.3 189,057
 Other assets 252
 
Interest rate caps sold, indexed to 1-month Libor  2.96%   2.3 189,057
 Other liabilities 
 (252)
         $4,217,114
   $50,232
 $(61,562)
The following table provides information aboutsummarizes the amount of loss reclassified from AOCI into interest expense for the years ended December 31, 2017, 2016 and 2015 (dollars in thousands):
 Amount of Loss Reclassified from AOCI on Derivatives Location of Loss Reclassified from AOCI into Income
 2017 2016 2015 
Interest rate contracts$(9,621) $(16,161) $(21,610) Interest expense on borrowings
Interest rate contracts
 
 (4,869) Interest expense on deposits
 $(9,621) $(16,161) $(26,479)  
During the years ended December 31, 2017, 2016 and 2015, no derivative positionsCompany's derivatives not designated as cash flow hedges were discontinued and nonehedging instruments as of the gainsdates indicated (in thousands):
 December 31, 2023December 31, 2022
 Notional Amount
Fair Value(1)
Notional Amount
Fair Value(1)
 AssetLiabilityAssetLiability
Derivatives not designated as hedges:
Pay-fixed interest rate swaps$2,166,813 $76,793 $(16,702)$1,916,719 $67,942 $(2,195)
Pay-variable interest rate swaps2,166,813 16,702 (77,257)1,916,719 2,195 (120,320)
Interest rate caps purchased65,610 1,922 — 42,920 1,988 — 
Interest rate caps sold65,610 — (1,922)42,920 — (1,988)
 $4,464,846 $95,417 $(95,881)$3,919,278 $72,125 $(124,503)
(1) Fair values of these derivatives are included in other assets and losses reportedother liabilities in AOCI were reclassified into earnings as a result of the discontinuance of cash flow hedges or because of the early extinguishment of debt. As of December 31, 2017, the amount of net loss expected to be reclassified from AOCI into earnings during the next twelve months was $1.2 million. consolidated balance sheets.
Some of the Company’s ISDA master agreements with financial institution counterparties contain provisions that permit either counterparty to terminate the agreements and require settlement in the event that regulatory capital ratios fall below certain designated thresholds, upon the initiation of other defined regulatory actions or upon suspension or withdrawal of the Bank’s credit rating. Currently, there are no circumstances that would trigger these provisions of the agreements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


Master netting agreements
The Company does not offset assets and liabilities under master netting agreements for financial reporting purposes. Information on interest rate swaps and caps subject to these agreements is as follows at December 31, 2017 and 2016the dates indicated (in thousands):
 December 31, 2023
  Gross Amounts Offset in Balance
Sheet
Net Amounts Presented in
Balance Sheet
Gross Amounts Not Offset in
Balance Sheet
 
 Gross Amounts
Recognized
Derivative
Instruments
Collateral
Pledged
Net Amount
Derivative assets$88,956 $— $88,956 $(15,154)$(73,730)$72 
Derivative liabilities(17,750)— (17,750)15,154 2,596 — 
 $71,206 $— $71,206 $— $(71,134)$72 
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


 2017
  
Gross Amounts Offset in Balance
Sheet

Net Amounts Presented in
Balance Sheet

Gross Amounts Not Offset in
Balance Sheet

 
 
Gross Amounts
Recognized



Derivative
Instruments

Collateral
Pledged

Net Amount
Derivative assets$13,217
 $
 $13,217
 $(7,996) $(5,221) $
Derivative liabilities(13,173) 
 (13,173) 7,996
 4,962
 (215)
 $44
 $
 $44
 $
 $(259) $(215)
December 31, 2022
2016
  Gross Amounts Offset in Balance
Sheet
 Net Amounts Presented in
Balance Sheet
 
Gross Amounts Not Offset in
Balance Sheet
   Gross Amounts Offset in Balance
Sheet
Net Amounts Presented in
Balance Sheet
Gross Amounts Not Offset in
Balance Sheet
 
Gross Amounts
Recognized
 
Derivative
Instruments
 
Collateral
Pledged
 Net Amount Gross Amounts
Recognized
Derivative
Instruments
Collateral
Pledged
Net Amount
Derivative assets$29,849
 $
 $29,849
 $(27,485) $
 $2,364
Derivative liabilities(51,362) 
 (51,362) 27,485
 23,796
 (81)
$(21,513) $
 $(21,513) $
 $23,796
 $2,283
$
The difference between the amounts reported for interest rate swaps subject to master netting agreements and the total fair value of interest rate contract derivative financial instruments reported in the consolidated balance sheets is related to interest rate derivative contracts entered into with borrowers not subject to master netting agreements.
Risk Participation Agreements
The Company purchases and sells credit protection under RPAs with the objective of sharing with financial institution counterparties some of the credit exposure related to interest rate derivative contracts entered into with commercial borrowers related to participations purchased or sold. The Company will make or receive payments under these agreements if a customer defaults on an obligation to perform under certain interest rate derivative contracts. At December 31, 2017,2023 and 2022, the Company had pledged investment securities available for sale with a carryingnotional amount of $31the RPAs was $363 million as collateral for interest rate swaps in a liability position. Financial collateral of $7.0and $202 million, was pledged by counterparties to the Company for interest rate swaps in an asset position.respectively. The amount of collateral required to be posted varies based on the settlementfair value of outstanding swaps and in some cases may include initial margin requirements. 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
these derivatives was not material at December 31, 20172023 and 2022.


Note 1311    Stockholders’ Equity
Accumulated Other Comprehensive Income
Changes in AOCIaccumulated other comprehensive income are summarized as follows for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands):
 2017
 Before Tax Tax Effect Net of Tax
Unrealized gains on investment securities available for sale: 
  
  
Net unrealized holding gain arising during the period$49,131
 $(19,407) $29,724
Amounts reclassified to gain on investment securities available for sale, net(33,466) 13,219
 (20,247)
Net change in unrealized gains on investment securities available for sale15,665
 (6,188) 9,477
Unrealized losses on derivative instruments:     
Net unrealized holding loss arising during the period(2,577) 1,018
 (1,559)
Amounts reclassified to interest expense on borrowings9,621
 (3,800) 5,821
Net change in unrealized losses on derivative instruments7,044
 (2,782) 4,262
Other comprehensive income$22,709
 $(8,970) $13,739
 2016
 Before Tax Tax Effect Net of Tax
Unrealized gains on investment securities available for sale: 
  
  
Net unrealized holding gain arising during the period$23,588
 $(9,317) $14,271
Amounts reclassified to gain on investment securities available for sale, net(14,461) 5,712
 (8,749)
Net change in unrealized gains on investment securities available for sale9,127
 (3,605) 5,522
Unrealized losses on derivative instruments:     
Net unrealized holding gain arising during the period6,225
 (2,459) 3,766
Amounts reclassified to interest expense on borrowings16,161
 (6,384) 9,777
Net change in unrealized losses on derivative instruments22,386
 (8,843) 13,543
Other comprehensive income$31,513
 $(12,448) $19,065
 2015
 Before Tax Tax Effect Net of Tax
Unrealized gains on investment securities available for sale:     
Net unrealized holding loss arising during the period$(34,470) $12,813
 $(21,657)
Amounts reclassified to gain on investment securities available for sale, net(8,480) 3,350
 (5,130)
Net change in unrealized gains on investment securities available for sale(42,950) 16,163
 (26,787)
Unrealized losses on derivative instruments:     
Net unrealized holding loss arising during the period(22,635) 9,232
 (13,403)
Amounts reclassified to interest expense on deposits4,869
 (1,923) 2,946
Amounts reclassified to interest expense on borrowings21,610
 (8,536) 13,074
Net change in unrealized losses on derivative instruments3,844
 (1,227) 2,617
Other comprehensive loss$(39,106) $14,936
 $(24,170)

Year Ended December 31, 2023
 Before TaxTax EffectNet of Tax
Change in net unrealized losses on investment securities available for sale:   
Net unrealized holding gain (loss) arising during the period$141,227 $(36,719)$104,508 
Amounts reclassified to gain on investment securities available for sale, net(1,815)472 (1,343)
Net change in unrealized losses on investment securities available for sale139,412 (36,247)103,165 
Change in net unrealized gain on derivative instruments:
Net unrealized holding gain (loss) arising during the period35,089 (9,123)25,966 
Amounts reclassified to interest expense on deposits(23,569)6,128 (17,441)
Amounts reclassified to interest expense on borrowings(44,790)11,645 (33,145)
Amounts reclassified to interest income on loans2,620 (681)1,939 
Net change in unrealized gains on derivative instruments(30,650)7,969 (22,681)
Other comprehensive income$108,762 $(28,278)$80,484 
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




