Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period ended March 31,June 30, 2022

or

  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For transition period from               to               

Commission File Number  001-34403

TERRITORIAL BANCORP INC.

(Exact Name of Registrant as Specified in Charter)

Maryland

26-4674701

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification No.)

1132 Bishop Street, Suite 2200, Honolulu, Hawaii

96813

(Address of Principal Executive Offices)

(Zip Code)

(808) 946-1400

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and formal fiscal year, if changed since last report)

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

Title of each class

Trading symbol

Name of each exchange on which registered

Common stock

TBNK

The Nasdaq Stock Market LLC

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   No .

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes   No .

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer 

Accelerated filer 

Non-accelerated filer 

Smaller reporting company 

Emerging growth company

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No .

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date: 9,239,1499,113,668 shares of Common Stock, par value $0.01 per share, were issued and outstanding as of April 30,July 31, 2022.

Table of Contents

TERRITORIAL BANCORP INC.

Form 10-Q Quarterly Report

Table of Contents

PART I

ITEM 1.

FINANCIAL STATEMENTS

1

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

2527

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

3641

ITEM 4.

CONTROLS AND PROCEDURES

3742

PART II

ITEM 1.

LEGAL PROCEEDINGS

3943

ITEM 1A.

RISK FACTORS

3943

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

3943

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

3943

ITEM 4.

MINE SAFETY DISCLOSURES

3943

ITEM 5.

OTHER INFORMATION

3943

ITEM 6.

EXHIBITS

3943

SIGNATURES

4145

Table of Contents

PART I

ITEM 1.     FINANCIAL STATEMENTS

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Balance Sheets (Unaudited)

(Dollars in thousands, except share data)

 

March 31,

 

December 31,

 

 

June 30,

 

December 31,

 

 

2022

 

2021

 

 

2022

 

2021

 

ASSETS

Cash and cash equivalents

$

65,784

$

99,859

$

70,620

$

99,859

Investment securities available for sale, at fair value

5,268

23,222

Investment securities held to maturity, at amortized cost (fair value of $615,381 and $634,987 at March 31, 2022 and December 31, 2021, respectively)

 

663,826

 

636,442

Loans held for sale

 

1,009

 

Investment securities held to maturity, at amortized cost (fair value of $616,040 and $634,987 at June 30, 2022 and December 31, 2021, respectively)

 

705,904

 

636,442

Loans receivable, net

 

1,295,355

 

1,302,824

 

1,286,618

 

1,302,824

Federal Home Loan Bank stock, at cost

 

8,197

 

8,173

 

8,197

 

8,173

Federal Reserve Bank stock, at cost

3,163

3,158

3,167

3,158

Accrued interest receivable

 

5,849

 

5,786

 

5,913

 

5,786

Premises and equipment, net

 

3,886

 

4,065

 

4,023

 

4,065

Right-of-use asset, net

14,080

9,982

13,378

9,982

Bank-owned life insurance

 

47,189

 

51,423

 

47,383

 

51,423

Deferred income tax assets, net

 

1,732

 

1,927

 

2,087

 

1,927

Prepaid expenses and other assets

 

12,622

 

6,963

 

9,527

 

6,963

Total assets

$

2,127,960

$

2,130,602

$

2,180,039

$

2,130,602

LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities:

Deposits

$

1,675,568

$

1,681,828

$

1,729,592

$

1,681,828

Advances from the Federal Home Loan Bank

 

141,000

 

141,000

 

141,000

 

141,000

Securities sold under agreements to repurchase

 

10,000

 

10,000

 

10,000

 

10,000

Accounts payable and accrued expenses

 

22,539

 

22,638

 

21,299

 

22,638

Lease liability

14,840

10,744

14,175

10,744

Income taxes payable

 

2,473

 

1,863

 

2,180

 

1,863

Advance payments by borrowers for taxes and insurance

 

3,558

 

6,207

 

5,888

 

6,207

Total liabilities

 

1,869,978

 

1,874,280

 

1,924,134

 

1,874,280

Commitments and contingencies

Stockholders’ Equity:

Preferred stock, $0.01 par value; authorized 50,000,000 shares, 0 shares issued or outstanding

 

 

 

 

Common stock, $0.01 par value; authorized 100,000,000 shares; issued and outstanding 9,285,990 and 9,324,060 shares at March 31, 2022 and December 31, 2021, respectively

 

93

 

93

Common stock, $0.01 par value; authorized 100,000,000 shares; issued and outstanding 9,120,458 and 9,324,060 shares at June 30, 2022 and December 31, 2021, respectively

 

91

 

93

Additional paid-in capital

 

55,937

 

56,951

 

52,464

 

56,951

Unearned ESOP shares

 

(3,303)

 

(3,425)

 

(3,181)

 

(3,425)

Retained earnings

 

210,882

 

208,227

 

212,932

 

208,227

Accumulated other comprehensive loss

 

(5,627)

 

(5,524)

 

(6,401)

 

(5,524)

Total stockholders’ equity

 

257,982

 

256,322

 

255,905

 

256,322

Total liabilities and stockholders’ equity

$

2,127,960

$

2,130,602

$

2,180,039

$

2,130,602

See accompanying notes to consolidated financial statements.

1

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Income (Unaudited)

(Dollars in thousands, except per share data)

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2022

 

2021

 

Interest income:

Loans

$

11,357

$

13,049

Investment securities

3,423

1,825

Other investments

 

176

 

231

Total interest income

 

14,956

 

15,105

Interest expense:

Deposits

 

597

 

1,317

Advances from the Federal Home Loan Bank

 

511

 

536

Securities sold under agreements to repurchase

 

44

 

46

Total interest expense

 

1,152

 

1,899

Net interest income

 

13,804

 

13,206

Reversal of provision for loan losses

 

(168)

 

(913)

Net interest income after reversal of provision for loan losses

 

13,972

 

14,119

Noninterest income:

Service and other fees

 

341

 

995

Income on bank-owned life insurance

 

197

 

188

Gain on sale of investment securities

 

 

526

Gain on sale of loans

 

18

 

420

Other

 

1,097

 

110

Total noninterest income

 

1,653

 

2,239

Noninterest expense:

Salaries and employee benefits

 

5,613

 

5,523

Occupancy

 

1,594

 

1,647

Equipment

 

1,196

 

1,130

Federal deposit insurance premiums

 

141

 

141

Other general and administrative expenses

 

1,054

 

1,113

Total noninterest expense

 

9,598

 

9,554

Income before income taxes

 

6,027

 

6,804

Income taxes

 

1,317

 

1,791

Net income

$

4,710

$

5,013

Basic earnings per share

$

0.52

$

0.55

Diluted earnings per share

$

0.52

$

0.55

Cash dividends declared per common share

$

0.23

$

0.23

Basic weighted-average shares outstanding

 

8,980,135

 

9,130,777

Diluted weighted-average shares outstanding

 

9,014,454

 

9,153,450

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2022

 

2021

 

2022

 

2021

 

Interest income:

Loans

$

11,176

$

12,134

$

22,533

$

25,183

Investment securities

3,928

2,394

7,351

4,219

Other investments

 

267

 

228

 

443

 

459

Total interest income

 

15,371

 

14,756

 

30,327

 

29,861

Interest expense:

Deposits

 

738

 

1,090

 

1,335

 

2,407

Advances from the Federal Home Loan Bank

 

516

 

537

 

1,027

 

1,073

Securities sold under agreements to repurchase

 

47

 

45

 

91

 

91

Total interest expense

 

1,301

 

1,672

 

2,453

 

3,571

Net interest income

 

14,070

 

13,084

 

27,874

 

26,290

Reversal of provision for loan losses

 

(326)

 

(372)

 

(494)

 

(1,285)

Net interest income after reversal of provision for loan losses

 

14,396

 

13,456

 

28,368

 

27,575

Noninterest income:

Service and other fees

 

412

 

530

 

753

 

1,525

Income on bank-owned life insurance

 

194

 

190

 

391

 

378

Gain on sale of investment securities

 

 

911

 

 

1,437

Gain on sale of loans

 

8

 

26

 

26

 

446

Other

 

186

 

70

 

1,283

 

180

Total noninterest income

 

800

 

1,727

 

2,453

 

3,966

Noninterest expense:

Salaries and employee benefits

 

5,392

 

5,560

 

11,005

 

11,083

Occupancy

 

1,648

 

1,572

 

3,242

 

3,219

Equipment

 

1,236

 

1,064

 

2,432

 

2,194

Federal deposit insurance premiums

 

143

 

142

 

284

 

283

Loss on sale of loans

29

29

Other general and administrative expenses

 

1,125

 

1,274

 

2,179

 

2,387

Total noninterest expense

 

9,573

 

9,612

 

19,171

 

19,166

Income before income taxes

 

5,623

 

5,571

 

11,650

 

12,375

Income taxes

 

1,513

 

1,513

 

2,830

 

3,304

Net income

$

4,110

$

4,058

$

8,820

$

9,071

Basic earnings per share

$

0.46

$

0.44

$

0.98

$

0.99

Diluted earnings per share

$

0.46

$

0.44

$

0.98

$

0.99

Cash dividends declared per common share

$

0.23

$

0.23

$

0.46

$

0.46

Basic weighted-average shares outstanding

 

8,876,691

 

9,117,467

 

8,928,127

 

9,124,086

Diluted weighted-average shares outstanding

 

8,927,173

 

9,162,348

 

8,977,834

 

9,166,003

See accompanying notes to consolidated financial statements.

2

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income (Unaudited)

(Dollars in thousands)

 

 

Three Months Ended

 

 

 

March 31,

 

 

 

2022

 

2021

 

Net income

$

4,710

$

5,013

Unrealized loss on securities, net of tax

 

(103)

 

(86)

Other comprehensive loss, net of tax

 

(103)

 

(86)

Comprehensive income

$

4,607

$

4,927

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2022

    

2021

 

2022

 

2021

 

Net income

$

4,110

$

4,058

$

8,820

$

9,071

Unrealized loss on securities, net of tax

(774)

 

 

(877)

 

(3)

Amount reclassified from other comprehensive income, net of tax

 

 

(190)

 

 

(273)

Other comprehensive loss, net of tax

 

(774)

 

(190)

 

(877)

 

(276)

Comprehensive income

$

3,336

$

3,868

$

7,943

$

8,795

See accompanying notes to consolidated financial statements.

3

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity (Unaudited)

(Dollars in thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

Common

 

 

 

 

Additional

 

Unearned

 

 

 

 

Other

 

Total

 

 

 

Shares

 

Common

 

Paid-in

 

ESOP

 

Retained

 

Comprehensive

 

Stockholders’

 

 

 

Outstanding

 

Stock

 

Capital

 

Shares

 

Earnings

 

Loss

 

Equity

 

Balances at December 31, 2020

9,513,867

$

95

$

61,153

$

(3,915)

$

200,066

$

(8,691)

$

248,708

Net income

 

5,013

5,013

Other comprehensive loss

 

(86)

(86)

Cash dividends declared ($0.23 per share)

 

(2,094)

(2,094)

Share-based compensation

20,437

 

113

113

Allocation of 12,234 ESOP shares

 

194

123

317

Repurchase of shares of common stock

(11,471)

(319)

(319)

Balances at March 31, 2021

9,522,833

$

95

$

61,141

$

(3,792)

$

202,985

$

(8,777)

$

251,652

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

Common

 

 

 

 

Additional

 

Unearned

 

 

 

 

Other

 

Total

 

 

 

Shares

 

Common

 

Paid-in

 

ESOP

 

Retained

 

Comprehensive

 

Stockholders’

 

 

 

Outstanding

 

Stock

 

Capital

 

Shares

 

Earnings

 

Loss

 

Equity

 

Balance at March 31, 2021

9,522,833

$

95

$

61,141

$

(3,792)

$

202,985

$

(8,777)

$

251,652

Net income

 

4,058

4,058

Other comprehensive loss

 

(190)

(190)

Cash dividends declared ($0.23 per share)

 

(2,115)

(2,115)

Share-based compensation

 

92

92

Allocation of 12,233 ESOP shares

 

193

122

315

Repurchase of shares of common stock

(101,273)

 

(1)

(2,566)

(2,567)

Balances at June 30, 2021

9,421,560

$

94

$

58,860

$

(3,670)

$

204,928

$

(8,967)

$

251,245

Balances at December 31, 2020

9,513,867

$

95

$

61,153

$

(3,915)

$

200,066

$

(8,691)

$

248,708

Net income

 

9,071

9,071

Other comprehensive loss

 

(276)

(276)

Cash dividends declared ($0.46 per share)

 

(4,209)

(4,209)

Share-based compensation

20,437

 

205

205

Allocation of 24,467 ESOP shares

 

387

245

632

Repurchase of shares of common stock

(112,744)

(1)

(2,885)

(2,886)

Balances at June 30, 2021

9,421,560

$

94

$

58,860

$

(3,670)

$

204,928

$

(8,967)

$

251,245

See accompanying notes to consolidated financial statements.

4

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity (Unaudited)

(Dollars in thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

Common

 

 

 

 

Additional

 

Unearned

 

 

 

 

Other

 

Total

 

 

Shares

 

Common

 

Paid-in

 

ESOP

 

Retained

 

Comprehensive

 

Stockholders’

 

 

Outstanding

 

Stock

 

Capital

 

Shares

 

Earnings

 

Loss

 

Equity

Balances at December 31, 2021

9,324,060

$

93

$

56,951

$

(3,425)

$

208,227

$

(5,524)

$

256,322

Net income

 

4,710

4,710

Other comprehensive loss

 

(103)

(103)

Cash dividends declared ($0.23 per share)

 

(2,055)

(2,055)

Share-based compensation

15,671

 

134

134

Allocation of 12,234 ESOP shares

 

182

122

304

Repurchase of shares of common stock

(53,741)

 

(1,330)

(1,330)

Balances at March 31, 2022

9,285,990

$

93

$

55,937

$

(3,303)

$

210,882

$

(5,627)

$

257,982

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

Common

 

 

 

 

Additional

 

Unearned

 

 

 

 

Other

 

Total

 

 

Shares

 

Common

 

Paid-in

 

ESOP

 

Retained

 

Comprehensive

 

Stockholders’

 

 

Outstanding

 

Stock

 

Capital

 

Shares

 

Earnings

 

Loss

 

Equity

Balance at March 31, 2022

9,285,990

$

93

$

55,937

$

(3,303)

$

210,882

$

(5,627)

$

257,982

Net income

 

4,110

4,110

Other comprehensive loss

 

(774)

(774)

Cash dividends declared ($0.23 per share)

 

(2,060)

(2,060)

Share-based compensation

3,556

 

140

140

Allocation of 12,233 ESOP shares

 

150

122

272

Repurchase of shares of common stock

(169,088)

 

(2)

(3,763)

(3,765)

Balances at June 30, 2022

9,120,458

$

91

$

52,464

$

(3,181)

$

212,932

$

(6,401)

$

255,905

Balances at December 31, 2021

9,324,060

$

93

$

56,951

$

(3,425)

$

208,227

$

(5,524)

$

256,322

Net income

 

8,820

8,820

Other comprehensive loss

 

(877)

(877)

Cash dividends declared ($0.46 per share)

 

(4,115)

(4,115)

Share-based compensation

19,227

 

274

274

Allocation of 24,467 ESOP shares

 

332

244

576

Repurchase of shares of common stock

(222,829)

 

(2)

(5,093)

(5,095)

Balances at June 30, 2022

9,120,458

$

91

$

52,464

$

(3,181)

$

212,932

$

(6,401)

$

255,905

See accompanying notes to consolidated financial statements.

5

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

 

Three Months Ended

 

 

Six Months Ended

 

 

March 31,

 

 

June 30,

 

 

2022

 

2021

 

 

2022

 

2021

 

Cash flows from operating activities:

Net income

$

4,710

$

5,013

$

8,820

$

9,071

Adjustments to reconcile net income to net cash from operating activities:

Reversal of provision for loan losses

 

(168)

 

(913)

 

(494)

 

(1,285)

Depreciation and amortization

 

317

 

296

 

635

 

587

Deferred income tax expense

 

232

 

478

 

158

 

338

Amortization of fees, discounts, and premiums, net

 

43

 

(134)

 

(3)

 

(253)

Amortization of right-of-use asset

700

776

1,434

1,551

Origination of loans held for sale

 

(3,032)

 

(10,136)

 

(4,946)

 

(12,761)

Proceeds from sales of loans held for sale

 

1,988

 

12,498

 

4,943

 

14,862

Gain on sale of loans, net

 

(7)

 

(420)

Loss (gain) on sale of loans, net

 

3

 

(446)

Gain on sale of investment securities available for sale

(106)

(339)

Gain on sale of investment securities held to maturity

 

 

(420)

 

 

(1,098)

ESOP expense

 

304

 

317

 

576

 

632

Share-based compensation expense

 

134

 

113

 

274

 

205

Net (increase) decrease in accrued interest receivable

 

(63)

 

142

 

(127)

 

170

Net increase in bank-owned life insurance

 

(197)

 

(188)

 

(391)

 

(378)

Net increase in prepaid expenses and other assets

 

(5,661)

 

(2,709)

 

(2,565)

 

(2,256)

Net decrease in accounts payable and accrued expenses

 

(233)

 

(342)

 

(1,531)

 

(324)

Net decrease in lease liability

(702)

(765)

(1,399)

(1,527)

Net decrease in advance payments by borrowers for taxes and insurance

 

(2,649)

 

(3,020)

 

(319)

 

(658)

Net increase in income taxes payable

 

610

 

881

 

317

 

193

Net cash from operating activities

 

(3,674)

 

1,361

 

5,385

 

6,284

Cash flows from investing activities:

Purchases of investment securities held to maturity

 

(46,832)

 

(83,539)

 

(105,892)

 

(432,614)

Purchases of investment securities available for sale

(5,408)

(24,760)

Principal repayments on investment securities held to maturity

 

19,403

 

30,293

 

36,390

 

56,243

Principal repayments on investment securities available for sale

193

363

198

Proceeds from sale of investment securities held to maturity

 

 

5,248

 

 

16,031

Proceeds from sale of investment securities available for sale

1,049

3,330

Principal repayments on loans receivable, net of loan originations

 

7,680

 

68,527

 

16,723

 

93,664

Purchases of Federal Home Loan Bank stock

(24)

(29)

(24)

(29)

Purchases of Federal Reserve Bank stock

(5)

(7)

(9)

(7)

Proceeds from bank-owned life insurance

4,431

4,431

Purchases of premises and equipment

 

(138)

 

(59)

 

(593)

 

(186)

Net cash from investing activities

 

(20,893)

 

21,676

 

(73,371)

 

(263,370)

(Continued)

6

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

 

Three Months Ended

 

Six Months Ended

 

March 31,

 

June 30,

 

2022

 

2021

 

2022

 

2021

Cash flows from financing activities:

Net (decrease) increase in deposits

$

(6,260)

$

27,322

Net increase in deposits

$

47,764

$

18,894

Repurchases of common stock

 

(1,135)

 

 

(4,858)

 

(2,567)

Cash dividends paid

 

(2,113)

 

(3,109)

 

(4,159)

 

(5,206)

Net cash from financing activities

 

(9,508)

 

24,213

 

38,747

 

11,121

Net (decrease) increase in cash and cash equivalents

 

(34,075)

 

47,250

Net decrease in cash and cash equivalents

 

(29,239)

 

(245,965)

Cash and cash equivalents at beginning of the period

 

99,859

 

363,543

 

99,859

 

363,543

Cash and cash equivalents at end of the period

$

65,784

$

410,793

$

70,620

$

117,578

Supplemental disclosure of cash flow information:

Cash paid for:

Interest on deposits and borrowings

$

1,141

$

1,892

$

2,345

$

3,556

Income taxes

 

475

 

432

 

2,355

 

2,773

Supplemental disclosure of noncash investing and financing activities:

Company stock repurchased through stock swap and net settlement transactions

$

194

$

319

$

237

$

319

Establishment of right-of-use asset, net of incentives and modifications

4,798

2,438

4,830

2,841

Establishment of lease liability, net of modifications

4,798

2,438

4,830

2,841

See accompanying notes to consolidated financial statements.

7

Table of Contents

TERRITORIAL BANCORP INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

(1)      Organization

Territorial Bancorp Inc. (the Company) is a Maryland corporation and is the holding company for Territorial Savings Bank (the Bank). Territorial Savings Bank is a Hawaii state-chartered bank headquartered in Honolulu, Hawaii and is a member of the Federal Reserve System. Territorial Savings Bank has an inactive subsidiary, Territorial Financial Services, Inc. During 2021, another inactive subsidiary, Territorial Real Estate Co., was dissolved.

(2)      Basis of Presentation

The accompanying unaudited interim condensed consolidated financial statements of Territorial Bancorp Inc. have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited interim condensed consolidated financial statements and notes should be read in conjunction with the Company’s consolidated financial statements and notes thereto filed as part of the Annual Report on Form 10-K for the year ended December 31, 2021. In the opinion of management, all adjustments necessary for a fair presentation have been made and consist only of normal recurring adjustments. Interim results of operations are not necessarily indicative of results to be expected for the year. 

.

(3)      Recently Issued Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (FASB) amended various sectionsissued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of the FASB Accounting Standards Codification (ASC) related to the accounting for credit lossesCredit Losses on financial instruments.Financial Instruments. The amendmentASU changes the threshold for recognizing losses from a “probable” to an “expected” model. The new model is referred to as the current expected credit loss model and applies to loans, leases, held-to-maturity investments, loan commitments and financial guarantees. The amendment requires the measurement of all expected credit losses for financial assets as of the reporting date (including historical experience, current conditions and reasonable and supportable forecasts) and enhanced disclosures that will help financial statement users understand the estimates and judgments used in estimating credit losses and evaluating the credit quality of an organization’s portfolio. The amendment is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. In November 2019, the FASB issued an update that delays the effective date of the amendment for smaller reporting companies, as defined by the Securities and Exchange Commission, to fiscal years beginning after December 15, 2022. The Company is a smaller reporting company. The Company will apply the amendment’s provisions as a cumulative-effect adjustment to retained earnings at the beginning of the first period the amendment is effective. The Company has formed a team that is working on an implementation plan to adopt the amendment. The implementation plan will include developing policies, procedures and internal controls over the model. The Company is also working with a software vendor to measure expected losses required by the amendment. The Company is currently evaluating the effects that the adoption of this amendment will have on its consolidated financial statements and expects that the portfolio composition and economic conditions at the time of adoption will influence the accounting adjustment made at the time the amendment is adopted.

In March 2022, the FASB issued ASU 2022-02, Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. The ASU eliminates the accounting guidance for loans modified as troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Additionally, the ASU requires public business entities to disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases. This ASU will be effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, upon the Company’s adoption of the amendments in ASU 2016-13. The Company is currently evaluating the effects that ASU 2022-03 will have on its consolidated financial statements.

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In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions to clarify that contractual sale restrictions should not be considered in the measurement of the fair value of an equity security. The Company owns stock in the Federal Reserve Bank (FRB) and in the Federal Home Loan Bank (FHLB) which is valued at historical cost which approximates fair value. Ownership of stock is a condition for services the Company receives from the FRB and FHLB. The stock is not publically traded and can only be issued, exchanged, redeemed or repurchased by the FRB and the FHLB. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023. The Company does not expect the adoption of this ASU to have a material effect on its consolidated financial statements.

(4)      Cash and Cash Equivalents

The table below presents the balances of cash and cash equivalents:

 

March 31,

 

December 31,

 

 

 

June 30,

 

December 31,

 

 

(Dollars in thousands)

 

2022

 

2021

 

 

 

2022

 

2021

 

 

Cash and due from banks

$

11,243

$

11,662

$

12,642

$

11,662

Interest-earning deposits in other banks

 

54,541

 

88,197

 

57,978

 

88,197

Cash and cash equivalents

$

65,784

$

99,859

$

70,620

$

99,859

Interest-earning deposits in other banks consist primarily of deposits at the Federal Reserve Bank of San Francisco.

(5)      Investment Securities

The amortized cost and fair values of investment securities are as follows:

Amortized

Gross Unrealized

Estimated

 

Amortized

Gross Unrealized

Estimated

 

(Dollars in thousands)

    

Cost

    

Gains

    

Losses

    

Fair Value

 

    

Cost

    

Gains

    

Losses

    

Fair Value

 

March 31, 2022:

June 30, 2022:

Available-for-sale:

U.S. government-sponsored mortgage-backed securities

$

5,409

$

 

$

(141)

$

5,268

$

24,417

$

 

$

(1,195)

$

23,222

Total

$

5,409

$

 

$

(141)

$

5,268

$

24,417

$

 

$

(1,195)

$

23,222

Held-to-maturity:

U.S. government-sponsored mortgage-backed securities

$

663,826

$

239

 

$

(48,684)

$

615,381

$

705,904

$

28

 

$

(89,892)

$

616,040

Total

$

663,826

$

239

 

$

(48,684)

$

615,381

$

705,904

$

28

 

$

(89,892)

$

616,040

December 31, 2021:

Held-to-maturity:

U.S. government-sponsored mortgage-backed securities

$

636,442

$

5,699

 

$

(7,154)

$

634,987

$

636,442

$

5,699

 

$

(7,154)

$

634,987

Total

$

636,442

$

5,699

 

$

(7,154)

$

634,987

$

636,442

$

5,699

 

$

(7,154)

$

634,987

The amortized cost and estimated fair value of investment securities by maturity date at March 31,June 30, 2022 are shown below. Incorporated in the maturity schedule are mortgage-backed securities, which are allocated using the contractual maturity as a basis. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

    

Amortized

    

Estimated

 

(Dollars in thousands)

 

Cost

 

Fair Value

 

Available-for-sale:

Due after 10 years

5,409

 $

5,268

Total

$

5,409

$

5,268

Held-to-maturity:

Due within 5 years

$

15

$

15

Due after 5 years through 10 years

 

25

 

24

Due after 10 years

 

663,786

 

615,342

Total

$

663,826

$

615,381

9

Table of Contents

maturity as a basis. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

    

Amortized

    

Estimated

 

(Dollars in thousands)

 

Cost

 

Fair Value

 

Available-for-sale:

Due after 10 years

24,417

 $

23,222

Total

$

24,417

$

23,222

Held-to-maturity:

Due within 5 years

$

14

$

14

Due after 5 years through 10 years

 

22

 

22

Due after 10 years

 

705,868

 

616,004

Total

$

705,904

$

616,040

Realized gains and losses and the proceeds from sales of held-to-maturity and available-for-sale securities are shown in the table below.

 

Three Months Ended

 

Three Months Ended

Six Months Ended

March 31,

June 30,

June 30,

(Dollars in thousands)

 

2022

 

2021

 

 

 

2022

 

2021

 

2022

 

2021

 

Proceeds from sales

$

$

6,297

$

$

13,064

$

$

19,361

Gross gains

 

 

526

 

 

911

 

 

1,437

Gross losses

 

 

 

 

 

 

The Company did not sell any held-to-maturity mortgage-backed securities during the threesix months ended March 31,June 30, 2022. During the threesix months ended March 31,June 30, 2021, the Company sold $4.8$14.9 million of held-to-maturity mortgage-backed securities and recorded gains of $420,000.$1.1 million. The sale of the mortgage-backed securities, for which the Company had already collected a substantial portion of the outstanding purchased principal (at least 85%), were in accordance with the Investments – Debt and Equity Securities topic of the FASB ASC and do not taint management’s assertion of its intent to hold the remaining securities in the held-to-maturity portfolio to maturity.

The Company did not sell any available-for-sale mortgage-backed securities during the threesix months ended March 31,June 30, 2022. During the threesix months ended March 31,June 30, 2021, the Company sold $943,000$3.0 million of available-for-sale mortgage-backed securities and recorded gains of $106,000.$339,000.

Investment securities with amortized costs of $146.1$226.4 million and $140.6 million at March 31,June 30, 2022 and December 31, 2021, respectively, were pledged to secure deposits made by state and local governments, securities sold under agreements to repurchase and transaction clearing accounts.

Provided below is a summary of investment securities which were in an unrealized loss position at March 31,June 30, 2022 and December 31, 2021. The Company does not intend to sell securities until such time as the value recovers or the

10

Table of Contents

securities mature and it is not more likely than not that the Company will be required to sell the securities prior to recovery of value or the securities mature.

 

Less Than 12 Months

 

12 Months or Longer

 

Total

 

 

Less Than 12 Months

 

12 Months or Longer

 

Total

 

 

 

 

 

Unrealized

 

 

 

 

Unrealized

 

Number of

 

 

 

 

Unrealized

 

 

 

 

 

Unrealized

 

 

 

 

Unrealized

 

Number of

 

 

 

 

Unrealized

 

Description of securities

 

Fair Value

 

Losses

 

Fair Value

 

Losses

 

Securities

 

Fair Value

 

Losses

 

 

Fair Value

 

Losses

 

Fair Value

 

Losses

 

Securities

 

Fair Value

 

Losses

 

(Dollars in thousands)

 

 

March 31, 2022:

June 30, 2022:

Available-for-sale:

U.S. government-sponsored mortgage-backed securities

$

5,268

$

(141)

$

$

 

1

$

5,268

$

(141)

$

23,222

$

(1,195)

$

$

 

4

$

23,222

$

(1,195)

Held-to-maturity:

U.S. government-sponsored mortgage-backed securities

$

552,642

$

(42,932)

$

43,751

$

(5,752)

 

111

$

596,393

$

(48,684)

$

570,939

$

(80,770)

$

39,596

$

(9,122)

 

136

$

610,535

$

(89,892)

December 31, 2021:

Held-to-maturity:

U.S. government-sponsored mortgage-backed securities

$

482,629

$

(6,976)

$

3,681

$

(178)

 

43

$

486,310

$

(7,154)

$

482,629

$

(6,976)

$

3,681

$

(178)

 

43

$

486,310

$

(7,154)

Mortgage-Backed Securities. The unrealized losses on the Company’s investment in mortgage-backed securities were caused by increases in market interest rates subsequent to purchase. All of the mortgage-backed securities are guaranteed by Freddie Mac or Fannie Mae, which are U.S. government-sponsored enterprises, or Ginnie Mae, which is a U.S. government agency. Since the decline in market value is attributable to changes in interest rates and not credit quality, and the Company does not intend to sell these investments until maturity and it is not more likely than not that the Company will be required to sell such investments prior to recovery of its cost basis, the Company does not consider these investments to be other-than-temporarily impaired as of March 31,June 30, 2022 and December 31, 2021.