 Year Ended December 31, 2022
 Before TaxTax EffectNet of Tax
Change in net unrealized losses on investment securities available for sale:
Net unrealized holding loss arising during the period$(674,115)$175,251 $(498,864)
Amounts reclassified to gain on investment securities available for sale, net(3,927)1,021 (2,906)
Net change in unrealized losses on investment securities available for sale(678,042)176,272 (501,770)
Change in net unrealized gains on derivative instruments:
Net unrealized holding gain arising during the period107,764 (27,893)79,871 
Amounts reclassified to interest expense on deposits(4,357)1,133 (3,224)
Amounts reclassified to interest expense on borrowings4,224 (1,098)3,126 
Amounts reclassified to interest income on loans43 (11)32 
Net change in unrealized gains on derivative instruments107,674 (27,869)79,805 
Other comprehensive loss$(570,368)$148,403 $(421,965)
 Year Ended December 31, 2021
 Before TaxTax EffectNet of Tax
Change in net unrealized gains on investment securities available for sale:
Net unrealized holding loss arising during the period$(72,789)$18,561 $(54,228)
Amounts reclassified to gain on investment securities available for sale, net(9,010)2,298 (6,712)
Net change in unrealized gains on investment securities available for sale(81,799)20,859 (60,940)
Change in net unrealized losses on derivative instruments:
Net unrealized holding gain arising during the period29,808 (7,601)22,207 
Amounts reclassified to interest expense on borrowings51,739 (13,194)38,545 
Reclassification adjustment for discontinuance of cash flow hedges44,833 (11,433)33,400 
Net change in unrealized losses on derivative instruments126,380 (32,228)94,152 
Other comprehensive income$44,581 $(11,369)$33,212 
The categories of AOCI and changes therein are presented below for the years ended December 31, 2017, 2016 and 2015(inperiods indicated (in thousands):
 
Unrealized Gains on
Investment Securities
Available for Sale
 
Unrealized Losses
on Derivative
Instruments
 Total
Balance at December 31, 2014$68,322
 $(21,970) $46,352
Other comprehensive loss(26,787) 2,617
 (24,170)
Balance at December 31, 2015$41,535
 $(19,353) $22,182
Other comprehensive income5,522
 13,543
 19,065
Balance at December 31, 2016$47,057
 $(5,810) $41,247
Other comprehensive income9,477
 4,262
 13,739
Balance at December 31, 2017$56,534
 $(1,548) $54,986
Unrealized Gain (Loss) on
Investment Securities
Available for Sale
Unrealized Gain (Loss)
on Derivative
Instruments
Total
Balance at December 31, 2020$63,799 $(112,951)$(49,152)
Other comprehensive income(60,940)94,152 33,212 
Balance at December 31, 20212,859 (18,799)(15,940)
Other comprehensive loss(501,770)79,805 (421,965)
Balance at December 31, 2022(498,911)61,006 (437,905)
Other comprehensive income103,165 (22,681)80,484 
Balance at December 31, 2023$(395,746)$38,325 $(357,421)
Other
In conjunction with a previous acquisition, the Company issued 1,834,160 warrants to purchase its common stock. The warrants expire in November 2018 and are exercisable at an exercise price of $9.47, in exchange for which the holder is entitled to receive 0.0827 shares of BKU common stock and cash of $1.73.
In January 2018, our Board of Directors authorized a share repurchase program under which the Company may repurchase up to $150 million of its outstanding common stock. Any repurchases will be made in accordance with applicable securities laws from time to time in open market or private transactions. The authorization does not require the Company to acquire any specified number of common shares and may be commenced, suspended or discontinued without prior notice.
Note 1412    Equity Based and Other Compensation Plans
Description of Equity Based Compensation Plans
In connection with the IPO of the Company's common stock in 2011, the Company adopted the 2010 Plan. In 2014,2023, the Board of Directors and the Company's stockholders approved the 20142023 Plan. The 2010number of shares initially authorized for grant under the 2023 Plan was 1,900,000 shares. Shares remaining under the 2014 Plan as of the effective date of the 2023 Plan were transferred to the 2023 Plan, and are also available for issuance under the 2023 Plan. Previously, awards were administered under the 2014 Plan or the 2010 Plan. The Plans are administered by the Board of Directors or a committee
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thereof and provide for the grant of non-qualified stock options, SARs, restricted shares, deferred shares, performance shares, unrestricted shares and other share-based awards to selected employees, directors or independent contractors of the Company and its affiliates. As of December 31, 2023, no further awards are available for issuance under the 2010 and 2014 plans although unvested awards issued under these Plans are still outstanding. The number of shares of common stock authorized for award under the 20102023 Plan, including those transferred from the 2014 Plan, is 7,500,000,3,766,764, of which 246,1512,472,999 shares remain available for issuance as of December 31, 2017. The number of shares of common stock available for issuance under the 2014 Plan is 4,000,000, of which 2,892,439 shares remain available for issuance as of December 31, 2017.2023. Shares of common stock delivered under the plans may consist of authorized but unissued shares or previously issued shares reacquired by the Company. The term of a share option or SAR issued under the plans may not exceed ten years from the date of grant and the exercise price may not be less than the fair market value of the Company's common stock at the date of grant. Unvested awards generally become fully vested in the event of a change in control, subject to a double trigger, as defined.

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Compensation Expense Related to Equity Based Awards
The following table summarizes compensation cost related to equity based awards for the years ended December 31, 2017, 2016 and 2015periods indicated (in thousands):
Years Ended December 31,
202320222021
Compensation cost of equity based awards:
RSAs$16,122 $16,203 $13,334 
Executive share-based awards3,351 4,239 7,942 
Non-executive RSUs5,081 4,886 2,707 
Total compensation cost of equity based awards24,554 25,328 23,983 
Related tax benefits(6,384)(6,585)(6,116)
Compensation cost of equity based awards, net of tax$18,170 $18,743 $17,867 
 2017 2016 2015
Compensation cost of equity based awards:     
Unvested and restricted share awards$18,087
 $16,885
 $15,573
Executive share-based awards3,416
 1,482
 294
Incentive awards1,289
 
 
Total compensation cost of equity based awards22,792
 18,367
 15,867
Related tax benefits(8,576) (6,899) (5,965)
Compensation cost of equity based awards, net of tax$14,216
 $11,468
 $9,902
ShareNon-Executive Share-Based Awards
Unvested share awardsRSAs
A summary of activity related to unvested share awards for the years ended December 31, 2017, 2016 and 2015 follows:
 Number of Share Awards Weighted Average Grant Date Fair Value
Unvested share awards outstanding, December 31, 2014829,225
 $30.06
Granted664,928
 32.06
Vested(394,498) 28.72
Canceled or forfeited(59,270) 29.82
Unvested share awards outstanding, December 31, 20151,040,385
 31.86
Granted651,760
 31.00
Vested(428,167) 31.79
Canceled or forfeited(143,278) 31.31
Unvested share awards outstanding, December 31, 20161,120,700
 31.46
Granted621,806
 40.24
Vested(553,007) 31.67
Canceled or forfeited(81,022) 34.51
Unvested share awards outstanding, December 31, 20171,108,477
 $36.06
Unvested share awardsRSAs are generally valued at the closing price of the Company's common stock on the date of grant. All awards vest in equal annual installments over a period of four years from the date of grant except awards granted to the Company's Board of Directors, which vest over a period of one year.
Non-executive RSUs
The Company issues RSUs based on results of the Company's annual incentive compensation arrangements for certain employees other than those eligible for the executive share-based awards discussed below. These incentive compensation plans provide for a combination of cash payments and RSUs following the end of each annual performance period. The dollar value of share awards to be granted is based on the achievement of performance criteria established in the incentive arrangements. The number of shares of common stock to be awarded is variable, typically based on the closing price of the Company's stock on the date of grant; therefore, these awards are initially classified as liability instruments, with compensation cost recognized from the beginning of the performance period. Awards vest in equal installments over a period of four years from the date of grant. Non-executive RSUs may be settled in shares or cash at the Company's option. To date, all such awards have been settled in shares. The non-executive RSUs do not accumulate dividends prior to vesting.
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A summary of activity related to non-executive share-based awards for the periods indicated follows:
RSANon-Executive RSU
Number of Share AwardsWeighted Average Grant Date Fair ValueNumber of Share AwardsWeighted Average Grant Date Fair Value
Unvested share awards outstanding, December 31, 20201,161,835 $33.32 — $— 
Granted571,936 42.17 — — 
Vested(479,790)34.01 — — 
Canceled or forfeited(74,297)35.91 — — 
Unvested share awards outstanding, December 31, 20211,179,684 37.17 — — 
Granted496,361 41.75 294,331 41.87 
Vested(391,693)36.72 — — 
Canceled or forfeited(90,037)39.38 (36,355)41.87 
Unvested share awards outstanding, December 31, 20221,194,315 39.05 257,976 41.87 
Granted509,139 33.51 378,609 35.39 
Vested(542,003)37.81 — — 
Canceled or forfeited(145,051)37.92 (23,094)35.39 
Unvested share awards outstanding, December 31, 20231,016,400 $37.10 613,491 $38.11 
The following table summarizes the closing price of the Company's stock on the date of grant for shares granted and the aggregate grant date fair value of shares vesting duringfor the years ended December 31, 2017, 2016, and 2015periods indicated (in thousands, except per share data):
Years Ended December 31,
202320222021
Range of the closing price on date of grant$16.94 - $35.39$39.39 - $43.67$42.01 - $47.52
Aggregate grant date fair value of shares vesting$20,757 $14,383 $16,319 
 2017 2016 2015
Range of the closing price on date of grant$33.21 - $40.84 $29.78 - $33.76 $31.35 - $38.63
Aggregate grant date fair value of shares vesting$17,514
 $13,613
 $11,330
Substantially all of the shares vest in equal annual installments over a period of three years from the date of grant. Unvested shares participate in dividends declared on the Company's common stock on a one-for-one basis.

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UnrecognizedThe total unrecognized compensation cost of $36.2 million for unvested share awardsall RSAs and non-executive RSUs outstanding at December 31, 2017 totaled $22.7 million, which2023, will be recognized over a weighted average remaining period of 1.842.5 years.
Executive share-based awards
Certain of the Company's executives are eligible to receive annual awards of RSUs and PSUs (collectively, the "share units"). Annual awards of RSUs represent a fixed number of shares and vest on December 31st in equal tranches over four years for grant periods prior to 2023, and over three years.years for awards issued in 2023. PSUs are initially granted based on a target value. The number of PSUs that ultimately vest at the end of a three-yearthe performance measurement period will be based on the achievement of performance criteria pre-established by the Compensation Committee of the Board of Directors. The performance criteria established for the PSUs granted in 2017 and 2016 include both performance and market conditions. Upon vesting, the share units will be converted to common stock on a one-for-one basis, or may be settled in cash at the Company's option. The share units will accumulate dividends declared on the Company's common stock from the date of grant to be paid subsequent to vesting.
A summary of activity related to executive share-based awards for the years ended December 31, 2017 and 2016 follows:
 RSU PSU
Unvested executive share-based awards outstanding, December 31, 2015
 
Granted97,852
 57,873
Vested(19,291) 
Unvested executive share-based awards outstanding, December 31, 201678,561
 57,873
Granted47,848
 47,848
Vested(35,241) 
Unvested executive share-based awards outstanding, December 31, 201791,168
 105,721
RSUs granted during the year ended December 31, 2016 included a grant of 39,979 RSUs that vest five years from the date of grant. The first tranche of RSUs granted vested on December 31, 2016. The Company cash settled these share units in the amount of $0.8 million during the first quarter of 2017. As a result of thisthe majority of previous settlements being in cash, settlement, all executive RSUs and PSUs have been determined to be liability instruments and will beare remeasured at fair value each reporting period until the awards are settled. The RSUs vested on December 31, 2017 will be settled during the first quarter of 2018.
The RSUs are valued based on the closing price of the Company's common stock at the reporting date. The PSUs are valued based on the closing price of the Company's common stock at the reporting date net of a discount related to any applicable market conditions, considering the probability of meeting the defined performance conditions. Compensation cost related to PSUs is recognized during the performance period based on the probable outcome of the respective performance conditions.
The total liability for these executive share-based awards was $3.9 million at December 31, 2017. The total unrecognized compensation cost of $5.3 million for unvested executive share-based awards at December 31, 2017 will be recognized over a weighted average remaining period of 2.07 years.
Based on the closing price of the Company's common stock on the date of grant, 25,321 and 41,645 unvested share awards were granted to certain of the Company's executives in 2017 and 2015, respectively, based on the achievement of performance criteria pre-established by the Compensation Committee. These shares are included in the summary of activity related to unvested share awards above.
Incentiveawards
Beginning in 2017, the Company's annual incentive compensation arrangements provide for settlement through a combination of cash payments and unvested share awards following the end of the annual performance period. The dollar value of share awards to be granted is based on the achievement of performance criteria established in the incentive arrangements. The number of shares of common stock to be awarded is variable based on the closing price of the Company's stock on the date of grant; therefore, these awards are initially classified as liability instruments, with compensation cost recognized from the beginning of the performance period. The awards vest in equal installments over a period of three years from the date of grant. The total liability for the incentive share awards was $1.3 million at December 31, 2017. The total unrecognized compensation

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A summary of activity related to executive share-based awards for the periods indicated follows:
RSUPSU
Unvested executive share-based awards outstanding, December 31, 2020156,555 179,793 
Granted63,814 63,814 
Vested(100,881)— 
Unvested executive share-based awards outstanding, December 31, 2021119,488 243,607 
Granted66,990 66,990 
Vested(77,648)(73,062)
Unvested executive share-based awards outstanding, December 31, 2022108,830 237,535 
Granted136,778 136,778 
Vested(104,976)(106,731)
Unvested executive share-based awards outstanding, December 31, 2023140,632 267,582 
The total liability for these executive share-based awards was $11.0 million at December 31, 2023. The total unrecognized compensation cost of $3.9$9.1 million for these shareunvested executive share-based awards at December 31, 20172023 will be recognized over a weighted average remaining period of 3.001.7 years.
Option Awards
A summary of activity related to stock option awards for the years ended December 31, 2017, 2016 and 2015 follows:
 
Number of
Option
Awards
 
Weighted
Average
Exercise Price
Option awards outstanding, December 31, 20145,015,047
 $26.49
Exercised(1,363,895) 26.14
Option awards outstanding, December 31, 20153,651,152
 26.62
Exercised(47,979) 16.50
Canceled or forfeited(1,097) 63.74
Option awards outstanding, December 31, 20163,602,076
 26.74
Exercised(2,331,388) 26.63
Option awards outstanding and exercisable, December 31, 20171,270,688
 $26.93
The intrinsic value of options exercised during the years ended December 31, 2017, 2016 and 2015 was $25.8 million, $0.9 million and $8.7 million, respectively.
There wereCompany had no option awards granted duringoutstanding at December 31, 2021 or subsequent thereto. During the yearsyear ended December 31, 2017, 20162021, 1,569 option awards with a weighted average exercised price of $15.94, were exercised with immaterial intrinsic value and 2015. Additional information about options outstanding and exercisable at December 31, 2017 is presented in the following table:
 Outstanding and Exercisable Options
Range of Exercise Prices
Number of
Options
 
Weighted
Average
Remaining
Contractual
Term (in
years)
 
Aggregate
Intrinsic
Value (in
thousands)
$11.1413,160
 1.73 $389
$15.94 - $19.9729,145
 2.59 672
$22.18 - $22.3141,417
 3.47 764
$271,170,847
 3.08 16,064
$63.7416,119
 0.93 
 1,270,688
 3.04 $17,889
related tax benefits.
Deferred Compensation Plan
The Company has a non-qualified deferred compensation plan for a select group of key management or highly compensated employees whereby a participant, upon election, may defer a portion of eligible compensation. The deferred compensation plan provides for discretionary Company contributions. Generally, the Company has elected not to make contributions. The Company credits each participant's account with income based on either an annual interest rate determined by the Company's Compensation Committee or returns of selected investment portfolios, as elected by the participant. A participant's elective deferrals and interest thereon are at all times 100% vested. Company contributions and interest thereon will become 100% vested upon the earlier of a change in control, as defined, or the participant's death, disability, attainment of normal retirement age or the completion of two years of service. Participant deferrals and any associated earnings will be paid upon separation from service or based on a specified distribution schedule, as elected by the participant. Deferred compensation expense was $1.5$2.9 million, $1.5$1.4 million and $0.8$2.2 million for the years ended December 31, 2017, 20162023, 2022 and 2015,2021, respectively. Deferred compensation liabilities of $21$43 million and $20$37 million were included in other liabilities in the accompanying consolidated balance sheets at December 31, 20172023 and 2016,2022, respectively.

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BankUnited 401(k) Plan
Under the terms of the 401(k) Plan sponsored by the Company, eligible employees may contribute a portion of compensation not exceeding the limits set by law. Employees are eligible to participate in the plan after one month of service. The 401(k) Plan allows a matching employer contribution equal to 100% of elective deferrals that do not exceed 1% of compensation, plus 70% of elective deferrals that exceed 1% but are less than 6% of compensation. Matching contributions are fully vested after two years of service. For the years ended December 31, 2017, 20162023, 2022 and 2015,2021, BankUnited made matching contributions to the 401(k) Plan of approximately $5.5$6.7 million, $5.2$6.2 million and $4.9$6.1 million, respectively.
Note 1513    Regulatory Requirements and Restrictions
The Company and the Bank are subject to various regulatory capital requirements administered by Federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory—mandatory and possibly additional discretionary—discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under
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capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance-sheet items calculated pursuant to regulation. The capital amounts and classification also are subject to qualitative judgments by the regulators about components, risk weightings and other factors. Banking regulations identify five capital categories for insured depository institutions: well-capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapitalized. As of December 31, 20172023 and 2016,2022, all capital ratios of the Company and the Bank exceeded the "well capitalized" levels under the regulatory framework for prompt corrective action. Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios of total, common equity tier 1 and tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined), and of tier 1 capital to average tangible assets (leverage ratio).
The following tables provide information regarding regulatory capital for the Company andat the Bank as of December 31, 2017 and 2016dates indicated (dollars in thousands):
 December 31, 2023
 ActualRequired to be
Considered Well
Capitalized
Required to be
Considered
Adequately
Capitalized
Required to be Considered
Adequately
Capitalized Including Capital Conservation Buffer
 AmountRatioAmountRatioAmountRatioAmountRatio
BankUnited, Inc.:      
Tier 1 leverage$2,865,758 7.93 %
N/A (1)
N/A (1)
$1,446,093 4.00 %
N/A (1)
N/A (1)
CET1 risk-based capital$2,865,758 11.39 %$1,635,794 6.50 %$1,132,472 4.50 %$1,761,624 7.00 %
Tier 1 risk-based capital$2,865,758 11.39 %$2,013,284 8.00 %$1,509,963 6.00 %$2,139,115 8.50 %
Total risk-based capital$3,366,597 13.38 %$2,516,605 10.00 %$2,013,284 8.00 %$2,642,436 10.50 %
BankUnited:      
Tier 1 leverage$3,287,884 9.11 %$1,805,277 5.00 %$1,444,221 4.00 %N/AN/A
CET1 risk-based capital$3,287,884 13.09 %$1,632,880 6.50 %$1,130,456 4.50 %$1,758,486 7.00 %
Tier 1 risk-based capital$3,287,884 13.09 %$2,009,699 8.00 %$1,507,274 6.00 %$2,135,305 8.50 %
Total risk-based capital$3,488,723 13.89 %$2,512,124 10.00 %$2,009,699 8.00 %$2,637,730 10.50 %
2017 December 31, 2022
Actual 
Required to be
Considered Well
Capitalized
 