(6)      Loans Receivable and Allowance for Loan Losses

The components of loans receivable are as follows:

June 30,

December 31,

(Dollars in thousands)

    

2022

    

2021

 

Real estate loans:

First mortgages:

One- to four-family residential

$

1,249,578

$

1,267,537

Multi-family residential

 

4,398

 

5,468

Construction, commercial and other

 

22,249

 

18,590

Home equity loans and lines of credit

 

6,138

 

7,121

Total real estate loans

 

1,282,363

 

1,298,716

Other loans:

Loans on deposit accounts

 

228

 

278

Consumer and other loans

 

8,279

 

8,192

Total other loans

 

8,507

 

8,470

Less:

Net unearned fees and discounts

 

(2,121)

 

(1,693)

Allowance for loan losses

 

(2,131)

 

(2,669)

Total unearned fees, discounts and allowance for loan losses

 

(4,252)

 

(4,362)

Loans receivable, net

$

1,286,618

$

1,302,824

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Table of Contents

(6)      Loans Receivable and Allowance for Loan Losses

The components of loans receivable are as follows:

March 31,

December 31,

(Dollars in thousands)

    

2022

    

2021

 

Real estate loans:

First mortgages:

One- to four-family residential

$

1,258,453

$

1,267,537

Multi-family residential

 

4,913

 

5,468

Construction, commercial and other

 

21,159

 

18,590

Home equity loans and lines of credit

 

6,612

 

7,121

Total real estate loans

 

1,291,137

 

1,298,716

Other loans:

Loans on deposit accounts

 

247

 

278

Consumer and other loans

 

8,393

 

8,192

Total other loans

 

8,640

 

8,470

Less:

Net unearned fees and discounts

 

(1,963)

 

(1,693)

Allowance for loan losses

 

(2,459)

 

(2,669)

Total unearned fees, discounts and allowance for loan losses

 

(4,422)

 

(4,362)

Loans receivable, net

$

1,295,355

$

1,302,824

The table below presents the activity in the allowance for loan losses by portfolio segment:

 

 

 

 

Construction,

 

Home

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction,

 

Home

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and Other

 

Loans and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and Other

 

Loans and

 

 

 

 

 

 

 

 

 

 

 

Residential

 

Mortgage

 

Lines of

 

Consumer

 

 

 

 

 

 

 

 

Residential

 

Mortgage

 

Lines of

 

Consumer

 

 

 

 

 

 

 

(Dollars in thousands)

 

Mortgage

 

Loans

 

Credit

 

and Other

 

Unallocated

 

Totals

 

 

Mortgage

 

Loans

 

Credit

 

and Other

 

Unallocated

 

Totals

 

Three months ended March 31, 2022:

Three months ended June 30, 2022:

Balance, beginning of period

$

1,814

$

435

$

1

$

89

$

330

$

2,669

$

1,634

$

434

$

1

$

92

$

298

$

2,459

(Reversal of provision) provision for loan losses

 

(180)

 

(1)

 

 

45

 

(32)

 

(168)

 

(284)

 

11

 

 

(8)

 

(45)

 

(326)

 

1,634

 

434

 

1

 

134

 

298

 

2,501

 

1,350

 

445

 

1

 

84

 

253

 

2,133

Charge-offs

 

 

 

 

(42)

 

 

(42)

 

 

 

 

(3)

 

 

(3)

Recoveries

 

 

 

 

 

 

 

 

 

 

1

 

 

1

Net charge-offs

 

 

 

 

(42)

 

 

(42)

 

 

 

 

(2)

 

 

(2)

Balance, end of period

$

1,634

$

434

$

1

$

92

$

298

$

2,459

$

1,350

$

445

$

1

$

82

$

253

$

2,131

Three months ended March 31, 2021:

Six months ended June 30, 2022:

Balance, beginning of period

$

3,102

$

406

$

1

$

146

$

607

$

4,262

$

1,814

$

435

$

1

$

89

$

330

$

2,669

Reversal of provision for loan losses

 

(722)

 

(10)

 

 

(3)

 

(178)

 

(913)

(Reversal of provision) provision for loan losses

 

(464)

 

10

 

 

37

 

(77)

 

(494)

 

2,380

 

396

 

1

 

143

 

429

 

3,349

 

1,350

 

445

 

1

 

126

 

253

 

2,175

Charge-offs

 

 

 

 

(3)

 

 

(3)

 

 

 

 

(45)

 

 

(45)

Recoveries

 

 

 

 

 

 

 

 

 

 

1

 

 

1

Net charge-offs

 

 

 

 

(3)

 

 

(3)

 

 

 

 

(44)

 

 

(44)

Balance, end of period

$

2,380

$

396

$

1

$

140

$

429

$

3,346

$

1,350

$

445

$

1

$

82

$

253

$

2,131

 

 

 

 

 

Construction,

 

Home

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and Other

 

Loans and

 

 

 

 

 

 

 

 

 

 

 

 

Residential

 

Mortgage

 

Lines of

 

Consumer

 

 

 

 

 

 

 

(Dollars in thousands)

 

Mortgage

 

Loans

 

Credit

 

and Other

 

Unallocated

 

Totals

 

Three months ended June 30, 2021:

Balance, beginning of period

$

2,380

$

396

$

1

$

140

$

429

$

3,346

(Reversal of provision) provision for loan losses

 

(359)

 

38

 

 

(2)

 

(49)

 

(372)

 

2,021

 

434

 

1

 

138

 

380

 

2,974

Charge-offs

 

 

 

 

(7)

 

 

(7)

Recoveries

 

 

 

 

2

 

 

2

Net charge-offs

 

 

 

 

(5)

 

 

(5)

Balance, end of period

$

2,021

$

434

$

1

$

133

$

380

$

2,969

Six months ended June 30, 2021:

Balance, beginning of period

$

3,102

$

406

$

1

$

146

$

607

$

4,262

(Reversal of provision) provision for loan losses

 

(1,081)

 

28

 

 

(5)

 

(227)

 

(1,285)

 

2,021

 

434

 

1

 

141

 

380

 

2,977

Charge-offs

 

 

 

 

(10)

 

 

(10)

Recoveries

 

 

 

 

2

 

 

2

Net charge-offs

 

 

 

 

(8)

 

 

(8)

Balance, end of period

$

2,021

$

434

$

1

$

133

$

380

$

2,969

Management considers the allowance for loan losses at March 31,June 30, 2022 to be at an appropriate level to provide for probable losses that can be reasonably estimated based on general and specific conditions at that date. While the Company uses the best information it has available to make evaluations, future adjustments to the allowance may be necessary if conditions differ substantially from the information used in making the evaluations. To the extent actual outcomes differ from the estimates, additional provisions for credit losses may be required that would reduce future earnings.

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The table below presents the balance in the allowance for loan losses and the recorded investment in loans, net of unearned fees and discounts, by portfolio segment and based on impairment method:

 

 

 

 

Construction,

 

Home

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction,

 

Home

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and Other

 

Loans and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

and Other

 

Loans and

 

 

 

 

 

 

 

 

 

 

 

Residential

 

Mortgage

 

Lines of

 

Consumer

 

 

 

 

 

 

 

 

Residential

 

Mortgage

 

Lines of

 

Consumer

 

 

 

 

 

 

 

(Dollars in thousands)

 

Mortgage

 

Loans

 

Credit

 

and Other

 

Unallocated

 

Totals

 

 

Mortgage

 

Loans

 

Credit

 

and Other

 

Unallocated

 

Totals

 

March 31, 2022:

June 30, 2022:

Allowance for loan losses:

Ending allowance balance:

Individually evaluated for impairment

$

$

$

$

$

$

$

$

$

$

$

$

Collectively evaluated for impairment

 

1,634

 

434

 

1

 

92

 

298

 

2,459

 

1,350

 

445

 

1

 

82

 

253

 

2,131

Total ending allowance balance

$

1,634

$

434

$

1

$

92

$

298

$

2,459

$

1,350

$

445

$

1

$

82

$

253

$

2,131

Loans:

Ending loan balance:

Individually evaluated for impairment

$

3,753

$

$

18

$

$

$

3,771

$

4,419

$

$

17

$

$

$

4,436

Collectively evaluated for impairment

 

1,257,718

 

21,089

 

6,594

 

8,642

 

 

1,294,043

 

1,247,546

 

22,138

 

6,121

 

8,508

 

 

1,284,313

Total ending loan balance

$

1,261,471

$

21,089

$

6,612

$

8,642

$

$

1,297,814

$

1,251,965

$

22,138

$

6,138

$

8,508

$

$

1,288,749

December 31, 2021:

Allowance for loan losses:

Ending allowance balance:

Individually evaluated for impairment

$

$

$

$

$

$

$

$

$

$

$

$

Collectively evaluated for impairment

 

1,814

 

435

 

1

 

89

 

330

 

2,669

 

1,814

 

435

 

1

 

89

 

330

 

2,669

Total ending allowance balance

$

1,814

$

435

$

1

$

89

$

330

$

2,669

$

1,814

$

435

$

1

$

89

$

330

$

2,669

Loans:

Ending loan balance:

Individually evaluated for impairment

$

3,812

$

$

19

$

$

$

3,831

$

3,812

$

$

19

$

$

$

3,831

Collectively evaluated for impairment

 

1,267,560

 

18,529

 

7,103

 

8,470

 

 

1,301,662

 

1,267,560

 

18,529

 

7,103

 

8,470

 

 

1,301,662

Total ending loan balance

$

1,271,372

$

18,529

$

7,122

$

8,470

$

$

1,305,493

$

1,271,372

$

18,529

$

7,122

$

8,470

$

$

1,305,493

The table below presents the balance of impaired loans individually evaluated for impairment by class of loans:

 

 

 

 

Unpaid

 

 

 

 

 

Unpaid

 

 

Recorded

 

Principal

 

 

Recorded

 

Principal

 

(Dollars in thousands)

 

Investment

 

Balance

 

 

Investment

 

Balance

 

March 31, 2022:

June 30, 2022:

With no related allowance recorded:

One- to four-family residential mortgages

$

3,753

$

4,274

$

4,419

$

4,977

Home equity loans and lines of credit

 

18

 

30

 

17

 

30

Total

$

3,771

$

4,304

$

4,436

$

5,007

December 31, 2021:

With no related allowance recorded:

One- to four-family residential mortgages

$

3,812

$

4,299

$

3,812

$

4,299

Home equity loans and lines of credit

19

31

19

31

Total

$

3,831

$

4,330

$

3,831

$

4,330

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The table below presents the average recorded investment and interest income recognized on impaired loans by class of loans:

 

For the Three Months Ended

 

 

For the Three Months Ended

 

For the Six Months Ended

 

 

March 31,

 

 

June 30,

 

June 30,

 

 

Average

 

Interest

 

 

Average

 

Interest

 

Average

 

Interest

 

 

Recorded

 

Income

 

 

Recorded

 

 Income

 

Recorded

 

Income

 

(Dollars in thousands)

 

Investment

 

Recognized

 

 

Investment

 

Recognized

 

Investment

 

Recognized

 

2022:

    

    

 

    

    

    

    

 

With no related allowance recorded:

One- to four-family residential mortgages

$

3,782

$

7

$

4,455

$

6

$

4,484

$

12

Home equity loans and lines of credit

 

18

 

 

18

 

 

18

 

Total

$

3,800

$

7

$

4,473

$

6

$

4,502

$

12

2021:

With no related allowance recorded:

One- to four-family residential mortgages

$

4,795

$

13

$

4,746

$

7

$

4,777

$

20

Home equity loans and lines of credit

 

22

 

21

 

 

21

 

Total

$

4,817

$

13

$

4,767

$

7

$

4,798

$

20

There were 0 loans individually evaluated for impairment with a related allowance for loan loss as of March 31,June 30, 2022 or December 31, 2021. Loans individually evaluated for impairment do not have an allocated allowance for loan loss because they are written down to fair value at the time of impairment. An impaired loan would also not have an allocated allowance if the value of the property securing the loan, less the cost to sell the property, is greater than the loan balance.

The Company had 1013 nonaccrual loans with a book value of $3.2$4.0 million as of March 31,June 30, 2022 and 10 nonaccrual loans with a book value of $3.3 million as of December 31, 2021. The Company collected interest on nonaccrual loans of $35,00082,000 and $42,000$64,000 during the threesix months ended March 31,June 30, 2022 and 2021, respectively, but due to accounting and regulatory requirements, the Company recorded the interest payments as a reduction of principal. The Company would have recognized additional interest income of $36,00099,000 and $94,000$129,000 during the threesix months ended March 31,June 30, 2022 and 2021, respectively, had the loans been accruing interest. The Company did 0t have any loans 90 days or more past due and still accruing interest as of March 31,June 30, 2022. The Company had two2 consumer loans totaling $24,000$24,000 that were 90 days or more past due and still accruing interest as of December 31, 2021.

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Table of Contents

The table below presents the aging of loans and accrual status by class of loans, net of unearned fees and discounts. Loans with a formal loan payment deferral plan in place are not considered contractually past due or delinquent if the borrower is in compliance with the loan payment deferral plan.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90 Days

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90 Days

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

or More

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

or More

 

 

30 - 59

 

60 - 89

 

90 Days or

 

 

 

 

 

 

 

 

 

 

 

 

 

Past Due

 

 

30 - 59

 

60 - 89

 

90 Days or

 

 

 

 

 

 

 

 

 

 

 

 

 

Past Due

 

 

Days Past

 

Days Past

 

More

 

Total Past

 

Loans Not

 

Total

 

Nonaccrual

 

and Still

 

 

Days Past

 

Days Past

 

More

 

Total Past

 

Loans Not

 

Total

 

Nonaccrual

 

and Still

 

(Dollars in thousands)

 

Due

 

Due

 

Past Due

 

Due

 

Past Due

 

Loans

 

Loans

 

Accruing

 

 

Due

 

Due

 

Past Due

 

Due

 

Past Due

 

Loans

 

Loans

 

Accruing

 

March 31, 2022:

June 30, 2022:

One- to four-family residential mortgages

$

428

$

367

$

244

$

1,039

$

1,255,526

$

1,256,565

$

3,206

$

0

$

579

$

351

$

353

$

1,283

$

1,246,290

$

1,247,573

$

3,999

$

0

Multi-family residential mortgages

 

 

 

 

 

4,906

 

4,906

 

 

0

 

 

 

 

 

4,392

 

4,392

 

 

0

Construction, commercial and other mortgages

 

 

 

 

 

21,089

 

21,089

 

 

0

 

 

 

 

 

22,138

 

22,138

 

 

0

Home equity loans and lines of credit

 

 

 

 

 

6,612

 

6,612

 

18

 

0

 

 

 

 

 

6,138

 

6,138

 

17

 

0

Loans on deposit accounts

 

 

 

 

 

247

 

247

 

 

0

 

 

 

 

 

228

 

228

 

 

0

Consumer and other

 

38

 

 

 

38

 

8,357

 

8,395

 

 

0

 

2

 

 

 

2

 

8,278

 

8,280

 

 

0

Total

$

466

$

367

$

244

$

1,077

$

1,296,737

$

1,297,814

$

3,224

$

0

$

581

$

351

$

353

$

1,285

$

1,287,464

$

1,288,749

$

4,016

$

0

December 31, 2021:

One- to four-family residential mortgages

$

129

$

$

244

$

373

$

1,265,540

$

1,265,913

$

3,261

$

0

$

129

$

$

244

$

373

$

1,265,540

$

1,265,913

$

3,261

$

0

Multi-family residential mortgages

 

 

 

 

 

5,459

 

5,459

 

 

0

 

 

 

 

 

5,459

 

5,459

 

 

0

Construction, commercial and other mortgages

 

 

 

 

 

18,529

 

18,529

 

 

0

 

 

 

 

 

18,529

 

18,529

 

 

0

Home equity loans and lines of credit

 

 

 

 

 

7,122

 

7,122

 

19

 

0

 

 

 

 

 

7,122

 

7,122

 

19

 

0

Loans on deposit accounts

 

 

 

 

 

278

 

278

 

 

0

 

 

 

 

 

278

 

278

 

 

0

Consumer and other

 

3

 

 

24

 

27

 

8,165

 

8,192

 

 

24

 

3

 

 

24

 

27

 

8,165

 

8,192

 

 

24

Total

$

132

$

$

268

$

400

$

1,305,093

$

1,305,493

$

3,280

$

24

$

132

$

$

268

$

400

$

1,305,093

$

1,305,493

$

3,280

$

24

The Company primarily uses the aging of loans and accrual status to monitor the credit quality of its loan portfolio. When a mortgage loan becomes seriously delinquent (90 days or more contractually past due), it displays weaknesses that may result in a loss. As a loan becomes more delinquent, the likelihood of the borrower repaying the loan decreases and the loan becomes more collateral-dependent. A mortgage loan becomes collateral-dependent when the proceeds for repayment can be expected to come only from the sale or operation of the collateral and not from borrower repayments. Generally, appraisals are obtained after a loan becomes collateral-dependent or is four months delinquent. The carrying value of collateral-dependent loans is adjusted to the fair value of the collateral less selling costs. Any commercial real estate, commercial, construction or equity loan that has a loan balance in excess of a specified amount is also periodically reviewed to determine whether the loan exhibits any weaknesses and is performing in accordance with its contractual terms.