Required to be
Considered
Adequately
Capitalized
ActualRequired to be
Considered Well
Capitalized
Required to be
Considered
Adequately
Capitalized
Required to be Considered
Adequately
Capitalized Including Capital Conservation Buffer
Amount Ratio Amount Ratio Amount Ratio AmountRatioAmountRatioAmountRatioAmountRatio
BankUnited, Inc.: 
  
  
  
  
  
Tier 1 leverage$2,892,069
 9.72% 
N/A (1)

 
N/A (1)

 $1,189,944
 4.00%
CET1 risk-based capital$2,892,069
 13.11% $1,434,193
 6.50% $992,903
 4.50%
Tier 1 risk-based capital$2,892,069
 13.11% $1,765,161
 8.00% $1,323,871
 6.00%
Total risk based capital$3,041,004
 13.78% $2,206,451
 10.00% $1,765,161
 8.00%
BankUnited: 
  
  
  
  
  
Tier 1 leverage
Tier 1 leverage$3,107,920
 10.47% $1,483,796
 5.00% $1,187,037
 4.00%$2,806,713 7.49 7.49 %
N/A (1)
N/A (1)
$1,498,309 4.00 4.00 %
N/A (1)
CET1 risk-based capital$3,107,920
 14.13% $1,429,999
 6.50% $989,999
 4.50%CET1 risk-based capital$2,806,713 11.00 11.00 %$1,658,842 6.50 6.50 %$1,148,429 4.50 4.50 %$1,786,445 7.00 7.00 %
Tier 1 risk-based capital$3,107,920
 14.13% $1,759,999
 8.00% $1,319,999
 6.00%Tier 1 risk-based capital$2,806,713 11.00 11.00 %$2,041,652 8.00 8.00 %$1,531,239 6.00 6.00 %$2,169,255 8.50 8.50 %
Total risk based capital$3,255,221
 14.80% $2,199,999
 10.00% $1,759,999
 8.00%
Total risk-based capitalTotal risk-based capital$3,236,797 12.68 %$2,552,065 10.00 %$2,041,652 8.00 %$2,679,668 10.50 %
BankUnited:
Tier 1 leverage
Tier 1 leverage
Tier 1 leverage$3,148,656 8.43 %$1,866,432 5.00 %$1,493,145 4.00 %N/A
CET1 risk-based capitalCET1 risk-based capital$3,148,656 12.40 %$1,650,104 6.50 %$1,142,380 4.50 %$1,777,035 7.00 %
Tier 1 risk-based capitalTier 1 risk-based capital$3,148,656 12.40 %$2,030,897 8.00 %$1,523,173 6.00 %$2,157,828 8.50 %
Total risk-based capitalTotal risk-based capital$3,278,740 12.92 %$2,538,621 10.00 %$2,030,897 8.00 %$2,665,552 10.50 %

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 2016
 Actual 
Required to be
Considered Well
Capitalized
 
Required to be
Considered
Adequately
Capitalized
 Amount Ratio Amount Ratio Amount Ratio
BankUnited, Inc.: 
  
  
  
  
  
Tier 1 leverage$2,298,450
 8.41% 
N/A (1)

 
N/A (1)

 $1,092,921
 4.00%
CET1 risk-based capital$2,298,450
 11.63% $1,284,498
 6.50% $889,268
 4.50%
Tier 1 risk-based capital$2,298,450
 11.63% $1,580,921
 8.00% $1,185,691
 6.00%
Total risk based capital$2,459,470
 12.45% $1,976,151
 10.00% $1,580,921
 8.00%
BankUnited: 
  
  
  
  
  
Tier 1 leverage$2,534,402
 9.30% $1,361,959
 5.00% $1,089,567
 4.00%
CET1 risk-based capital$2,534,402
 12.89% $1,278,277
 6.50% $884,961
 4.50%
Tier 1 risk-based capital$2,534,402
 12.89% $1,573,265
 8.00% $1,179,948
 6.00%
Total risk based capital$2,694,048
 13.70% $1,966,581
 10.00% $1,573,265
 8.00%
            
(1)There is no Tier 1 leverage ratio component in the definition of a well-capitalized bank holding company.
For purposes
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Upon the adoption of ASU 2016-13 effective January 1, 2020, the Company elected the option to temporarily delay the effects of CECL on regulatory capital computations, the FDIC Indemnification asset and the covered assets are risk-weighted at 20% due to the conditional guarantee representedfor two years, followed by the Loss Sharing Agreements.a three-year transition period.
BankUnited is subject to various regulatory restrictions relating to the payment of dividends, including requirements to maintain capital at or above certain minimums, and to remain "well-capitalized" under the prompt corrective action regulations. The Company does not expect that any of these laws, regulations or policies will materially affect the ability of BankUnited to pay dividends in the foreseeable future.
Levels of capital required to be well capitalized or adequately capitalized as reflected above do not include a capital conservation buffer that is being phased in between 2016 and 2019. When fully phased in on January 1, 2019, the Bank and the Company will have to maintain this capital conservation buffer composed of CET1 capital equal to 2.50% of risk-weighted assets above the amounts required to be adequately capitalized, as reflected above, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers. Capital ratios required to be considered well-capitalized exceed the ratios required under the capital conservation buffer requirement at December 31, 2017.
BankUnited is required by the Board of Governors of the Federal Reserve System to maintain reserve balances in the form of vault cash or deposits with the FRB. At December 31, 2017, the reserve requirement for BankUnited was $91 million.
Note 1614    Fair Value Measurements
Assets and liabilities measured at fair value on a recurring basis
FollowingThe following is a description of the methodologies used to estimate the fair values of assets and liabilities measured at fair value on a recurring basis and the level within the fair value hierarchy in which those measurements are typically classified.
Investment securities available for sale and marketable equity securities—Fair value measurements are based on quoted prices in active markets when available; these measurements are classified within level 1 of the fair value hierarchy. These securities typically include U.S. Treasury securities and certain preferred stocks. If quoted prices in active markets are not available, fair values are estimated using quoted prices of securities with similar characteristics, quoted prices of identical securities in less active markets, discounted cash flow techniques, or matrix pricing models. These securities are generally classified within level 2 of the fair value hierarchy and include U.S. Government agency securities, U.S. Government agency and sponsored enterprise MBS, preferred stock investments for which level 1 valuations are not available, corporate debt securities, non-mortgage asset-backed securities, single family rental real estate-backed securities, certain private label residential MBS and CMOs, private label commercial MBS, collateralized loan obligations and state and municipal obligations. Pricing of these securities is generally

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primarily spread driven. Observable inputs that may impact the valuation of these securities include benchmark yield curves, credit spreads, reported trades, dealer quotes, bids, issuer spreads, current rating, historical constant prepayment rates, historical voluntary prepayment rates, structural and waterfall features of individual securities, published collateral data, and for certain securities, historical constant default rates and default severities. Investment securities available for sale generally classified within level 3 of the fair value hierarchy include certain private label MBS and trust preferred securities. The Company typically values these securities using third-party proprietary pricing models, primarily discounted cash flow valuation techniques, which incorporate both observable and unobservable inputs. Unobservable inputs that may impact the valuation of these securities include risk adjusted discount rates, projected prepayment rates, projected default rates and projected loss severity.
The Company uses third-party pricing services in determining fair value measurements for investment securities. To obtain an understanding of the methodologies and assumptions used, management reviews written documentation provided by the pricing services, conducts interviews with valuation desk personnel and reviews model results and detailed assumptions used to value selected securities as considered necessary. Management has established a robust price challenge process that includes a review by the treasury front office of all prices provided on a monthlyquarterly basis. Any price evidencing unexpected monthquarter over monthquarter fluctuations or deviations from expectations is challenged. If considered necessary to resolve any discrepancies, a price will be obtained from an additional independent valuation source. The Company does not typically adjust the prices provided, other than through this established challenge process. The results of price challenges are subject to review by executive management. The Company has also established a quarterly process whereby prices provided by its primary pricing service for a sample of securities are validated. Any price discrepancies are resolved based on careful consideration of the assumptions and inputs employed by each of the pricing sources.
Servicing rights—Commercial servicing rights are valued using a discounted cash flow methodology incorporating contractually specified servicing fees and market based assumptions about prepayments, discount rates, default rates and costs of servicing. Prepayment and default assumptions are based on historical industry data for loans with similar characteristics. Assumptions about costs of servicing are based on market convention. Discount rates are based on rates of return implied by observed trades of underlying loans in the secondary market. Fair value of residential MSRs is estimated using a discounted cash flow technique that incorporates market‑based assumptions including estimated prepayment speeds, contractual servicing fees, cost to service, discount rates, escrow account earnings, ancillary income, and estimated defaults. Due to the nature of the valuation inputs and the limited availability of market pricing, servicing rights are classified as level 3.
Derivative financial instruments—Fair values of interest rate swapsderivatives are determined using widely accepted discounted cash flow modeling techniques. These discounted cash flow models use projections of future cash payments and receipts that are discounted at mid-market rates. Observable inputs that may impact the valuation of these instruments include LIBORbenchmark swap rates and LIBORbenchmark forward yield curves. These fair value measurements are generally classified within level 2 of the fair value hierarchy.