There were 0 loans modified in a troubled debt restructuring during the threesix months ended March 31,June 30, 2022 or 2021. There were 0 new troubled debt restructurings withinduring the threesix months ended March 31,June 30, 2022 or 2021 that subsequently defaulted. Loan modifications under the CARES Act and the Interagency Statements issued by bank regulators in 2020 are discussed below.

The table below summarizes outstanding troubled debt restructurings by class of loans:

 

Number of

 

Accrual

 

Number of

 

Nonaccrual

 

(Dollars in thousands)

Loans

 

Status

 

Loans

 

Status

 

Total

March 31, 2022:

    

    

    

 

One- to four-family residential mortgages

3

$

547

1

$

329

$

876

Total

3

$

547

1

$

329

$

876

December 31, 2021:

One- to four-family residential mortgages

3

$

551

1

$

340

$

891

Total

3

$

551

1

$

340

$

891

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The table below summarizes outstanding troubled debt restructurings by class of loans:

 

Number of

 

Accrual

 

Number of

 

Nonaccrual

 

(Dollars in thousands)

Loans

 

Status

 

Loans

 

Status

 

Total

June 30, 2022:

    

    

    

 

One- to four-family residential mortgages

2

$

420

2

$

443

$

863

Total

2

$

420

2

$

443

$

863

December 31, 2021:

One- to four-family residential mortgages

3

$

551

1

$

340

$

891

Total

3

$

551

1

$

340

$

891

There was 1 troubled debt restructuring for $125,000$124,000 that was 89149 days delinquent at March 31,June 30, 2022 and 1 troubled debt restructuring for $126,000 that was 59 days delinquent as of December 31, 2021. Restructurings include deferrals of interest and/or principal payments and temporary or permanent reductions in interest rates due to the financial difficulties of the borrowers. At March 31,June 30, 2022, we had 0 commitments to lend any additional funds to these borrowers.

The CARES Act provides relief to financial institutions from categorizing eligible loan modifications as troubled debt restructurings over the remaining life of the modified loan. Eligible loan modifications under the CARES Act were required to be related to the COVID-19 pandemic and the borrower’s payments must not have been more than 30 days past due as of December 31, 2019. Loan modifications under the CARES Act must behave been executed during the period from March 1, 2020 to January 1, 2022. Banking regulators issued similar guidance, which also clarified that a COVID-19 related loan modification should not be considered a troubled debt restructuring if the borrower was not more than 30 days past due on payments at the time the loan modification program was implemented and the modification is considered short-term (not to exceed six months). The Company uses the provisions of the CARES Act and the Interagency Statements to account for the eligible loans receiving modifications.

The Company has granted loan payment deferrals to borrowers who have been affected by the COVID-19 pandemic.  Loans are removed from the loan payment deferral program when interest which was accrued during the deferral payment period is paid off. The table below summarizes loans remaining in the loan payment deferral program by class of loan:

March 31, 2022

December 31, 2021

June 30, 2022

December 31, 2021

(Dollars in thousands)

Loans in the Loan Payment Deferral Program

Percent of Total Loans

Loans in the Loan Payment Deferral Program

Percent of Total Loans

Loans in the Loan Payment Deferral Program

Percent of Total Loans

Loans in the Loan Payment Deferral Program

Percent of Total Loans

One- to- four family residential mortgage

$

67,925

5.2

%

$

74,704

5.7

%

$

64,685

5.0

%

$

74,704

5.7

%

Non-residential mortgage

3,646

0.3

3,928

0.3

3,654

0.3

3,928

0.3

Total

$

71,571

5.5

%

$

78,632

6.0

%

$

68,339

5.3

%

$

78,632

6.0

%

The loans on which the Company has granted loan payment deferrals are included in the ALLLallowance for loan and lease losses calculation.  However, loans performing under a loan payment deferral agreement are not considered contractually past due and are excluded from the past due statistics above.

The ratio of the current loan balance to the current tax-assessed value of the property securing the mortgage loans in the payment deferral program averaged 55.5%49.7% at March 31,June 30, 2022.  At March 31,June 30, 2022, one- to four-familyfour family residential mortgage loans represented 97.2%97.1% of the Company’s total loan portfolio balance with a ratio of the current loan balance to the current tax assessed value of the property securing these loans averaging 46.4%42.3%.  All of the Company’s residential mortgage loans are secured by real estate in Hawaii. 

As of March 31,June 30, 2022, of the $67.9$64.7 million total one- to four-family mortgage loans in the loan payment deferral program, $59.6$63.3 million, or 87.7%97.8%, had resumed making full principal and interest payments. The interest on these loans that accrued during the deferral period will be repaid over subsequent years. $7.7 million,403,000, or 11.2%0.6%, of the total one- to four-familyfour

16

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family mortgage loans in the loan payment deferral program were making interest-only payments. In the loan payment deferral program, there were 3 one-to four-family mortgage loans which were delinquent: a $398,000$491,000 loan that was 59 days delinquent, a $152,000$352,000 loan that was 89 days delinquent and a $147,000$146,000 loan that was over 150 days delinquent. There were no other loans which have had their deferral period end and not resumed their loan payments.

As of March 31,June 30, 2022, all of the $3.6$3.7 million commercial mortgage, commercial and industrial and home equity lines of credit in the loan payment deferral program had resumed making full principal and interest payments.

Since the beginning of the year, there has not been a significant increase in loan delinquencies, significant changes in deposits or significant drawdowns on any lines of credit. We do not have any commercial loans to hotels, businesses in the transportation industry, restaurants or retail establishments.

The Company had 0 real estate owned as of March 31,June 30, 2022 or December 31, 2021. There were two one- to four-family residential mortgage loans totaling $244,000211,000 in the process of foreclosure at March 31,June 30, 2022. There were 0 loans in the process of foreclosure at December 31, 2021.

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Table of Contents

Nearly all of our real estate loans are collateralized by real estate located in the State of Hawaii. Loan-to-value ratios on these real estate loans generally do not exceed 80% at the time of origination.

During the threesix months ended March 31,June 30, 2022 and 2021, the Company sold mortgage loans held for sale with principal balances of $2.0$5.0 million and $12.2$14.5 million, respectively, and recognized gainsa loss of $18,000$3,000 and $420,000,a gain of $446,000, respectively. The Company had 2 loans held for sale totaling $1.0 million at March 31, 2022 and 0 loans held for sale at June 30, 2022 or December 31, 2021.

The Company serviced loans for others with principal balances of $39.8$37.8 million at March 31,June 30, 2022 and $41.3 million at December 31, 2021. Of these amounts, $23.422.1 million and $24.3 million of loan balances relate to securitizations for which the Company continues to hold the related mortgage-backed securities at March 31,June 30, 2022 and December 31, 2021, respectively. The amount of contractually specified servicing fees earned for the threesix months ended March 31,June 30, 2022 and 2021 was $27,00052,000 and $36,000$69,000, respectively. The amount of contractually specified servicing fees earned for the three months ended June 30, 2022 and 2021 was $25,000 and $33,000, respectively. The fees are reported in service and other fees in the Consolidated Statements of Income.

(7)      Securities Sold Under Agreements to Repurchase

Securities sold under agreements to repurchase are treated as financings and the obligations to repurchase the identical securities sold are reflected as a liability with the securities collateralizing the agreements classified as an asset. Securities sold under agreements to repurchase are summarized as follows:

 

March 31, 2022

 

December 31, 2021

 

 

June 30, 2022

 

December 31, 2021

 

 

 

 

 

Weighted

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

Weighted

 

 

Repurchase

 

Average

 

Repurchase

 

Average

 

 

Repurchase

 

Average

 

Repurchase

 

Average

 

(Dollars in thousands)

 

Liability

 

Rate

 

Liability

 

Rate

 

 

Liability

 

Rate

 

Liability

 

Rate

 

Maturing:

Over 2 years to 3 years

$

10,000

 

1.81

$

5,000

 

1.88

%

$

10,000

 

1.81

$

5,000

 

1.88

%

Over 3 years to 4 years

 

 

5,000

 

1.73

%

 

 

5,000

 

1.73

%

Total

$

10,000

 

1.81

$

10,000

 

1.81

%

$

10,000

 

1.81

$

10,000

 

1.81

%

Below is a summary comparing the carrying value and fair value of securities pledged to secure repurchase agreements, the repurchase liability, and the amount at risk at March 31,June 30, 2022. The amount at risk is the greater of the carrying value or fair value over the repurchase liability and refers to the potential loss to the Company if the secured lender fails to return the security at the maturity date of the agreement. All the agreements to repurchase are with JP Morgan Securities and the securities pledged are mortgage-backed securities issued and guaranteed by U.S. government-sponsored enterprises. The repurchase liability cannot exceed 90% of the fair value of securities pledged. In the event

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of a decline in the fair value of securities pledged to less than the required amount due to market conditions or principal repayments, the Company is obligated to pledge additional securities or other suitable collateral to cure the deficiency.

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Carrying

 

Fair

 

 

 

 

 

 

 

Average

 

 

Carrying

 

Fair

 

 

 

 

 

 

 

Average

 

 

Value of

 

Value of

 

Repurchase

 

Amount

 

Months to

 

 

Value of

 

Value of

 

Repurchase

 

Amount

 

Months to

 

(Dollars in thousands)

 

Securities

 

Securities

 

Liability

 

at Risk

 

Maturity

 

 

Securities

 

Securities

 

Liability

 

at Risk

 

Maturity

 

Maturing:

Over 90 days

$

11,055

$

10,587

$

10,000

$

1,055

 

33

$

14,184

$

12,632

$

10,000

$

4,184

 

30

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(8)    Offsetting of Financial Liabilities

The following table presents our securities sold under agreements to repurchase that are subject to a right of offset in the event of default. See Note 7, Securities Sold Under Agreements to Repurchase, for additional information.

 

 

 

 

 

Net Amount of

 

Gross Amount Not Offset in the

 

 

 

 

 

 

 

 

Net Amount of

 

Gross Amount Not Offset in the

 

 

 

 

Gross Amount

 

Gross Amount

 

Liabilities

 

Balance Sheet

 

 

 

 

Gross Amount

 

Gross Amount

 

Liabilities

 

Balance Sheet

 

 

 

 

of Recognized

 

Offset in the

 

Presented in the

 

Financial

    

Cash Collateral

 

 

 

 

of Recognized

 

Offset in the

 

Presented in the

 

Financial

    

Cash Collateral

 

 

 

(Dollars in thousands)

 

Liabilities

 

Balance Sheet

 

Balance Sheet

 

Instruments

Pledged

 

Net Amount

 

Liabilities

 

Balance Sheet

 

Balance Sheet

 

Instruments

Pledged

 

Net Amount

March 31, 2022:

June 30, 2022:

Securities sold under agreements to repurchase

$

10,000

$

$

10,000

$

10,000

$

$

$

10,000

$

$

10,000

$

10,000

$

$

December 31, 2021:

Securities sold under agreements to repurchase

$

10,000

$

$

10,000

$

10,000

$

$

$

10,000

$

$

10,000

$

10,000

$

$

(9) Employee Stock Ownership Plan

Effective January 1, 2009, Territorial Savings Bank adopted an Employee Stock Ownership Plan (ESOP) for eligible employees. The ESOP borrowed $9.8 million from the Company and used those funds to acquire 978,650 shares, or 8%, of the total number of shares issued by the Company in its initial public offering. The shares were acquired at a price of $10.00 per share.

The loan is secured by the shares purchased with the loan proceeds and will be repaid by the ESOP over the 20-year term of the loan with funds from Territorial Savings Bank’s contributions to the ESOP and dividends payable on the shares. The interest rate on the ESOP loan is an adjustable rate equal to the prime rate, as published in The Wall Street Journal. The interest rate adjusts annually and will be the prime rate on the first business day of the calendar year.

Shares purchased by the ESOP are held by a trustee in an unallocated suspense account, and shares are released annually from the suspense account on a pro-rata basis as principal and interest payments are made by the ESOP to the Company. The trustee allocates the shares released among participants on the basis of each participant’s proportional share of compensation relative to all participants. As shares are committed to be released from the suspense account, Territorial Savings Bank reports compensation expense based on the average fair value of shares released with a corresponding credit to stockholders’ equity. The shares committed to be released are considered outstanding for earnings per share computations. Compensation expense recognized for the three months ended March 31,June 30, 2022 and 2021 amounted to $305,000272,000 and $317,000$315,000, respectively. Compensation expense recognized for the six months ended June 30, 2022 and 2021 amounted to $576,000 and $632,000, respectively.

18

Table of Contents

Shares held by the ESOP trust were as follows:

 

March 31,

 

December 31,

 

 

 

June 30,

 

December 31,

 

 

 

2022

 

2021

 

 

 

2022

 

2021

 

 

Allocated shares

 

553,103

 

540,869

 

559,008

 

540,869

Unearned shares

 

330,297

 

342,531

 

318,064

 

342,531

Total ESOP shares

 

883,400

 

883,400

 

877,072

 

883,400

Fair value of unearned shares, in thousands

$

7,927

$

8,649

$

6,632

$

8,649

The ESOP restoration plan is a nonqualified plan that provides supplemental benefits to certain executives who are prevented from receiving the full benefits contemplated by the ESOP’s benefit formula. The supplemental cash payments consist of payments representing shares that cannot be allocated to the participants under the ESOP due to IRS limitations imposed on tax-qualified plans. We accrue for these benefits over the period during which employees provide services to earn these benefits. For the three months ended March 31,June 30, 2022 and 2021, we accrued $36,00014,000 and $18,000$35,000, respectively. For the six months ended June 30, 2022 and 2021, we accrued $50,000 and $53,000, respectively, for the ESOP restoration plan.

17

Table of Contents

(10)    Share-Based Compensation

The shareholders of Territorial Bancorp Inc. have adopted the 2010 Equity Incentive Plan and the 2019 Equity Incentive Plan. These plans provide for the award of stock options and restricted stock to key officers and directors. In accordance with the Compensation – Stock Compensation topic of the FASB ASC, the cost of the equity incentive plans is based on the fair value of the awards on the grant date. The fair value of time-based restricted stock is based on the closing price of the Company’s stock on the grant date. The fair value of performance-based stock that will vest based on a performance condition is based on the closing price of the Company’s stock on the date of grant. The fair value of performance-based restricted stock that will vest on a market condition is based on a Monte Carlo valuation of the Company’s stock on the date of grant. The fair value of time-based stock options is estimated using a Black-Scholes option pricing model using assumptions for dividend yield, stock price volatility, risk-free interest rate and option term. These assumptions are based on our judgments regarding future events, are subjective in nature, and cannot be determined with precision. The cost of the awards will be recognized on a straight-line basis over the three, five- or six-year vesting period during which participants are required to provide services in exchange for the awards. No new awards can be made under the 2010 Equity Plan, but awards previously made can continue to vest. There are 146,347 shares remaining available for new awards under the 2019 Equity Plan.

The Company recognized compensation expense, measured as the fair value of the share-based award on the date of grant, on a straight-line basis over the vesting period. Share-based compensation is recorded in the Consolidated Statements of Income as a component of salaries and employee benefits with a corresponding increase in stockholders’ equity. The table below presents information on compensation expense and the related tax benefit for all share-based awards:

 

 

Three Months Ended

 

 

 

March 31,

 

(In thousands)

 

2022

 

2021

 

Compensation expense

$

134

$

113

Income tax benefit

 

37

 

31

Stock Options

The table below presents the stock option activity for the three months ended March 31, 2022 and 2021:

    

    

Weighted

    

    

Aggregate

 

Average

Remaining

Intrinsic

 

Exercise

Contractual

Value

 

Options

Price

Life (years)

(in thousands)

 

Options outstanding at December 31, 2021

 

3,085

$

23.62

 

0.67

$

5

Granted

 

 

 

 

Exercised

 

 

 

 

Forfeited

 

 

 

 

Expired

 

 

 

 

Options outstanding at March 31, 2022

3,085

$

23.62

 

0.42

$

1

Options outstanding at December 31, 2020

 

3,085

$

23.62

 

1.67

$

1

Granted

 

 

 

 

Exercised

 

 

 

 

Forfeited

 

 

 

 

Expired

 

 

 

 

Options outstanding at March 31, 2021

 

3,085

$

23.62

 

1.42

$

9

Options vested and exercisable at March 31, 2022

 

3,085

$

23.62

 

0.42

$

1

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

(In thousands)

 

2022

 

2021

 

2022

 

2021

 

Compensation expense

$

140

$

92

$

274

$

205

Income tax benefit

 

38

 

25

 

75

 

56

1819

Table of Contents

Stock Options

The table below presents the stock option activity for the six months ended June 30, 2022 and 2021:

    

    

Weighted

    

    

Aggregate

 

Average

Remaining

Intrinsic

 

Exercise

Contractual

Value

 

Options

Price

Life (years)

(in thousands)

 

Options outstanding at December 31, 2021

 

3,085

$

23.62

 

0.67

$

5

Granted

 

 

 

 

Exercised

 

 

 

 

Forfeited

 

 

 

 

Expired

 

 

 

 

Options outstanding at June 30, 2022

3,085

$

23.62

 

0.17

$

Options outstanding at December 31, 2020

 

3,085

$

23.62

 

1.67

$

1

Granted

 

 

 

 

Exercised

 

 

 

 

Forfeited

 

 

 

 

Expired

 

 

 

 

Options outstanding at June 30, 2021

 

3,085

$

23.62

 

1.17

$

7

Options vested and exercisable at June 30, 2022

 

3,085

$

23.62

 

0.17

$

There were 0 options exercised or vested during the threesix months ended March 31,June 30, 2022 andor 2021. As of March 31,June 30, 2022, the Company had 0 unrecognized compensation costs related to the stock option plans.

Restricted Stock

Restricted stock awards are accounted for as fixed grants using the fair value of the Company’s stock at the time of grant. Unvested restricted stock may not be disposed of or transferred during the vesting period. Restricted stock carries the right to receive dividends, although dividends attributable to restricted stock are retained by the Company until the shares vest, at which time they are paid to the award recipient. Unvested restricted stock that is time-based contain nonforfeitable dividend rights.  Accrued dividends on restricted stock that do not vest based on performance or market conditions are forfeited. 

The table below presents the time-based restricted stock activity:

 

 

 

 

Weighted

 

 

 

Time-Based

 

Average Grant

 

 

 

Restricted

 

Date Fair

 

 

 

Stock

 

Value

 

Unvested at December 31, 2021

 

23,208

$

24.61

Granted

 

0

 

0

Vested

 

8,001

 

23.75

Forfeited

 

 

Unvested at March 31, 2022

 

15,207

$

25.06

Unvested at December 31, 2020

 

23,695

$

24.24

Granted

 

182

 

21.05

Vested

 

11,336

 

25.81

Forfeited

 

 

Unvested at March 31, 2021

 

12,541

$

22.77

As of March 31, 2022, the Company had $282,000 of unrecognized compensation costs related to time-based restricted stock.

The table below presents the performance-based restricted stock units (PRSUs) that will vest on a performance condition:

 

Performance-

 

 

 

 

Weighted

 

Based Restricted

 

Stock Units

 

Weighted

 

Time-Based

 

Average Grant

 

Based on a

Average Grant

Performance

Date Fair

 

Restricted

 

Date Fair

 

 

Condition

 

Value

 

Stock

 

Value

 

Unvested at December 31, 2021

 

41,583

$

24.68

 

23,208

$

24.61

Granted

 

 

 

12,013

 

23.77

Vested

 

7,670

 

27.30

 

11,557

 

24.68

Forfeited

 

4,768

 

27.30

 

 

Unvested at March 31, 2022

 

29,145

$

23.56

Unvested at June 30, 2022

 

23,664

$

25.06

Unvested at December 31, 2020

 

40,585

$

25.83

 

23,695

$

24.24

Granted

 

219

 

21.05

 

10,849

 

26.67

Vested

 

7,473

 

30.73

 

11,336

 

25.81

Forfeited

 

4,545

 

30.73

 

 

Unvested at March 31, 2021

 

28,786

$

23.75

Unvested at June 30, 2021

 

23,208

$

24.61

1920

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As of June 30, 2022, the Company had $497,000 of unrecognized compensation costs related to time-based restricted stock.

The table below presents the performance-based restricted stock units (PRSUs) that will vest on a performance condition:

 

 

Performance-

 

Based Restricted

 

 

Stock Units

 

Weighted

Based on a

Average Grant

Performance

Date Fair

 

 

Condition

 

Value

Unvested at December 31, 2021

 

41,583

$

24.68

Granted

 

14,412

 

23.77

Vested

 

7,670

 

27.30

Forfeited

 

4,768

 

27.30

Unvested at June 30, 2022

 

43,557

$

23.63

Unvested at December 31, 2020

 

40,585

$

25.83

Granted

 

13,016

 

26.67

Vested

 

7,473

 

30.73

Forfeited

 

4,545

 

30.73

Unvested at June 30, 2021

 

41,583

$

24.68

The fair value of these PRSUs is based on the fair value of the Company’s stock on the date of grant. As of March 31,June 30, 2022, the Company had $42,000249,000 of unrecognized compensation costs related to these PRSUs. Performance will be measured over a three-year performance period and will be cliff vested. The performance condition is measured quarterly by comparing the Company’s three-year return on average equity to a peer group of banks. The Company’s percentile ranking in the peer group is used to adjust the number of PRSUs that are expected to vest.

The table below presents the PRSUs that will vest on a market condition:

Performance-

Performance-

Based Restricted

Monte Carlo

Based Restricted

Monte Carlo

Stock Units

Valuation of

Stock Units

Valuation of

Based on a

the Company's

Based on a

the Company's

 

Market Condition

 

Stock

 

Market Condition

 

Stock

Unvested at December 31, 2021

 

10,396

$

24.03

 

10,396

$

24.03

Granted

 

 

3,603

24.42

Vested

 

 

 

 

Forfeited

 

3,110

 

24.45

 

3,110

 

24.45

Unvested at March 31, 2022

 

7,286

$

23.85

Unvested at June 30, 2022

 

10,889

$

24.04

Unvested at December 31, 2020

 

10,147

$

24.69

 

10,147

$

24.69

Granted

 

55

22.16

 

3,254

25.94

Vested

 

1,628

 

30.73

 

1,628

 

28.32

Forfeited

 

1,377

 

30.73

 

1,377

 

28.32

Unvested at March 31, 2021

 

7,197

$

23.15

Unvested at June 30, 2021

 

10,396

$

24.03

As of March 31,June 30, 2022, the Company had $56,000$100,000 of unrecognized compensation costs related to the PRSUs that are based on a market condition. The market value of PRSUs that will vest on a market condition is determined by a Monte Carlo valuation of the Company’s stock as of the grant date. Performance will be measured over a three-year performance period and will be cliff vested. The market condition is measured quarterly by comparing the Company’s three-year average total stock return to a peer group of other banks. The Company’s percentile ranking in the peer group determines how many PRSUs will vest.

21

Table of Contents

(11)    Earnings Per Share

Holders of unvested restricted stock accrue dividends at the same rate as common shareholders and they both share equally in undistributed earnings. Unvested restricted stock awards that are time-based contain nonforfeitable rights to dividends or dividend equivalents and are considered to be participating securities in the earnings per share computation using the two-class method. Under the two-class method, earnings are allocated to common shareholders and participating securities according to their respective rights to earnings. Unvested restricted stock awards that vest based on performance or market conditions are not considered to be participating securities in the earnings per share calculation because accrued dividends on shares that do not vest are forfeited.

The table below presents the information used to compute basic and diluted earnings per share:

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 30,

 

June 30,

 

(Dollars in thousands, except per share data)

 

2022

 

2021

 

2022

 

2021

 

 

Net income

$

4,110

$

4,058

$

8,820

$

9,071

Income allocated to participating securities

(24)

(21)

(47)

(24)

Net income available to common shareholders

$

4,086

$

4,037

$

8,773

$

9,047

Weighted-average number of shares used in:

Basic earnings per share

 

8,876,691

 

9,117,467

 

8,928,127

 

9,124,086

Dilutive common stock equivalents:

Stock options and restricted stock units

 

50,482

 

44,881

 

49,707

 

41,917

Diluted earnings per share

 

8,927,173

 

9,162,348

 

8,977,834

 

9,166,003

Net income per common share, basic

$

0.46

$

0.44

$

0.98

$

0.99

Net income per common share, diluted

$

0.46

$

0.44

$

0.98

$

0.99

2022

Table of Contents

The table below presents the information used to compute basic and diluted earnings per share:

 

 

Three Months Ended

 

 

 

 

 

March 31,

 

 

(Dollars in thousands, except per share data)

 

2022

 

2021

 

 

 

Net income

$

4,710

$

5,013

Income allocated to participating securities

(24)

(2)

Net income available to common shareholders

$

4,686

$

5,011

Weighted-average number of shares used in:

Basic earnings per share

 

8,980,135

 

9,130,777

Dilutive common stock equivalents:

Stock options and restricted stock units

 

34,319

 

22,673

Diluted earnings per share

 

9,014,454

 

9,153,450

Net income per common share, basic

$

0.52

$

0.55

Net income per common share, diluted

$

0.52

$

0.55

(12)    Other Comprehensive Loss

The table below presents the changes in the components of accumulated other comprehensive loss, net of taxes:

 

Unfunded

 

Unrealized

 

 

 

 

 

Unfunded

 

Unrealized

 

 

 

 

 

Pension

 

(Gain)/Loss on

 

 

 

 

 

Pension

 

(Gain)/Loss on

 

 

 

 

(Dollars in thousands)

 

Liability

 

Securities

 

Total

 

 

Liability

 

Securities

 

Total

 

Three months ended March 31, 2022

Three months ended June 30, 2022

Balances at beginning of period

$

5,524

$

$

5,524

$

5,524

$

103

$

5,627

Other comprehensive loss, net of taxes

 

 

103

 

103

 

774

 

774

Net current period other comprehensive loss

 

 

103

 

103

 

 

774

 

774

Balances at end of period

$

5,524

$

103

$

5,627

$

5,524

$

877

$

6,401

Three months ended March 31, 2021

Three months ended June 30, 2021

Balances at beginning of period

$

8,967

$

(190)

$

8,777

Amounts reclassified from other comprehensive income, net of taxes

 

 

190

 

190

Net current period other comprehensive loss

 

 

190

 

190

Balances at end of period

$

8,967

$

$

8,967

Six months ended June 30, 2022

Balances at beginning of period

$

5,524

$

$

5,524

Other comprehensive loss, net of taxes

 

 

877

 

877

Net current period other comprehensive loss

 

 

877

 

877

Balances at end of period

$

5,524

$

877

$

6,401

Six months ended June 30, 2021

Balances at beginning of period

$

8,967

$

(276)

$

8,691

$

8,967

$

(276)

$

8,691

Other comprehensive loss, net of taxes

3

3

3

3

Amounts reclassified from other comprehensive income, net of taxes

 

 

83

 

83

 

 

273

 

273

Net current period other comprehensive loss

 

 

86

 

86

 

���

 

276

 

276

Balances at end of period

$

8,967

$

(190)

$

8,777

$

8,967

$

$

8,967

The table below presents the tax effect on each component of accumulated other comprehensive loss:

 

Three Months Ended March 31,

 

 

Three Months Ended June 30,

 

 

2022

 

2021

 

 

2022

 

2021

 

 

Pretax

 

 

 

 

After Tax

 

Pretax

 

 

 

 

After Tax

 

 

Pretax

 

 

 

 

After Tax

 

Pretax

 

 

 

 

After Tax

 

(Dollars in thousands)

 

Amount

 

Tax

 

Amount

 

Amount

 

Tax

 

Amount

 

 

Amount

 

Tax

 

Amount

 

Amount

 

Tax

 

Amount

 

Unrealized loss on securities

$

141

$

(38)

$

103

$

4

$

(1)

$

3

$

1,055

$

(281)

$

774

$

$

$

Amount reclassified from other comprehensive income

113

(30)

83

260

(70)

190

Total

$

141

$

(38)

$

103

$

117

$

(31)

$

86

$

1,055

$

(281)

$

774

$

260

$

(70)

$

190

 

 

Six Months Ended June 30,

 

 

2022

 

2021

 

 

Pretax

 

 

 

 

After Tax

 

Pretax

 

 

 

 

After Tax

 

(Dollars in thousands)

 

Amount

 

Tax

 

Amount

 

Amount

 

Tax

 

Amount

 

Unrealized loss on securities

$

1,195

$

(318)

$

877

$

4

$

(1)

$

3

Amount reclassified from other comprehensive income

373

(100)

273

Total

$

1,195

$

(318)

$

877

$

377

$

(101)

$

276

21

Table of Contents

(13)    Revenue Recognition

The Company’s contracts with customers are generally short-term in nature, with cycles of one year or less. These can range from an immediate term for services such as wire transfers, foreign currency exchanges and cashier’s

23

Table of Contents

check purchases, to several days for services such as processing annuity and mutual fund sales. Some contracts may be of an ongoing nature, such as providing deposit account services, including ATM access, check processing, account analysis and check ordering. However, provision of an assessable service and payment for such service is usually concurrent or closely timed. Contracts related to financial instruments, such as loans, investments and debt, are excluded from the scope of this reporting requirement.

After analyzing the Company’s revenue sources, including the amount of revenue received, the timing of services rendered and the timing of payment for these services, the Company has determined that the rendering of services and the payment for such services are generally closely matched. Any differences are not material to the Company’s Consolidated Financial Statements. Accordingly, the Company generally records income when payment for services is received.