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The following tables present assets and liabilities measured at fair value on a recurring basis at December 31, 2017 and 2016the dates indicated (in thousands):
 December 31, 2023
 Level 1Level 2Total
Investment securities available for sale:   
U.S. Treasury securities$130,592 $— $130,592 
U.S. Government agency and sponsored enterprise residential MBS— 1,924,207 1,924,207 
U.S. Government agency and sponsored enterprise commercial MBS— 497,859 497,859 
Private label residential MBS and CMOs— 2,295,730 2,295,730 
Private label commercial MBS— 2,198,743 2,198,743 
Single family real estate-backed securities— 366,255 366,255 
Collateralized loan obligations— 1,112,824 1,112,824 
Non-mortgage asset-backed securities— 102,780 102,780 
State and municipal obligations— 102,618 102,618 
SBA securities— 103,024 103,024 
Marketable equity securities32,722 — 32,722 
Derivative assets— 105,658 105,658 
Total assets at fair value$163,314 $8,809,698 $8,973,012 
Derivative liabilities$— $(96,929)$(96,929)
Total liabilities at fair value$— $(96,929)$(96,929)
December 31, 2022
2017
Level 1 Level 2 Level 3 TotalLevel 1Level 2Total
Investment securities available for sale: 
  
  
  
Investment securities available for sale:  
U.S. Treasury securities$24,953
 $
 $
 $24,953
U.S. Government agency and sponsored enterprise residential MBS
 2,058,027
 
 2,058,027
U.S. Government agency and sponsored enterprise commercial MBS
 234,508
 
 234,508
Private label residential MBS and CMOs
Private label residential MBS and CMOs
Private label residential MBS and CMOs
 576,033
 52,214
 628,247
Private label commercial MBS
 1,046,415
 
 1,046,415
Single family rental real estate-backed securities
 562,706
 
 562,706
Single family real estate-backed securities
Collateralized loan obligations
 723,681
 
 723,681
Non-mortgage asset-backed securities
 121,747
 
 121,747
Preferred stocks63,543
 
 
 63,543
State and municipal obligations
 657,203
 
 657,203
SBA securities
 550,682
 
 550,682
Other debt securities
 3,791
 5,329
 9,120
Servicing rights
 
 30,737
 30,737
Marketable equity securities
Marketable equity securities
Marketable equity securities
Derivative assets
Derivative assets
Derivative assets
 27,627
 
 27,627
Total assets at fair value$88,496
 $6,562,420
 $88,280
 $6,739,196
Derivative liabilities$
 $25,373
 $
 $25,373
Total liabilities at fair value$
 $25,373
 $
 $25,373
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 2016
 Level 1 Level 2 Level 3 Total
Investment securities available for sale: 
  
  
  
U.S. Treasury securities$5,005
 $
 $
 $5,005
U.S. Government agency and sponsored enterprise residential MBS
 1,527,242
 
 1,527,242
U.S. Government agency and sponsored enterprise commercial MBS
 124,586
 
 124,586
Private label residential MBS and CMOs
 254,488
 120,610
 375,098
Private label commercial MBS
 1,187,624
 
 1,187,624
Single family rental real estate-backed securities
 861,251
 
 861,251
Collateralized loan obligations
 487,296
 
 487,296
Non-mortgage asset-backed securities
 186,736
 
 186,736
Preferred stocks86,890
 1,313
 
 88,203
State and municipal obligations
 698,546
 
 698,546
SBA securities
 523,906
 
 523,906
Other debt securities
 3,519
 4,572
 8,091
Servicing rights
 
 27,159
 27,159
Derivative assets
 50,232
 
 50,232
Total assets at fair value$91,895
 $5,906,739
 $152,341
 $6,150,975
Derivative liabilities$
 $61,562
 $
 $61,562
Total liabilities at fair value$
 $61,562
 $
 $61,562
There were no transfers of financial assets between levels of the fair value hierarchy during the years ended December 31, 2017 and 2016.
The following tables reconcile changes in the fair value of assets and liabilities measured at fair value on a recurring basis and classified in level 3 of the fair value hierarchy during the years ended December 31, 2017, 2016 and 2015 (in thousands): 
 2017
 
Private Label
Residential
MBS
 
Other Debt
Securities
 Servicing Rights
Balance at beginning of period$120,610
 $4,572
 $27,159
Gains (losses) for the period included in:     
Net income25,547
 
 (5,821)
Other comprehensive income(27,569) 766
 
Discount accretion6,181
 280
 
Purchases or additions
 
 9,399
Sales(45,524) 
 
Settlements(27,031) (289) 
Transfers into level 3
 
 
Transfers out of level 3
 
 
Balance at end of period$52,214
 $5,329
 $30,737

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 2016
 
Private Label
Residential
MBS
 
Other Debt
Securities
 Servicing Rights
Balance at beginning of period$140,883
 $4,532
 $20,017
Gains (losses) for the period included in:     
Net income
 
 (6,023)
Other comprehensive income(2,229) (9) 
Discount accretion5,947
 116
 
Purchases or additions
 
 13,165
Settlements(23,991) (67) 
Transfers into level 3
 
 
Transfers out of level 3
 
 
Balance at end of period$120,610
 $4,572
 $27,159
 2015
 
Private Label
Residential
MBS
 
Other Debt
Securities
 Servicing Rights
Balance at beginning of period$168,077
 $4,918
 $
Gains (losses) for the period included in:     
Net income
 
 (2,062)
Other comprehensive income(7,469) (434) 
Discount accretion6,524
 148
 
Purchases or additions
 
 13,610
Settlements(26,249) (100) 
Transfers into level 3
 
 
Transfers out of level 3
 
 
Balance at end of period$140,883
 $4,532
 $11,548
The balance of servicing rights at the beginning of 2016 includes $8.5 million of residential MSRs, which the Company elected to measure at fair value effective January 1, 2016.
Gains on private label residential MBS recognized in net income during the year ended December 31, 2017 are included in the consolidated statement of income line item "Gain on investment securities available for sale, net." Changes in the fair value of servicing rights are included in the consolidated statement of income line item “Other non-interest income.” Changes in fair value include changes due to valuation assumptions, primarily discount rates and prepayment speeds, as well as other changes such as runoff and the passage of time. The amount of net unrealized losses included in earnings for the years ended December 31, 2017 and 2016 that were related to servicing rights held at December 31, 2017 and 2016 totaled approximately $1.0 million and $1.8 million, respectively, and were primarily due to changes in discount rates and prepayment speeds.
Securities for which fair value measurements are categorized in level 3 of the fair value hierarchy at December 31, 2017 consisted of pooled trust preferred securities with a fair value of $5 million and private label residential MBS and CMOs with a fair value of $52 million. The trust preferred securities are not material to the Company’s financial statements. Private label residential MBS consisted of senior and mezzanine tranches collateralized by prime fixed rate and hybrid 1-4 single family residential mortgages originated before 2005, some of which contain option-arm features. Substantially all of these securities have variable rate coupons. Weighted average subordination levels at December 31, 2017 were 17.3% and 9.7% for investment grade and non-investment grade securities, respectively.

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The following table provides information about the valuation techniques and unobservable inputs used in the valuation of private label residential MBS and CMOs falling within level 3 of the fair value hierarchy as of December 31, 2017 (dollars in thousands): 
  Fair Value at Valuation Technique 
Unobservable
Input
 
Range (Weighted
Average)
  December 31, 2017   
Investment grade $32,997
 Discounted cash flow Voluntary prepayment rate 9.00% - 27.80% (16.94%)
      Probability of default 0.00% - 4.10% (1.18%)
      Loss severity 15.00% - 86.00% (30.56%)
      Discount rate 1.68% - 8.11% (3.64%)
         
Non-investment grade $19,217
 Discounted cash flow Voluntary prepayment rate 0.70% - 27.80% (15.37%)
      Probability of default 0.00% - 7.00% (2.00%)
      Loss severity 15.00% - 83.00% (31.04%)
      Discount rate 2.31% - 9.13% (6.03%)
The significant unobservable inputs impacting the fair value measurement of private label residential MBS and CMOs include voluntary prepayment rates, probability of default, loss severity given default and discount rates. Generally, increases in probability of default, loss severity or discount rates would result in a lower fair value measurement. Alternatively, decreases in probability of default, loss severity or discount rates would result in a higher fair value measurement. For securities with less favorable credit characteristics, decreases in voluntary prepayment speeds may be interpreted as a deterioration in the overall credit quality of the underlying collateral and as such, lead to lower fair value measurements. The fair value measurements of those securities with higher levels of subordination will be less sensitive to changes in these unobservable inputs other than discount rates, while securities with lower levels of subordination will show a higher degree of sensitivity to changes in these unobservable inputs other than discount rates. Generally, a change in the assumption used for probability of default is accompanied by a directionally similar change in the assumption used for loss severity given default and a directionally opposite change in the assumption used for voluntary prepayment rate. 
The following table provides information about the valuation techniques and significant unobservable inputs used in the valuation of servicing rights as of December 31, 2017 (dollars in thousands):
  Fair Value at Valuation Technique 
Unobservable
Input
 
Range (Weighted
Average)
  December 31, 2017   
Residential MSRs $19,622
 Discounted cash flow Prepayment rate 7.31% - 26.98% (12.12%)
      Discount rate 9.50% - 9.58% (9.51%)
         