Revenue from contracts with customers is reported in service and other fees in other noninterest income in the Consolidated Statements of Income. The table below reconciles the revenue from contracts with customers and other revenue reported in those line items:

 

Service and

 

 

 

Service and

 

 

(Dollars in thousands)

 

Other Fees

 

Other

 

Total

 

Other Fees

 

Other

 

Total

Three months ended March 31, 2022

Three months ended June 30, 2022

Revenue from contracts with customers

$

310

$

44

$

354

$

375

$

56

$

431

Other revenue

31

1,053

1,084

37

130

167

Total

$

341

$

1,097

$

1,438

$

412

$

186

$

598

Three months ended March 31, 2021

Three months ended June 30, 2021

Revenue from contracts with customers

$

957

$

82

$

1,039

$

499

$

42

$

541

Other revenue

38

28

66

31

28

59

Total

$

995

$

110

$

1,105

$

530

$

70

$

600

Six months ended June 30, 2022

Revenue from contracts with customers

$

685

$

100

$

785

Other revenue

68

1,183

1,251

Total

$

753

$

1,283

$

2,036

��

Six months ended June 30, 2021

Revenue from contracts with customers

$

1,456

$

124

$

1,580

Other revenue

69

56

125

Total

$

1,525

$

180

$

1,705

(14)    Leases

The table below presents lease costs and other information for the periods indicated:

 

Three Months Ended

 

 

March 31,

 

(Dollars in thousands)

 

2022

 

2021

 

Lease costs:

Operating lease costs

$

762

$

856

Short-term lease costs

 

15

 

6

Variable lease costs

 

38

 

43

Total lease costs

$

815

$

905

Cash paid for amounts included in measurement of lease liabilities

$

763

$

845

ROU assets obtained in exchange for new operating lease liabilities

$

4,798

$

2,438

 

Three Months Ended

 

Six Months Ended

 

 

June 30,

 

June 30,

 

(Dollars in thousands)

 

2022

 

2021

 

2022

 

2021

 

Lease costs:

Operating lease costs

$

737

$

853

$

1,499

$

1,709

Short-term lease costs

 

77

 

11

 

92

 

17

Variable lease costs

 

40

 

39

 

78

 

82

Total lease costs

$

854

$

903

$

1,669

$

1,808

Cash paid for amounts included in measurement of lease liabilities

$

764

$

839

$

1,527

$

1,684

ROU assets obtained in exchange for new operating lease liabilities

$

32

$

403

$

4,830

$

2,841

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At March 31,June 30, 2022, future minimum rental commitments under noncancellable operating leases are as follows:

(Dollars in thousands)

    

    

2022

$

2,190

$

1,457

2023

 

2,629

 

2,629

2024

 

2,423

 

2,423

2025

 

1,694

 

1,694

2026

 

1,491

 

1,491

Thereafter

 

11,707

 

11,707

Total

22,134

21,401

Less lease incentives to be received in 2022

(4,996)

(4,996)

Less present value discount

(2,298)

(2,230)

Present value of leases

$

14,840

$

14,175

The table below presents other lease related information:

March 31,

March 31,

June 30,

June 30,

    

2022

    

2021

 

    

2022

    

2021

 

Weighted-average remaining lease term (years)

 

8.92

 

6.33

 

8.96

 

6.15

Weighted-average discount rate

1.90

%

2.20

%

1.90

%

2.16

%

(15)    Fair Value

In accordance with the Fair Value Measurements and Disclosures topic of the FASB ASC, the Company groups its financial assets and liabilities measured or disclosed at fair value into three levels based on the markets in which the financial assets and liabilities are traded and the reliability of the assumptions used to determine fair value as follows:

Level 1 — Valuation is based upon quoted prices (unadjusted) for identical assets or liabilities traded in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available.

Level 2 — Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

Level 3 — Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect management’s own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of discounted cash flow models and similar techniques that require the use of significant judgment or estimation.

In accordance with the Fair Value Measurements and Disclosures topic, the Company bases its fair values on the price that it would expect to receive if an asset were sold or the price that it would expect to pay to transfer a liability in an orderly transaction between market participants at the measurement date. Also as required, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when developing fair value measurements.

The Company uses fair value measurements to determine fair value disclosures. Investment securities available for sale and derivatives are recorded at fair value on a recurring basis. From time to time, the Company may be required to record other financial assets at fair value on a nonrecurring basis, such as loans held for sale, impaired loans and investments, and mortgage servicing assets. These nonrecurring fair value adjustments typically involve application of the lower of cost or fair value accounting or write-downs of individual assets.

Investment Securities Available for Sale. The estimated fair values of U.S. government-sponsored mortgage-backed securities are considered Level 2 inputs because the valuation for investment securities utilized pricing models that varied based on asset class and included trade, bid and other observable market information.

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Investment Securities Available for Sale. The estimated fair values of U.S. government-sponsored mortgage-backed securities are considered Level 2 inputs because the valuation for investment securities utilized pricing models that varied based on asset class and included trade, bid and other observable market information.

Interest Rate Contracts. The Company may enter into interest rate lock commitments with borrowers on loans intended to be sold. To manage interest rate risk on the lock commitments, the Company may also enter into forward loan sale commitments. The interest rate lock commitments and forward loan sale commitments are treated as derivatives and are recorded at their fair value determined by referring to prices quoted in the secondary market for similar contracts. The fair value inputs are considered Level 2 inputs. Interest rate contracts that are classified as assets are included with prepaid expenses and other assets on the Consolidated Balance Sheet while interest rate contracts that are classified as liabilities are included with accounts payable and accrued expenses.

The estimated fair values of the Company’s financial instruments are as follows:

Carrying

Fair Value Measurements Using

 

Carrying

Fair Value Measurements Using

 

(Dollars in thousands)

    

Amount

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

 

    

Amount

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

 

March 31, 2022

June 30, 2022

Assets

Cash and cash equivalents

$

65,784

$

65,784

$

65,784

$

$

$

70,620

$

70,620

$

70,620

$

$

Investment securities available for sale

5,268

5,268

5,268

23,222

23,222

23,222

Investment securities held to maturity

 

663,826

615,381

615,381

 

705,904

616,040

616,040

Loans held for sale

 

1,009

1,009

1,009

Loans receivable, net

 

1,295,355

1,225,100

1,225,100

 

1,286,618

1,189,353

1,189,353

FHLB stock

 

8,197

8,197

8,197

 

8,197

8,197

8,197

FRB stock

3,163

3,163

3,163

3,167

3,167

3,167

Accrued interest receivable

 

5,849

5,849

19

1,242

4,588

 

5,913

5,913

17

1,411

4,485

Interest rate contracts

 

77

77

77

 

1

1

1

Liabilities

Deposits

 

1,675,568

1,673,224

1,453,007

220,217

 

1,729,592

1,725,555

1,422,804

302,751

Advances from the Federal Home Loan Bank

 

141,000

136,908

136,908

 

141,000

135,414

135,414

Securities sold under agreements to repurchase

 

10,000

9,751

9,751

 

10,000

9,642

9,642

Accrued interest payable

 

50

50

37

13

 

141

141

39

102

Interest rate contracts

 

24

24

24

 

1

1

1

December 31, 2021

Assets

Cash and cash equivalents

$

99,859

$

99,859

$

99,859

$

$

$

99,859

$

99,859

$

99,859

$

$

Investment securities held to maturity

 

636,442

634,987

634,987

 

636,442

634,987

634,987

Loans receivable, net

 

1,302,824

1,314,609

1,314,609

 

1,302,824

1,314,609

1,314,609

FHLB stock

 

8,173

8,173

8,173

 

8,173

8,173

8,173

FRB stock

3,158

3,158

3,158

3,158

3,158

3,158

Accrued interest receivable

 

5,786

5,786

16

1,126

4,644

 

5,786

5,786

16

1,126

4,644

Interest rate contracts

 

9

9

9

 

9

9

9

Liabilities

Deposits

 

1,681,828

1,682,078

1,456,773

225,305

 

1,681,828

1,682,078

1,456,773

225,305

Advances from the Federal Home Loan Bank

 

141,000

141,867

141,867

 

141,000

141,867

141,867

Securities sold under agreements to repurchase

 

10,000

10,143

10,143

 

10,000

10,143

10,143

Accrued interest payable

 

35

35

34

1

 

35

35

34

1

Interest rate contracts

 

9

9

9

 

9

9

9

At March 31,June 30, 2022 and December 31, 2021, neither the commitment fees received on commitments to extend credit nor the fair value thereof was material to the Consolidated Financial Statements of the Company.

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The table below presents the balance of assets and liabilities measured at fair value on a recurring basis:

(Dollars in thousands)

    

Level 1

    

Level 2

    

Level 3

    

Total

 

    

Level 1

    

Level 2

    

Level 3

    

Total

 

 

 

March 31, 2022

June 30, 2022

Interest rate contracts — assets

$

$

77

$

$

77

$

$

1

$

$

1

Interest rate contracts — liabilities

 

 

(24)

 

 

(24)

 

 

(1)

 

 

(1)

Investment securities available for sale

5,268

5,268

23,222

23,222

December 31, 2021

Interest rate contracts — assets

$

$

9

$

$

9

$

$

9

$

$

9

Interest rate contracts — liabilities

 

 

(9)

 

 

(9)

 

 

(9)

 

 

(9)

The table below presents the balance of assets measured at fair value on a nonrecurring basis as of March 31, 2022 and the related loss for the three months ended March 31, 2022. There were 0 assets measured at fair value on a nonrecurring basis as of December 31, 2021. There were 0or liabilities measured at fair value on a nonrecurring basis as of March 31,June 30, 2022 or December 31, 2021.

 

 

Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Dollars in thousands)

 

Adjustment Date

Level 1

 

Level 2

 

Level 3

 

Total

 

Total Losses

 

March 31, 2022

Loans held for sale

3/31/2022

1,009

1,009

(42)

(16)    Subsequent Events

On AprilJuly 12, 2022, Territorial Bancorp Inc. announced the completion of its eleventh repurchase program. Under this repurchase program, the Company was authorized to repurchase up to $5,000,000 of the Company’s outstanding shares.

On July 28, 2022, the Board of Directors of Territorial Bancorp Inc. declared a quarterly cash dividend of $0.23 per share of common stock. The dividend is expected to be paid on May 26,August 25, 2022 to stockholders of record as of May 12,August 11, 2022.

ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Information

This Quarterly Report contains forward-looking statements, which can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “plan,” “seek,” “expect,” “will,” “may,” “continue” and words of similar meaning. These forward-looking statements include, but are not limited to:

statements of our goals, intentions and expectations;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding the asset quality of our loan and investment portfolios; and

estimates of our risks and future costs and benefits.

These forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. You should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this Quarterly Report.

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The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

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risks, uncertainties and other factors relating to the COVID-19 pandemic, including the length of time that the pandemic continues, the imposition of any restrictions on individual or business activities; the severity and duration of the effect of the pandemic on the general economy and on the businesses of our borrowers and their ability to make payments on their obligations; the remedial actions and stimulus measures adopted by federal, state and local governments and the inability of employees to work due to illness or quarantine;

general economic conditions, internationally, nationally or in our market areas, that are worse than expected;

competition among depository and other financial institutions;

inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments;instruments or our ability to originate mortgage loans;

adverse changes in the securities or credit markets;

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;

changes in monetary or fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Federal Reserve Board;

our ability to enter new markets successfully and capitalize on growth opportunities;

our ability to successfully integrate acquired entities, if any;

changes in consumer demand, spending, borrowing and savings habits;

changes in accounting and auditing policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;

changes in our organization, compensation and benefit plans;

the timing and amount of revenues that we may recognize;

the value and marketability of collateral underlying our loan portfolios;

our ability to retain key employees;

cyber attacks, computer viruses and other technological risks that may breach the security of our websites or other systems to obtain unauthorized access to confidential information, destroy data or disable our systems;

technological changes that may be more difficult or expensive than expected;

the ability of third-party providers to perform their obligations to us;

the ability of the U.S. Government to manage federal debt limits;

the effects of any federal government shutdown;

the quality and composition of our investment portfolio;

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changes in market and other conditions that would affect our ability to repurchase our common stock;

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Table of Contents

changes in our financial condition or results of operations that reduce capital available to pay dividends;

the effects of climate change and societal, investor and governmental responses to climate change;

the effects of social and governance change and societal and investor sentiment and governmental responses to social and governance matters;

the effects of domestic and international hostilities, including terrorism; and

changes in the financial condition or future prospects of issuers of securities that we own.

Given the ongoing and dynamic nature of the circumstances, it is difficult to predict the full impact of the COVID-19 pandemic on our business. The extent of such impact will depend on future developments, which are highly uncertain. As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations:

demand for our products and services may decline, making it difficult to grow assets and income;

collateral for loans, especially real estate, may decline in value, which could cause loan losses to increase;

disruptions to the global supply chain may have a destabilizing effect on financial markets, key market indices and overall economic activity;

our allowance for loan losses may have to be increased if borrowers experience financial difficulties beyond loan deferral periods, which will adversely affect our net income;

the net worth and liquidity of our borrowers and any loan guarantors may decline, impairing their ability to honor commitments to us;

a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend and reduce the amount of our shares we repurchase;

our cyber security risks are increased as the result of an increase in the number of employees working remotely;

we rely on third party vendors for certain services and the unavailability of a critical service due to the COVID-19 pandemic could have an adverse effect on us;

Federal Deposit Insurance Corporation premiums may increase if the agency experiences additional resolution costs; and

the productivity and availability of key personnel and other employees necessary to conduct business, including through issues with employee retention caused by the pandemic and related governmental actions or otherwise, may be negatively impacted.

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.

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Table of Contents

Overview

We have historically operated as a traditional thrift institution. The significant majority of our assets consist of long-term, fixed-rate residential mortgage loans and mortgage-backed securities, which we have funded primarily with deposit inflows, cash balances at the Federal Reserve Bank, loan and security repayments, advances from the Federal Home Loan Bank, our capital, proceeds from securities sold under agreements to repurchase and proceeds from loan

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and security sales. As a result, we may be vulnerable to increases in interest rates, as our interest-bearing liabilities mature or reprice more quickly than our interest-earning assets.

We have continued our focus on originating one- to four-family residential real estate loans. Our emphasis on conservative loan underwriting has resulted in continued low levels of nonperforming assets. Our nonperforming assets, which can include nonaccrual loans and real estate owned, totaled $3.24.0 million, or 0.15%0.18% of total assets at March 31,June 30, 2022 compared to $3.3 million, or 0.15% of total assets at December 31, 2021. 2021We recorded a reversal of loan loss provisions for $168,000$494,000 and $913,000$1.3 million for the threesix months ended March 31,June 30, 2022 and 2021, respectively. The reversal of loan loss provisions occurred primarily due to decreases in the amount of loans in our loan payment deferral program, Hawaii’s unemployment rate and the size of our loan portfolio. The loan payment deferral program was created to assist borrowers who were experiencing financial hardship due to the COVID-19 pandemic.

Other than our loans for the construction of one- to four-family residential homes, we do not offer “interest only” mortgage loans (where the borrower pays only interest for an initial period, after which the loan converts to a fully amortizing loan) on one- to four-family residential properties. We also do not offer loans that provide for negative amortization of principal, such as “Option ARM” loans, where the borrower can pay less than the interest owed on their loan, resulting in an increased principal balance during the life of the loan. We do not offer “subprime loans” (loans that generally target borrowers with weakened credit histories typically characterized by payment delinquencies, previous charge-offs, judgments, bankruptcies, or borrowers with questionable repayment capacity as evidenced by low credit scores or high debt-burden ratios) or Alt-A loans (traditionally defined as nonconforming loans having less than full documentation). We also do not own any private label mortgage-backed securities that are collateralized by Alt-A, low or no documentation or subprime mortgage loans.

We sold fixed-rate mortgage loans held for sale with principal balances of $2.0$5.0 million and $12.2$14.5 million during the threesix months ended March 31,June 30, 2022 and 2021, respectively. Federal Home Loan Bank advances remained constant at $141.0 million for the threesix months ended March 31,June 30, 2022 and 2021. Securities sold under agreements to repurchase remained constant at $10.0 million for the threesix months ended March 31,June 30, 2022 and 2021.

Our investments in mortgage-backed securities have been issued by Freddie Mac or Fannie Mae, which are U.S. government-sponsored enterprises, or Ginnie Mae, which is a U.S. government agency. These entities guarantee the payment of principal and interest on our mortgage-backed securities. As of March 31,June 30, 2022 and December 31, 2021, we owned $669.1$729.1 million and $636.4 million, respectively, of mortgage-backed securities issued by Freddie Mac, Fannie Mae and Ginnie Mae.

Critical Accounting Policies

There are no material changes to the critical accounting policies disclosed in Territorial Bancorp Inc.’s Annual Report on Form 10-K for the year ended December 31, 2021.

Comparison of Financial Condition at March 31,June 30, 2022 and December 31, 2021

Assets. Our total assets decreasedincreased by $2.649.4 million, or 0.1%2.3%, to $2.1$2.2 billion at March 31,June 30, 2022. The decreaseincrease in assets was primarily due to a $34.1$92.7 million increase in total investment securities, which was partially offset by a $29.2 million decrease in cash and cash equivalents that was partially offset byand a $32.7$16.2 million increasedecrease in total investment securities.net loans receivable.

Cash and Cash Equivalents. Cash and cash equivalents were $65.8$70.6 million at March 31,June 30, 2022, a decrease of $34.1$29.2 million, or 34.1%29.3%, since December 31, 2021. The decrease in cash and cash equivalents was primarily caused by a

28

Table of Contents

$32.7 $92.7 million increase in total investment securities and a $6.3 million decrease in deposits, which was partially offset by a $6.5$47.8 million increase in deposits and a $16.2 million decrease in total loans.

Loans. Total loans including $1.0 million of loans held for sale, were $1.3 billion at March 31,June 30, 2022, or 60.9%59.0% of total assets. During the threesix months ended March 31,June 30, 2022, the loan portfolio including loans held for sale, decreased by $6.5$16.2 million, or 0.5%1.2%. The decrease in the loan portfolio primarily occurred as principal repayments and loan sales exceeded the origination of new loans.

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Table of Contents

Securities. Total securities, including $5.3$23.2 million of investments available for sale, were $669.1$729.1 million at March 31,June 30, 2022, or 31.4%33.4% of total assets. During the threesix months ended March 31,June 30, 2022, the securities portfolio increased by $32.7$92.7 million, or 5.1%14.6%. The increase in the securities balance occurred as purchases exceeded principal repayments. Mortgage-backed securities were purchased to offset the decrease in interest income that occurred because of the decrease in our loan portfolio.

At March 31,June 30, 2022, none of the underlying collateral for the securities consisted of subprime or Alt-A (traditionally defined as nonconforming loans having less than full documentation) loans.

Deposits. Deposits were $1.7 billion at March 31,June 30, 2022, a decreasean increase of $6.3$47.8 million, or 0.4%2.8%, since December 31, 2021. The decreasegrowth in deposits was primarily due to decreases of $12.4an $81.7 million in savings accounts and $2.5 millionincrease in certificates of deposit. These decreases weredeposit that was partially offset by an $8.1a $40.8 million increasedecrease in checking accountspassbook savings during the threesix months ended March 31,June 30, 2022.

Borrowings. Our borrowings consist of advances from the Federal Home Loan Bank and funds borrowed under securities sold under agreements to repurchase. During the threesix months ended March 31,June 30, 2022, total borrowings remained constant at $151.0 million.

Stockholders’ Equity. Total stockholders’ equity was $258.0$255.9 million at March 31,June 30, 2022, an increasea decrease of $1.7 million,$417,000, or 0.6%0.2%, from $256.3 million at December 31, 2021. The increasedecrease in stockholders’ equity occurred primarily as our net income exceeded dividends declared and shares repurchased.repurchased exceeded our net income.

Average Balances and Yields

The following tables set forth average balance sheets, yields and rates, and certain other information for the periods indicated. No tax-equivalent yield adjustments were made, as we did not hold any tax-free investments. All average balances are daily average balances. Nonaccrual loans were included in the computation of average balances and are included with accrual loans in the tables. However, no interest income was attributed to nonaccrual loans. The yields set forth below include the effect of net deferred costs, discounts and premiums that are amortized or accreted to interest income of $1,000$21,000 and $158,000$23,000 for the three and six months ended March 31,June 30, 2022, respectively, and $96,000 and $255,000 for the three and six months ended June 30, 2021, respectively.

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Table of Contents

 

 

For the Three Months Ended March 31,

 

 

 

2022

 

2021

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

Outstanding

 

 

 

 

Yield/Rate

 

Outstanding

 

 

 

 

Yield/Rate

 

 

 

Balance

 

Interest

 

(1)

 

Balance

 

Interest

 

(1)

 

 

(Dollars in thousands)

Interest-earning assets:

Loans:

Real estate loans:

First mortgage:

    

    

    

    

    

    

 

One- to four-family residential (2)

$

1,261,293

$

10,923

 

3.46

%  

$

1,336,957

$

12,566

 

3.76

%

Multi-family residential

 

5,265

59

 

4.48

 

6,927

80

 

4.62

Construction, commercial and other

20,075

208

 

4.14

 

18,078

199

 

4.40

Home equity loans and lines of credit

 

6,866

88

 

5.13

 

8,750

107

 

4.89

Other loans

 

8,741

79

 

3.62

 

9,620

97

 

4.03

Total loans

 

1,302,240

11,357

 

3.49

 

1,380,332

 

13,049

 

3.78

Investment securities:

U.S. government sponsored mortgage-backed securities (2)

 

656,885

3,423

 

2.08

 

275,438

1,825

 

2.65

Total securities

 

656,885

3,423

 

2.08

 

275,438

 

1,825

 

2.65

Other

 

71,918

176

 

0.98

 

370,468

231

 

0.25

Total interest-earning assets

 

2,031,043

14,956

 

2.95

 

2,026,238

15,105

 

2.98

Non-interest-earning assets

 

88,764

 

84,441

Total assets

$

2,119,807

$

2,110,679

Interest-bearing liabilities:

Savings accounts

$

1,080,757

193

 

0.07

%  

$

1,029,007

354

 

0.14

%

Certificates of deposit

 

207,925

388

 

0.75

 

300,419

946

 

1.26

Money market accounts

 

5,382

1

 

0.07

 

7,793

4

 

0.21

Checking and Super NOW accounts

 

300,827

15

 

0.02

 

252,328

13

 

0.02

Total interest-bearing deposits

 

1,594,891

597

 

0.15

 

1,589,547

1,317

 

0.33

Federal Home Loan Bank advances

 

141,000

511

 

1.45

 

141,000

536

 

1.52

Securities sold under agreements to repurchase

 

10,000

44

 

1.76

 

10,000

46

 

1.84

Total interest-bearing liabilities

 

1,745,891

1,152

 

0.26

 

1,740,547

1,899

 

0.44

Non-interest-bearing liabilities

 

115,458

 

118,461

Total liabilities

 

1,861,349

 

1,859,008

Stockholders’ equity

 

258,458

 

251,671

Total liabilities and stockholders’ equity

$

2,119,807

$

2,110,679

Net interest income

$

13,804

$

13,206

Net interest rate spread (3)

 

2.69

%  

 

2.54

%

Net interest-earning assets (4)

$

285,152

$

285,691

Net interest margin (5)

 

2.72

%  

 

2.61

%

Interest-earning assets to interest-bearing liabilities

 

116.33

%  

 

116.41

%  

 

 

For the Three Months Ended June 30,

 

 

 

2022

 

2021

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

Outstanding

 

 

 

 

Yield/Rate

 

Outstanding

 

 

 

 

Yield/Rate

 

 

 

Balance

 

Interest

 

(1)

 

Balance

 

Interest

 

(1)

 

 

(Dollars in thousands)

Interest-earning assets:

Loans:

Real estate loans:

First mortgage:

    

    

    

    

    

    

 

One- to four-family residential (2)

$

1,251,212

$

10,744

 

3.43

%  

$

1,285,523

$

11,663

 

3.63

%

Multi-family residential

 

4,557

49

 

4.30

 

6,569

76

 

4.63

Construction, commercial and other

21,694

222

 

4.09

 

18,478

207

 

4.48

Home equity loans and lines of credit

 

6,251

80

 

5.12

 

8,191

101

 

4.93

Other loans

 

8,528

81

 

3.80

 

9,342

87

 

3.73

Total loans

 

1,292,242

11,176

 

3.46

 

1,328,103

 

12,134

 

3.65

Investment securities:

U.S. government sponsored mortgage-backed securities (2)

 

704,019

3,928

 

2.23

 

409,098

2,394

 

2.34

Total securities

 

704,019

3,928

 

2.23

 

409,098

 

2,394

 

2.34

Other

 

71,807

267

 

1.49

 

322,111

228

 

0.28

Total interest-earning assets

 

2,068,068

15,371

 

2.97

 

2,059,312

14,756

 

2.87

Non-interest-earning assets

 

91,668

 

86,203

Total assets

$

2,159,736

$

2,145,515

Interest-bearing liabilities:

Savings accounts

$

1,057,543

208

 

0.08

%  

$

1,059,267

284

 

0.11

%

Certificates of deposit

 

263,210

512

 

0.78

 

283,556

790

 

1.11

Money market accounts

 

5,668

2

 

0.14

 

5,118

2

 

0.16

Checking and Super NOW accounts

 

310,794

16

 

0.02

 

272,516

14

 

0.02

Total interest-bearing deposits

 

1,637,215

738

 

0.18

 

1,620,457

1,090

 

0.27

Federal Home Loan Bank advances

 

141,000

516

 

1.46

 

141,000

537

 

1.52

Securities sold under agreements to repurchase

 

10,000

47

 

1.88

 

10,000

45

 

1.80

Total interest-bearing liabilities

 

1,788,215

1,301

 

0.29

 

1,771,457

1,672

 

0.38

Non-interest-bearing liabilities

 

113,624

 

120,798

Total liabilities

 

1,901,839

 

1,892,255

Stockholders’ equity

 

257,897

 

253,260

Total liabilities and stockholders’ equity

$

2,159,736

$

2,145,515

Net interest income

$

14,070

$

13,084

Net interest rate spread (3)

 

2.68

%  

 

2.49

%

Net interest-earning assets (4)

$

279,853

$

287,855

Net interest margin (5)

 

2.72

%  

 

2.54

%

Interest-earning assets to interest-bearing liabilities

 

115.65

%  

 

116.25

%  

(1)Annualized.
(2)Average balance includes loans or investments held to maturity and available for sale, as applicable.
(3)Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(4)Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(5)Net interest margin represents net interest income divided by average total interest-earning assets.

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For the Six Months Ended June 30,

 

 

 

2022

 

2021

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

 

 

 

    

 

 

Outstanding

 

 

 

 

Yield/Rate

 

Outstanding

 

 

 

 

Yield/Rate

 

 

 

Balance

 

Interest

 

(1)

 

Balance

 

Interest

 

(1)

 

(Dollars in thousands)

 

Interest-earning assets:

Loans:

Real estate loans:

First mortgage:

One- to four-family residential (2)

$

1,256,225

$

21,667

 

3.45

%  

$

1,311,098

$

24,229

 

3.70

%

Multi-family residential

 

4,909

 

108

 

4.40

 

6,747

 

156

 

4.62

Construction, commercial and other

 

20,889

 

430

 

4.12

 

18,279

 

406

 

4.44

Home equity loans and lines of credit

 

6,557

 

168

 

5.12

 

8,469

 

208

 

4.91

Other loans

 

8,634

 

160

 

3.71

 

9,480

 

184

 

3.88

Total loans

 

1,297,214

 

22,533

 

3.47

 

1,354,073

 

25,183

 

3.72

Investment securities:

U.S. government sponsored mortgage-backed securities (2)

 

680,582

 

7,351

 

2.16

 

342,637

 

4,219

 

2.46

Total securities

 

680,582

 

7,351

 

2.16

 

342,637

 

4,219

 

2.46

Other

 

71,862

 

443

 

1.23

 

346,156

 

459

 

0.27

Total interest-earning assets

 

2,049,658

 

30,327

 

2.96

 

2,042,866

 

29,861

 

2.92

Non-interest-earning assets

 

90,224

 

85,327

Total assets

$

2,139,882

$

2,128,193

Interest-bearing liabilities:

Savings accounts

$

1,069,086

401

 

0.08

%  

$

1,044,220

 

638

 

0.12

%

Certificates of deposit

 

235,720

 

900

 

0.76

 

291,941

 

1,736

 

1.19

Money market accounts

 

5,526

 

3

 

0.11

 

6,448

 

6

 

0.19

Checking and Super NOW accounts

 

305,838

 

31

 

0.02

 

262,478

 

27

 

0.02

Total interest-bearing deposits

 

1,616,170

 

1,335

 

0.17

 

1,605,087

 

2,407

 

0.30

Federal Home Loan Bank advances

 

141,000

 

1,027

 

1.46

 

141,000

 

1,073

 

1.52

Securities sold under agreements to repurchase

 

10,000

 

91

 

1.82

 

10,000

 

91

 

1.82

Total interest-bearing liabilities

 

1,767,170

 

2,453

 

0.28

 

1,756,087

 

3,571

 

0.41

Non-interest-bearing liabilities

 

114,536

 

119,636

Total liabilities

 

1,881,706

 

1,875,723

Stockholders’ equity

 

258,176

 

252,470

Total liabilities and stockholders’ equity

$

2,139,882

$

2,128,193

Net interest income

$

27,874

$

26,290

Net interest rate spread (3)

 

2.68

%  

 

2.51

%

Net interest-earning assets (4)

$

282,488

$

286,779

Net interest margin (5)

 

2.72

%  

 

2.57

%

Interest-earning assets to interest-bearing liabilities

 

115.99

%  

 

116.33

%  

(1)Annualized.
(2)Average balance includes loans or investments held to maturity and available for sale, as applicable.
(3)Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.
(4)Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(5)Net interest margin represents net interest income divided by average total interest-earning assets.

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Table of Contents

Comparison of Operating Results for the Three Months Ended March 31,June 30, 2022 and 2021

General. Net income decreasedincreased by $303,000,$52,000, or 6.0%1.3%, from $5.0and was $4.1 million for each of the three months ended March 31, 2021 to $4.7 million for the three months ended March 31, 2022.June 30, 2022 and 2021. The decreaseincrease in net income was primarily due to a $745,000 reduction$986,000 increase in the reversal of loan loss provisions, a $586,000 decrease in non-interestnet interest income and a $44,000 increase$39,000 decrease in non-interest expense. These decreasesincreases to net income were partially offset by a $598,000 increase$927,000 decrease in net interestnon-interest income and a $474,000 decrease$46,000 reduction in income taxes.the reversal of loan loss provisions.

Net Interest Income. Net interest income increased by $598,000,$986,000, or 4.5%7.5%, to $13.8$14.1 million for the three months ended March 31,June 30, 2022 from $13.2$13.1 million for the three months ended March 31, 2021.June 30, 2021. Interest income increased by $615,000, or 4.2%, primarily due to an $8.8 million increase in the average balance of interest-earning assets and a 10 basis point increase in the yield on average interest-earning assets. Interest expense decreased by $747,000,$371,000, or 39.3%22.2%, due to an 18a nine basis point decrease in the cost of average interest-bearing liabilities, which was partially offset by a $5.3$16.8 million increase in the average balance of interest-bearing liabilities. Interest income decreased by $149,000, or 1.0%, due to a three basis point decrease in the yield of average interest-earning assets, which was partially offset by a $4.8 million increase in the average balance of interest-earning assets. The net interest rate spread and net interest margin were 2.69%2.68% and 2.72% respectively, for the three months ended March 31, 2022, compared to 2.54% and 2.61%, respectively, for the three months ended March 31,June 30, 2022, compared to 2.49% and 2.54%, respectively, for the three months ended June 30, 2021. The increasesincrease in the net interest rate spread and in the net interest margin are attributable to a 10 basis point increase in the 18yield of average interest-earning assets and a nine basis point decrease in the cost of average interest-bearing liabilities that was partially offset by the three basis point decrease in the yield on average interest-earning assets.liabilities.