Commercial servicing rights $11,115
 Discounted cash flow Prepayment rate 0.66% - 10.99% (8.79%)
      Discount rate 8.41% - 15.26% (12.69%)
Increases in prepayment rates or discount rates would result in lower fair value measurements and decreases in prepayment rates or discount rates would result in higher fair value measurements. Although the prepayment rate and the discount rate are not directly interrelated, they generally move in opposite directions.
Assets and liabilities measured at fair value on a non-recurring basis
Following is a description of the methodologies used to estimate the fair values of assets and liabilities that may be measured at fair value on a non-recurring basis, and the level within the fair value hierarchy in which those measurements are typically classified. classified:
ImpairedCollateral dependent loans OREOand other repossessed assetsOREO—The carrying amount of collateral dependent impaired loans is typically based on the fair value of the underlying collateral, which may be real estate, taxi medallions,enterprise value or other business assets, less estimated costs to sell.sell when repayment is expected to come from the sale of the collateral. The carrying value of OREO is initially measured based on the fair value of the real estate acquired in foreclosure and subsequently adjusted to the lower of cost or estimated fair value, less estimated cost to sell. Fair values of

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real estate collateral and OREO are typically based on third-party real estate appraisals which utilize market and income approaches to valuation incorporating both observable and unobservable inputs. When current appraisals are not available, the Company may use brokers’ price opinions, home price indices or other available information about changes in real estate market conditions to adjust the latest appraised value available. These adjustments to appraised values may be subjective and involve significant management judgment. The fair value of repossessed assets, other than taxi medallions, or collateral consisting of other business assets may be based on third-party appraisals or internal analyses that use market approaches to valuation incorporating primarily unobservable inputs.
The fair value of New York City taxi medallions is based primarily on an internal analysis that utilizes an income approach to valuation. This analysis utilizes data obtained from the NYTLC about the fleet in general and in some cases, our portfolio specifically, and management's assumptions, based on external data when available, about revenues, costs and expenses, to estimate the value that can reasonably be supported by the cash flow generating capacity of a medallion. We further discount the results of this analysis in recognition of estimated selling costs and declining trends in medallion values. We also consider prices of recent medallion transfers as published by the NYTLC; however, the market for taxi medallions is illiquid and information about the circumstances underlying observed transfers is unavailable, therefore, information about recent transfers is not considered sufficient to establish a reliable estimate of value. Taxi medallions in municipalities other than New York City are generally valued based on published information about recent transfer prices; the valuation of these assets did not have a material impact on the Company's consolidated financial statements for any period presented as the taxi medallion portfolio is heavily concentrated in New York City.
Fair value measurements related to collateral dependent impaired loans and OREO and other repossessed assets are generally classified within level 3 of the fair value hierarchy.
Equipment under operating lease—Fair valuesThe following table presents the net carrying value of equipment under operating lease are typically based upon discounted cash flow analysis, considering expected lease rates and estimated end of life residual values. These fair value measurements areassets classified within level 3 of the fair value hierarchy.
The following tables presenthierarchy at the carrying value of assetsdates indicated, for which non-recurring changes in fair value have beenwere recorded forduring the yearsperiod then ended December 31, 2017, 2016 and 2015 (in thousands):
December 31, 2023December 31, 2022
Collateral dependent loans$50,885 $31,789 
OREO29 693 
$50,914 $32,482 
 2017
   Losses from Fair Value Changes
 Level 1 Level 2 Level 3 Total Years Ended 
 December 31, 2017
OREO and repossessed assets$
 $
 $5,790
 $5,790
 $(2,078)
Impaired loans$
 $
 $93,051
 $93,051
 $(65,716)
 2016
   Losses from Fair Value Changes
 Level 1 Level 2 Level 3 Total Years Ended 
 December 31, 2016
OREO and repossessed assets$
 $
 $12,466
 $12,466
 $(1,156)
Impaired loans$
 $
 $78,121
 $78,121
 $(25,573)
Equipment under operating lease$

$
 $8,173
 $8,173
 $(4,100)

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 2015
   Losses from Fair Value Changes
 Level 1 Level 2 Level 3 Total Years Ended 
 December 31, 2016
OREO and repossessed assets$
 $
 $7,389
 $7,389
 $(1,206)
Impaired loans$
 $
 $30,812
 $30,812
 $(9,865)
Residential MSRs$
 $
 $8,469
 $8,469
 $(15)
Included in the tables above are impaired taxi medallion loans with carrying values of $86.0 million and $50.7 million at December 31, 2017 and 2016, respectively, the majority of which were in New York City. Losses of $62.4 million and $12.7 million were recognized on impaired taxi medallion loans during the years ended December 31, 2017 and 2016, respectively. There were no impaired taxi medallion loans at December 31, 2015. In addition, OREO and repossessed assets reported above included repossessed taxi medallions with carrying values of $2.1 million and $2.5 million at December 31, 2017 and 2016, respectively. Losses of $1.3 million and $0.2 million were recognized on repossessed taxi medallions during the years ended December 31, 2017 and 2016, respectively.
Decreases in the value of medallions are largely driven by decreases in revenues generated from the medallions. Inputs that had the most significant impact on the valuation of New York City taxi medallions at December 31, 2017 are presented below:
Average Amount
Average fare per trip$16.04
Number of trips per shift15.3
Days worked per month25.9
Second shift rental achievement53.9%

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The following table presents the carrying value and fair value of financial instruments and the level within the fair value hierarchy in which those measurements are classified at December 31, 2017 and 2016the dates indicated (dollars in thousands):
 December 31, 2023December 31, 2022
 LevelCarrying ValueFair ValueCarrying ValueFair Value
Assets:     
Cash and cash equivalents1$588,283 $588,283 $572,647 $572,647 
Investment securities1/2$8,877,354 $8,877,281 $9,755,327 $9,755,190 
Non-marketable equity securities2$310,084 $310,084 $294,172 $294,172 
Loans, net3$24,430,995 $23,075,192 $24,738,042 $23,342,950 
Derivative assets2$105,658 $105,658 $88,739 $88,739 
Liabilities:
Demand, savings and money market deposits2$21,374,483 $21,374,483 $23,241,256 $23,241,256 
Time deposits2$5,163,995 $5,133,119 $4,268,078 $4,231,167 
Federal funds purchased2$— $— $190,000 $190,000 
FHLB advances2$5,115,000 $5,115,637 $5,420,000 $5,419,588 
Notes and other borrowings2$708,973 $676,077 $720,923 $698,359 
Derivative liabilities2$96,929 $96,929 $126,220 $126,220 
   2017 2016
 Level Carrying Value Fair Value Carrying Value Fair Value
Assets:   
  
  
  
Cash and cash equivalents1 $194,582
 $194,582
 $448,313
 $448,313
Investment securities available for sale1/2/3 6,680,832
 6,680,832
 6,073,584
 6,073,584
Investment securities held to maturity3 10,000
 10,000
 10,000
 10,000
Non-marketable equity securities2 265,989
 265,989
 284,272
 284,272
Loans held for sale2 34,097
 37,847
 41,198
 45,833
Loans:         
Covered3 502,860
 922,888
 611,942
 1,200,291
Non-covered3 20,768,849
 20,759,567
 18,630,499
 18,713,495
FDIC Indemnification asset3 295,635
 148,356
 515,933
 256,691
Derivative assets2 27,627
 27,627
 50,232
 50,232
Liabilities:         
Demand, savings and money market deposits2 $15,543,637
 $15,543,637
 $13,735,248
 $13,735,248
Time deposits2 6,334,842
 6,324,010
 5,755,642
 5,759,787
FHLB advances2 4,771,000
 4,774,160
 5,239,348
 5,244,188
Notes and other borrowings2 402,830
 435,361
 402,809
 403,733
Derivative liabilities2 25,373
 25,373
 61,562
 61,562
The following methods and assumptions were used to estimate the fair value of each class of financial instruments, other than those described above:
Cash and cash equivalents
The carrying value of cash and cash equivalents approximates fair value due to their short-term nature and generally negligible credit risk.
Investment securities held to maturity
Investment securities held to maturity includes one bond issued by the State of Israel, with fair value obtained from a third party pricing service.
Non-marketable equity securities
Non-marketable equity securities include FHLB and FRB stock. There is no market for these securities, which can be liquidated only by redemption by the issuer. These securities are valued at par, which has historically represented the redemption price and is therefore considered to approximate fair value.
Loans held for sale
The fair value of the portion of small business loans guaranteed by U.S. Government agencies being held for sale is estimated using pricing on recent sales of similar loans by the Company in active markets.

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Covered loans
Fair values are estimated based on a discounted cash flow analysis. Estimates of future cash flows incorporate various factors that may include the type of loan and related collateral, estimated collateral values, estimated voluntary prepayment rates, estimated default probability and loss severity given default, whether the interest rate is fixed or variable, term of loan and whether or not the loan is amortizing. The fair values of loans accounted for in pools are estimated on a pool basis. Discount rates for residential loans are based on observable fixed income market data for products with similar credit characteristics.
Non-covered loans
Fair values of residential loans are estimated using a discounted cash flow analysis with discount rates based on yields at which similar loans are trading in the secondary market, which reflect assumptions about credit risk. Fair values of commercial and consumer loans are estimated using a discounted cash flow analysis with discount rates based on interest rates currently being offered for loans with similar terms to borrowers of similar credit quality. The ALLL related to commercial and consumer loans is considered a reasonable estimate of the required adjustment to fair value to reflect the impact of credit risk. This estimate may not represent an exit value as defined in ASC 820.
FDIC indemnification asset
The fair value of the FDIC indemnification asset has been estimated using a discounted cash flow technique incorporating assumptions about the timing and amount of future projected cash payments from the FDIC related to the resolution of covered assets. The factors that impact estimates of future cash flows are similar to those impacting estimated cash flows from covered loans. The discount rate is determined by adjusting the risk free rate to incorporate uncertainty in the estimate of the timing and amount of future cash flows and illiquidity.
Deposits
The fair value of demand deposits, savings accounts and money market deposits is the amount payable on demand at the reporting date. The fair value of time deposits is estimated using a discounted cash flow technique based on rates currently offered for deposits of similar remaining maturities.
FHLB advances
Fair value is estimated by discounting contractual future cash flows using the current rate at which borrowings with similar terms and remaining maturities could be obtained by the Company.
Senior notes
Fair value is estimated based on quoted prices of identical securities in less active markets.
Note 1715    Commitments and Contingencies
The Company issues off-balance sheet financial instruments to meet the financing needs of its customers. These financial instruments include commitments to fund loans, unfunded commitments under existing lines of credit, and commercial and standby letters of credit. These commitments expose the Company to varying degrees of credit and market risk which are essentially the same as those involved in extending loans to customers, and are subject to the same credit policies used in underwriting loans. Collateral may be obtained based on the Company’s credit evaluation of the counterparty. The Company’s maximum exposure to credit loss is represented by the contractual amount of these commitments.
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December 31, 2023


Commitments to fund loans
These are agreements to lend funds to customers as long as there is no violation of any condition established in the contract. Commitments to fund loans generally have fixed expiration dates or other termination clauses and may require payment of a fee. Many of these commitments are expected to expire without being funded and, therefore, the total commitment amounts do not necessarily represent future liquidity requirements. 

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


Unfunded commitments under lines of credit
Unfunded commitments under lines of credit include commercial and commercial real estate home equity and consumer lines of credit to existing customers.customers, for many of which additional extensions of credit are subject to borrowing base requirements. Some of these commitments may mature without being fully funded.funded, so may not necessarily represent future liquidity requirements. 
Commercial and standby letters of credit
Letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. These letters of credit are primarily issued to support trade transactions or guarantee arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. 
Total lending related commitments outstanding at December 31, 20172023 were as follows (in thousands):
Commitments to fund loans$376,525
Commitments to purchase loans401,270
Unfunded commitments under lines of credit2,278,201
Commercial and standby letters of credit82,854
 $3,138,850
Commitments to fund loans$257,398 
Unfunded commitments under lines of credit4,659,184 
Commercial and standby letters of credit172,237 
$5,088,819 
Legal Proceedings
The Company is involved as plaintiff or defendant in various legal actions arising in the normal course of business. In the opinion of management, based upon advice of legal counsel, the likelihood is remote that the adverse impact of these proceedings, either individually or in the aggregate, would be material to the Company’s consolidated financial position, results of operations or cash flows.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2017


Note 1816    Condensed Financial Statements of BankUnited, Inc.
Condensed financial statements of BankUnited, Inc. are presented below (in thousands):
Condensed Balance Sheets
 December 31, 2017 December 31, 2016
Assets: 
  
Cash and cash equivalents$131,696
 $87,718
Investment securities available for sale, at fair value63,543
 78,293
Investment in BankUnited, N.A.3,239,717
 2,652,535
Deferred tax asset, net9,456
 16,738
Other assets8,462
 5,345
Total assets$3,452,874
 $2,840,629
Liabilities and Stockholders' Equity:   
Notes payable$393,725
 $393,092
Other liabilities33,087
 29,108
Stockholders' equity3,026,062
 2,418,429
Total liabilities and stockholders' equity$3,452,874
 $2,840,629
Condensed Statements of Income
 December 31, 2023December 31, 2022
Assets:  
Cash and cash equivalents$262,036 $266,282 
Marketable equity securities, at fair value32,722 90,884 
Investment in BankUnited, N.A.2,999,190 2,777,082 
Other assets7,739 39,682 
Total assets$3,301,687 $3,173,930 
Liabilities and Stockholders' Equity:
Notes payable$682,472 $692,534 
Other liabilities41,294 45,415 
Stockholders' equity2,577,921 2,435,981 
Total liabilities and stockholders' equity$3,301,687 $3,173,930 
129
 Years Ended December 31,
 2017 2016 2015
Income: 
  
  
Interest and dividends on investment securities available for sale$3,580
 $4,280
 $4,866
Service fees from subsidiary18,787
 21,957
 17,404
Equity in earnings of subsidiary639,250
 242,874
 256,456
Other
 
 235
Total661,617
 269,111
 278,961
Expense:     
Interest on borrowings20,132
 20,100
 2,457
Employee compensation and benefits27,032
 27,143
 22,099
Other5,047
 4,466
 4,356
Total52,211
 51,709
 28,912
Income before income taxes609,406
 217,402
 250,049
Benefit for income taxes(4,867) (8,339) (1,611)
Net income$614,273
 $225,741
 $251,660

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Condensed Statements of Cash FlowsIncome
 Years Ended December 31,
 202320222021
Income:   
Interest and dividends on investment securities$3,751 $5,047 $4,958 
Service fees from subsidiary16,749 17,185 13,014 
Equity in earnings of subsidiary225,288 338,911 455,672 
Loss on investment securities(11,555)(19,732)(2,530)
Gain on extinguishment of debt904 — — 
Total235,137 341,411 471,114 
Expense:
Interest on borrowings36,057 36,210 36,143 
Employee compensation and benefits28,271 29,189 26,730 
Other4,995 3,857 3,744 
Total69,323 69,256 66,617 
Income before income taxes165,814 272,155 404,497 
Benefit for income taxes(12,857)(12,816)(10,487)
Net income$178,671 $284,971 $414,984 
130
 Years Ended December 31,
 2017 2016 2015
Cash flows from operating activities: 
  
  
Net income$614,273
 $225,741
 $251,660
Adjustments to reconcile net income to net cash provided by operating activities:     
Equity in undistributed earnings of subsidiaries(519,250) (157,374) (176,456)
Equity based compensation22,692
 18,032
 16,027
Other3,343
 7,438
 1,878
Net cash provided by operating activities121,058
 93,837
 93,109
Cash flows from investing activities:     
Capital contributions to subsidiary(55,000) 
 (575,000)
Purchase of investment securities available for sale
 (20,150) 
Proceeds from repayments, sale, maturities and calls of investment securities available for sale15,000
 19,401
 46,031
Other(250) (3) (285)
Net cash used in investing activities(40,250) (752) (529,254)
Cash flows from financing activities:     
Proceeds from issuance of notes payable
 
 392,252
Dividends paid(91,628) (89,824) (88,981)
Proceeds from exercise of stock options62,095
 791
 35,647
Other(7,297) 856
 1,593
Net cash provided by (used in) financing activities(36,830) (88,177) 340,511
Net increase (decrease) in cash and cash equivalents43,978
 4,908
 (95,634)
Cash and cash equivalents, beginning of period87,718
 82,810
 178,444
Cash and cash equivalents, end of period$131,696
 $87,718
 $82,810
Supplemental schedule of non-cash investing and financing activities: 
    
Dividends declared, not paid$23,055
 $22,510
 $22,380
Dividends received by BankUnited, Inc. from the Bank totaled $120 million, $85.5 million and $80 million for the years ended December 31, 2017, 2016, and 2015, respectively.

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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 20172023




Condensed Statements of Cash Flows
 Years Ended December 31,
 202320222021
Cash flows from operating activities:   
Net income$178,671 $284,971 $414,984 
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed earnings of subsidiaries(140,288)266,089 (143,672)
Equity based compensation26,315 25,179 23,832 
Other8,936 1,858 8,810 
Net cash provided by operating activities73,634 578,097 303,954 
Cash flows from investing activities:
Purchase of marketable equity securities— — (35,000)
Proceeds from repayments, sale, maturities and calls of investment securities73,962 10,000 15,728 
Other(160)— (11)
Net cash provided by (used in) investing activities73,802 10,000 (19,283)
Cash flows from financing activities:
Dividends paid(79,091)(79,443)(85,790)
Repurchase of common stock(55,154)(401,288)(318,499)
Repurchase of senior notes(10,554)— — 
Other(6,883)(5,296)(5,931)
Net cash used in financing activities(151,682)(486,027)(410,220)
Net increase (decrease) in cash and cash equivalents(4,246)102,070 (125,549)
Cash and cash equivalents, beginning of period266,282 164,212 289,761 
Cash and cash equivalents, end of period$262,036 $266,282 $164,212 
Supplemental schedule of non-cash investing and financing activities: 
Dividends declared, not paid$20,706 $19,346 $19,876 
Dividends received by BankUnited, Inc. from the Bank totaled $85 million, $605 million and $312 million for the years ended December 31, 2023, 2022 and 2021, respectively.
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BANKUNITED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2023


Note 1917    Quarterly Financial Information (Unaudited)
Financial information by quarter for the years ended December 31, 2017 and 2016periods indicated follows (in thousands, except per share data):
 2023
 Fourth QuarterThird QuarterSecond QuarterFirst QuarterTotal
Interest income$483,205 $470,539 $463,421 $440,416 $1,857,581 
Interest expense265,995 255,697 249,543 212,542 983,777 
Net interest income before provision for credit losses217,210 214,842 213,878 227,874 873,804 
Provision for credit losses19,253 33,049 15,517 19,788 87,607 
Net interest income after provision for credit losses197,957 181,793 198,361 208,086 786,197 
Non-interest income17,092 27,724 25,487 16,535 86,838 
Non-interest expense190,863 147,090 145,218 152,780 635,951 
Income before income taxes24,186 62,427 78,630 71,841 237,084 
Provision for income taxes3,374 15,446 20,634 18,959 58,413 
Net income$20,812 $46,981 $57,996 $52,882 $178,671 
Earnings per common share, basic$0.27 $0.63 $0.78 $0.71 $2.39 
Earnings per common share, diluted$0.27 $0.63 $0.78 $0.70 $2.38 
2017
Fourth Quarter Third Quarter Second Quarter First Quarter Total
20222022
Fourth QuarterFourth QuarterThird QuarterSecond QuarterFirst QuarterTotal
Interest income$312,645
 $309,443
 $298,835
 $283,538
 $1,204,461
Interest expense73,819
 68,179
 59,246
 52,945
 254,189
Net interest income before provision for loan losses238,826
 241,264
 239,589
 230,593
 950,272
Provision for loan losses5,174
 37,854
 13,619
 12,100
 68,747
Net interest income after provision for loan losses233,652
 203,410
 225,970
 218,493
 881,525
Net interest income before provision for credit losses
Provision for credit losses
Net interest income after provision for credit losses
Non-interest income46,541
 53,326
 29,893
 28,144
 157,904
Non-interest expense161,271
 156,705
 160,435
 156,557
 634,968
Income before income taxes118,922
 100,031
 95,428
 90,080
 404,461
Provision (benefit) for income taxes(298,872) 32,252
 29,021
 27,787
 (209,812)
Provision for income taxes
Net income$417,794
 $67,779
 $66,407
 $62,293
 $614,273
Earnings per common share, basic$3.80
 $0.62
 $0.60
 $0.57
 $5.60
Earnings per common share, diluted$3.79
 $0.62
 $0.60
 $0.57
 $5.58
 2016
 Fourth Quarter Third Quarter Second Quarter First Quarter Total
Interest income$277,965
 $269,981
 $260,464
 $250,807
 $1,059,217
Interest expense50,466
 48,246
 46,154
 43,966
 188,832
Net interest income before provision for loan losses227,499
 221,735
 214,310
 206,841
 870,385
Provision for loan losses8,462
 24,408
 14,333
 3,708
 50,911
Net interest income after provision for loan losses219,037
 197,327
 199,977
 203,133
 819,474
Non-interest income29,287
 25,075
 28,857
 23,198
 106,417
Non-interest expense156,223
 148,004
 144,112
 142,108
 590,447
Income before income taxes92,101
 74,398
 84,722
 84,223
 335,444
Provision (benefit) for income taxes28,807
 23,550
 27,997
 29,349
 109,703
Net income$63,294
 $50,848
 $56,725
 $54,874
 $225,741
Earnings per common share, basic$0.59
 $0.47
 $0.53
 $0.51
 $2.11
Earnings per common share, diluted$0.59
 $0.47
 $0.52
 $0.51
 $2.09
Earnings forNon-interest expense in the fourth quarter 2017 benefited fromof 2023 was negatively impacted by a discrete income tax benefit of $327.9$35.4 million. See Note 11 to the consolidated financial statements for more information about the discrete income tax benefits. FDIC special assessment.



132


Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
NoneNone.
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this Annual Report on Form 10-K, we carried out an evaluation under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and 15d-15(e). Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2017.2023.
Changes in Internal Control over Financial Reporting
None.
Management's Report on Internal Control Over Financial Reporting
Management's report, which is included in Part II, Item 8 of this Form 10-K, is incorporated herein by reference.
Attestation Report of the Registered Public Accounting Firm
The effectiveness of the Company's internal control over financial reporting as of December 31, 20172023, has been audited by KPMGDeloitte and Touche LLP, an independent registered public accounting firm, as stated in their report, which is included in Part II, Item 8 of this Form 10-K.
Item 9B. Other Information
None.During the three months ended December 31, 2023, no director or officer (as defined in Exchange Act Rule 16a-1(f)) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
133


PART III
Item 10.     Directors, Executive Officers and Corporate Governance
Information regarding the directors and executive officers of BankUnited, Inc. and information regarding Section 16(a) compliance, the Audit and Risk Committees, the Company's code of ethics, background of the directors and director nominations appearing under the captions "Section 16(a) Beneficial Ownership Reporting Compliance," "Committees of the Board of Directors," "Corporate Governance Guidelines, Code of Conduct and Code of Ethics," "Director Nominating Process and Diversity" and "Election of Directors" in the Company's Proxy Statement for the 2018 annual meeting2024 Annual Meeting of stockholdersStockholders (the "2024 Proxy Statement") is hereby incorporated by reference.
Item 11.     Executive Compensation
Information appearing under the captions "Director Compensation" and "Executive Compensation""Compensation of our Named Executive Officers" in the 20182024 Proxy Statement (other than the "Compensation Committee Report," which is deemed furnished herein by reference) is hereby incorporated by reference.
Item 12.     Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information setting forth the security ownership of certain beneficial owners and management appearing under the caption "Beneficial Ownership of the Company's Common Stock" and information in the "Equity Compensation Plans" table appearing under the caption "Equity Compensation Plan Information" in the 20182024 Proxy Statement is hereby incorporated by reference.
Item 13.     Certain Relationships and Related Transactions, and Director Independence
Information regarding certain related transactions appearing under the captions "Certain Related Party Relationships" and information regarding director independence appearing under the caption "Director Independence" in the 20182024 Proxy Statement is hereby incorporated by reference.

Item 14.     Principal Accountant Fees and Services
Information appearing under the captions "Auditor Fees and Services" and "Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors" in the 20182024 Proxy Statement is hereby incorporated by reference.

134


PART IV
Item 15.     Exhibits, Financial Statement Schedules
(a)List of documents filed as part of this report:
1)Financial Statements:
(a)List of documents filed as part of this report:
1)    Financial Statements:
Management's Report on Internal Control Over Financial Reporting
Reports of Independent Registered Public Accounting FirmFirms
Consolidated Balance Sheets as of December 31, 20172023 and December 31, 20162022
Consolidated Statements of Income for the years ended December 31, 2017, 20162023, 2022 and 20152021
Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, 20162023, 2022 and 20152021
Consolidated Statements of Cash Flows for the years ended December 31, 2017, 20162023, 2022 and 20152021
Consolidated Statements of Stockholders' Equity for the years ended December 31, 2017, 20162023, 2022 and 20152021
    Notes to Consolidated Financial Statements
2)Financial Statement Schedules:
2)    Financial Statement Schedules:
Financial statement schedules are omitted as not required or not applicable or because the information is included in the Consolidated Financial Statements or notes thereto.
3)List of Exhibits:
3)    List of Exhibits:
The exhibit list in the Exhibit Index is incorporated herein by reference as the list of exhibits required as part of this report.

135


EXHIBIT INDEX
Exhibit
Number
DescriptionLocation
Exhibit
Number3.1
DescriptionLocation

Exhibit
Number10.3b
DescriptionLocation
136


Exhibit
Number
DescriptionLocation




137


Exhibit
Number
DescriptionLocation
Exhibit
Number21.1
DescriptionLocation
101.INSXBRL Instance DocumentFiled herewith
101.SCHXBRL Taxonomy Extension SchemaFiled herewith
101.CALXBRL Taxonomy Extension Calculation LinkbaseFiled herewith
101.DEFXBRL Taxonomy Extension Definition LinkbaseFiled herewith
101.LABXBRL Taxonomy Extension Label LinkbaseFiled herewith
101.PREXBRL Taxonomy Extension Presentation LinkbaseFiled herewith
104Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101)Filed herewith

Schedules and similar attachments to the Purchase and Assumption Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant will furnish supplementally a copy of any omitted schedules or similar attachment to the SEC upon request.

†    Schedules and similar attachments to the Purchase and Assumption Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant will furnish supplementally a copy of any omitted schedules or similar attachment to the SEC upon request.
138


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized.
BANKUNITED, INC.
Date:February 20, 2024By:
BANKUNITED, INC.
Date:February 28, 2018By:/s/ RAJINDER P. SINGH
Name:Name:Rajinder P. Singh
Title:Title:Chairman, President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the dates indicated.
SignatureTitleDate
SignatureTitleDate
/s/ RAJINDER P. SINGHChairman, President and Chief Executive Officer (Principal Executive Officer)February 28, 201820, 2024
Rajinder P. Singh
/s/ LESLIE N. LUNAKChief Financial Officer (Principal Financial and Accounting Officer)February 28, 201820, 2024
Leslie N. Lunak
/s/ JOHN A. KANASChairman of the Board of DirectorsFebruary 28, 2018
John A. Kanas
/s/ TERE BLANCADirectorFebruary 28, 201820, 2024
Tere Blanca
/s/ JOHN N. DIGIACOMODirectorFebruary 20, 2024
/s/ EUGENE F. DEMARKJohn N. DiGiacomo
DirectorFebruary 28, 2018
Eugene F. Demark
/s/ MICHAEL J. DOWLINGDirectorFebruary 28, 201820, 2024
Michael J. Dowling
/s/ DOUGLAS J. PAULSDirectorFebruary 28, 201820, 2024
Douglas J. Pauls
/s/ A. GAIL PRUDENTIDirectorFebruary 28, 201820, 2024
A. Gail Prudenti
/s/ WILLIAM S. RUBENSTEINDirectorFebruary 28, 201820, 2024
William S. Rubenstein
/s/ SANJIV SOBTIDirectorFebruary 20, 2024
Sanjiv Sobti
/s/ SANJIV SOBTIGERMAINE SMITH-BAUGHDirectorDirectorFebruary 28, 201820, 2024
Sanjiv SobtiGermaine Smith-Baugh
/s/ A. ROBERT TOWBINDirectorFebruary 28, 2018
A. Robert Towbin
/s/ LYNNE WINESDirectorFebruary 28, 201820, 2024
Lynne Wines

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