Interest Income. Interest income decreasedincreased by $149,000,$615,000, or 1.0%4.2%, to $15.0$15.4 million for the three months ended March 31,June 30, 2022 from $15.1$14.8 million for the three months ended March 31, 2021.June 30, 2021. Interest income on loans decreased by $1.7 million,$958,000, or 13.0%7.9%, to $11.4$11.2 million for the three months ended March 31,June 30, 2022 from $13.0$12.1 million for the three months ended March 31,June 30, 2021. The decrease in interest income on loans occurred because of a 19 basis point decrease in the average yield on loans decreased by 29 basis points and a $35.9 million, or 2.7%, decrease in the average loan balance decreased by $78.1 million, or 5.7%.of loans. The decrease in the yield on average loansyield occurred as higher yielding loans were paid off and new loans with lower interest rates were added to the loan portfolio. The decrease in the average balance of loans occurred as loan repayments and loan sales exceeded new loan originations. Interest income on securities increased by $1.6$1.5 million, or 87.6%64.1%, to $3.4$3.9 million for the three months ended March 31,June 30, 2022 from $1.8$2.4 million for the three months ended March 31,June 30, 2021. The increase in interest income on securities occurred primarily because the average balance of a $381.4securities increased by $294.9 million, increase, or 138.5%72.1%, to $704.0 million for the three months ended June 30, 2022 from $409.1 million for the three months ended June 30, 2021. The increase in the average balance of securities occurred as security purchases exceeded security repayments.mortgage-backed securities were purchased to offset the decrease in interest income on our loan portfolio. This increase in the investment securities portfolio was partially offset by a 57an 11 basis point decreasedecline in the yield on average securities,yield, which occurred as higher yielding securities were paid off or sold and securities with lower interest rates were purchased.

Interest Expense. Interest expense decreased by $747,000,$371,000, or 39.3%22.2%, to $1.2 million for the three months ended March 31, 2022 from $1.9 million for the three months ended March 31, 2021. Interest expense on interest-bearing deposits decreased by $720,000, or 54.7%, from $1.3 million for the three months ended March 31, 2021 to $597,000June 30, 2022 from $1.7 million for the three months ended March 31, 2022. InterestJune 30, 2021. The decrease in interest expense occurred because interest expense on certificates of depositinterest-bearing deposits decreased by $558,000,$352,000, or 59.0%32.3%, to $388,000$738,000 for the three months ended March 31,June 30, 2022 from $946,000$1.1 million for the three months ended March 31,June 30, 2021. The decrease in interest expense on certificates of deposit occurred because ofinterest-bearing deposits was due to a 51nine basis point decrease in the average rate which was augmented by a $92.5 million decrease in the average balance of certificates of deposit. The rate paid on savings accounts decreased by seven basis points as average rates dropped from 0.14% to 0.07%interest-bearing deposits, which was partially offset by a $51.8$16.8 million, or 1.0%, increase in the average balance of savings accounts.interest-bearing deposit balance. The rate paid on average interest-bearing deposits decreased to 0.18% for the three months ended June 30, 2022 from 0.27% for the three months ended June 30, 2021. The decrease in the rate paid on average balance of certificates and increase in the average balance ofinterest-bearing deposits was primarily due to lower interest rates offered on savings accounts occurred as higher costing certificates matured and depositors rolled over the balances into savings accounts with lower interest rates. The decrease in the average rates on certificates of deposit and savings accounts occurred because of a decline in market interest rates.rates that occurred in 2021. The rate paid on average certificates of deposit decreased to 0.78% for the three months ended June 30, 2022 from 1.11% for the three months ended June 30, 2021. The rate paid on average savings accounts decreased to 0.08% for the three months ended June 30, 2022 from 0.11% for the three months ended June 30, 2021.

Provision for Loan Losses. We recorded a reversal of loan loss provisions of $168,000$326,000 and $913,000$372,000 for the three months ended March 31,June 30, 2022 and 2021, respectively. The reversal of loan loss provisions occurred primarily due to decreases in the amount of loans in our loan payment deferral program, Hawaii’s unemployment rate and the size of our loan portfolio. The loan payment deferral program was created to assist borrowers who were experiencing financial hardship due to the COVID-19 pandemic. The provisions recorded resulted in ratios of the allowance for loan losses to total loans of 0.19%0.17% and 0.25%0.23% at March 31,June 30, 2022 and 2021, respectively. Nonaccrual loans totaled $3.2$4.0 million at March 31,June 30, 2022, or 0.25%0.31% of total loans at that date, compared to $4.2 million of nonaccrual loans at March 31,June 30, 2021, or 0.31%0.32% of total loans at that date. Nonaccrual loans as of March 31, 2022 and 2021 consisted primarily of one- to

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total loans at that date. Nonaccrual loans as of June 30, 2022 and 2021 consisted primarily of one- to four-family residential real estate loans. We have provided for all losses that can be reasonably estimated based on general and specific conditions at March 31,June 30, 2022 and 2021. For additional information see Note (6), “Loans Receivable and Allowance for Loan Losses” in our Notes to Consolidated Financial Statements.

Noninterest Income. The following table summarizes changes in noninterest income between the three months ended March 31,June 30, 2022 and 2021.

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

June 30,

 

Change

 

 

 

2022

 

2021

 

$ Change

 

% Change

 

(Dollars in thousands)

Service and other fees

$

412

$

530

$

(118)

 

(22.3)

%  

Income on bank-owned life insurance

 

194

 

190

 

4

 

2.1

%

Gain on sale of investment securities

 

 

911

 

(911)

 

(100.0)

%

Gain on sale of loans

 

8

 

26

 

(18)

 

(69.2)

%  

Other

 

186

 

70

 

116

 

165.7

%  

Total

$

800

$

1,727

$

(927)

 

(53.7)

%

Noninterest income decreased by $927,000 for the three months ended June 30, 2022 compared to the three months ended June 30, 2021. During the three months ended June 30, 2021, we sold held-to-maturity mortgage-backed securities with book values of $10.1 million and available-for-sale mortgage-backed securities with book values of $2.0 million and recorded gains of $678,000 and $233,000, respectively. There were no mortgage-backed security sales during the three months ended June 30, 2022. The sale of the held-to-maturity mortgage-backed securities for which we had already collected a substantial portion of the outstanding purchased principal (at least 85%), were in accordance with the Investments – Debt and Equity Securities topic of the FASB ASC and do not taint management’s assertion of its intent to hold the remaining securities in the held-to-maturity portfolio to maturity. Service and other fees decreased by $118,000 primarily due to a reduction in the amount of mortgage loans referred to other financial institutions and mortgage brokers. Other income increased primarily due to interest on bank-owned life insurance net proceeds received during the three months ended June 30, 2022.

Noninterest Expense. The following table summarizes changes in noninterest expense between the three months ended June 30, 2022 and 2021.

 

 

Three Months Ended

 

 

 

 

 

 

June 30,

 

 

Change

 

 

 

2022

 

2021

 

$ Change

    

% Change

 

(Dollars in thousands)

Salaries and employee benefits

$

5,392

$

5,560

$

(168)

 

(3.0)

%  

Occupancy

 

1,648

 

1,572

 

76

 

4.8

%  

Equipment

 

1,236

 

1,064

 

172

 

16.2

%  

Federal deposit insurance premiums

 

143

 

142

 

1

 

0.7

%  

Loss on sale of loans

29

29

%  

Other general and administrative expenses

 

1,125

 

1,274

 

(149)

 

(11.7)

%  

Total

$

9,573

$

9,612

$

(39)

 

(0.4)

%  

Noninterest expense decreased by $39,000 for the three months ended June 30, 2022 compared to the three months ended June 30, 2021. The decrease in salaries and employee benefits was primarily due to a decrease in bonuses, compensation expense and loan agent commissions that was partially offset by a decrease in deferred salary expense for originating new loans. As new loans are originated, salary expense is reduced due to the capitalization of the cost of new loans. The deferred salary expense for originating new loans decreased due to a decrease in the number of loans closed and a decrease in the cost deferred for each loan originated. The decrease in other general and administrative expenses was primarily due to a decrease in legal fees. The increase in equipment fees was primarily due to an increase in service bureau expense.

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

March 31,

 

Change

 

 

 

2022

 

2021

 

$ Change

    

% Change

 

(Dollars in thousands)

Service and other fees

$

341

$

995

$

(654)

 

(65.7)

%  

Income on bank-owned life insurance

 

197

 

188

 

9

 

4.8

%

Gain on sale of investment securities

 

 

526

 

(526)

 

(100.0)

%

Gain on sale of loans

 

18

 

420

 

(402)

 

(95.7)

%  

Other

 

1,097

 

110

 

987

 

897.3

%  

Total

$

1,653

$

2,239

$

(586)

 

(26.2)

%

35

Table of Contents

Income Tax Expense. Income taxes were $1.5 million for the three months ended June 30, 2022, reflecting an effective tax rate of 26.9%, compared to $1.5 million for the three months ended June 30, 2021, reflecting an effective tax rate of 27.2%.

Comparison of Operating Results for the Six Months Ended June 30, 2022 and 2021

General. Net income decreased by $251,000, or 2.8%, to $8.8 million for the six months ended June 30, 2022 from $9.1 million for the six months ended June 30, 2021. The decrease in net income was due to a $1.5 million decrease in non-interest income and a $791,000 reduction in the reversal of loan loss provisions. These decreases to net income were partially offset by a $1.6 million increase in net interest income and a $474,000 decrease in income taxes.

Net Interest Income. Net interest income increased by $1.6 million, or 6.0%, to $27.9 million for the six months ended June 30, 2022 from $26.3 million for the six months ended June 30, 2021. Interest expense decreased by $1.1 million, or 31.3%, due to a 13 basis point decrease in the cost of average interest-bearing liabilities, which was partially offset by an $11.1 million increase in the average balance of interest-bearing liabilities. Interest income increased by $466,000, or 1.6%, due to a four basis point increase in the yield of average interest-earning assets and a $6.8 million increase in the average balance of interest-earning assets. The net interest rate spread and net interest margin were 2.68% and 2.72%, respectively, for the six months ended June 30, 2022, compared to 2.51% and 2.57%, respectively, for the six months ended June 30, 2021. The increases in the net interest rate spread and in the net interest margin are attributable to a 13 basis point decrease in the cost of average interest-bearing liabilities and a four basis point increase in the yield on average interest-earning assets.

Interest Income. Interest income increased by $466,000, or 1.6%, to $30.3 million for the six months ended June 30, 2022 from $29.9 million for the six months ended June 30, 2021. Interest income on securities increased by $3.1 million, or 74.2%, to $7.4 million for the six months ended June 30, 2022 from $4.2 million for the six months ended June 30, 2021. The increase in interest income on securities occurred primarily because of a $337.9 million increase, or 98.6%, in the average balance of securities as security purchases exceeded security repayments. The increase in the average balance of securities occurred as mortgage-backed securities were purchased to offset the decrease in interest income on our loan portfolio. This increase was partially offset by a 30 basis point decrease in the yield on average securities, which occurred as higher yielding securities were paid off or sold and securities with lower interest rates were purchased. Interest income on loans decreased by $2.7 million, or 10.5%, to $22.5 million for the six months ended June 30, 2022 from $25.2 million for the six months ended June 30, 2021. The decrease in interest income on loans occurred because the average yield on loans decreased by 25 basis points and the average loan balance decreased by $56.9 million, or 4.2%. The decrease in the yield on average loans occurred as higher yielding loans were paid off and new loans with lower interest rates were added to the loan portfolio. The decrease in the average balance of loans occurred as loan repayments and sales exceeded new loan originations.

Interest Expense. Interest expense decreased by $1.1 million, or 31.3%, to $2.5 million for the six months ended June 30, 2022 from $3.6 million for the six months ended June 30, 2021. Interest expense on interest-bearing deposits decreased by $1.1 million, or 44.5%, to $1.3 million for the six months ended June 30, 2022 from $2.4 million for the six months ended June 30, 2021. Interest expense on certificates of deposit decreased by $836,000, or 48.2%, to $900,000 for the six months ended June 30, 2022 from $1.7 million for the six months ended June 30, 2021. The decrease in interest expense on certificates of deposit occurred because of a 43 basis point decrease in the average rate which was augmented by a $56.2 million decrease in the average balance of certificates of deposit. Interest expense on savings accounts decreased by $237,000, or 37.1%, to $401,000 for the six months ended June 30, 2022 from $638,000 for the six months ended June 30, 2021. The decrease in interest expense on savings accounts occurred primarily because of a four basis point decrease in the average rate which was partially offset by a $24.9 million increase in the average balance of savings accounts. The decrease in the average rates on certificates of deposit and savings accounts occurred because of a decline in market interest rates.

Provision for Loan Losses. We recorded a reversal of loan loss provisions of $494,000 and $1.3 million for the six months ended June 30, 2022 and 2021, respectively. The reversal of loan loss provisions occurred primarily due to decreases in the amount of loans in our loan payment deferral program, Hawaii’s unemployment rate and the size of our loan portfolio. The loan payment deferral program was created to assist borrowers who were experiencing financial

36

Table of Contents

hardship due to the COVID-19 pandemic. The provisions recorded resulted in ratios of the allowance for loan losses to total loans of 0.17% and 0.23% at June 30, 2022 and 2021, respectively. Nonaccrual loans totaled $4.0 million at June 30, 2022, or 0.31 % of total loans at that date, compared to $4.2 million of nonaccrual loans at June 30, 2021, or 0.32% of total loans at that date. Nonaccrual loans as of June 30, 2022 and 2021 consisted primarily of one- to four-family residential real estate loans. We have provided for all losses that can be reasonably estimated based on general and specific conditions at June 30, 2022 and 2021. For additional information see Note (6), “Loans Receivable and Allowance for Loan Losses” in our Notes to Consolidated Financial Statements.

Noninterest Income. The following table summarizes changes in noninterest income between the six months ended June 30, 2022 and 2021.

 

 

Six Months Ended

 

 

 

 

 

 

 

 

 

June 30,

 

Change

 

 

 

2022

 

2021

 

$ Change

    

% Change

 

(Dollars in thousands)

Service and other fees

$

753

$

1,525

$

(772)

 

(50.6)

%  

Income on bank-owned life insurance

 

391

 

378

 

13

 

3.4

%

Gain on sale of investment securities

 

 

1,437

 

(1,437)

 

(100.0)

%

Gain on sale of loans

 

26

 

446

 

(420)

 

(94.2)

%  

Other

 

1,283

 

180

 

1,103

 

612.8

%  

Total

$

2,453

$

3,966

$

(1,513)

 

(38.1)

%

Noninterest income decreased by $586,000$1.5 million for the threesix months ended March 31,June 30, 2022 compared to the threesix months ended March 31,June 30, 2021.Service and other fees decreased primarily due to a decrease in fee income earned for referring mortgage loan applications to other financial institutions and mortgage brokers. During the threesix months ended March 31,June 30, 2021, we sold $4.8$14.9 million of held-to-maturity mortgage-backed securities and $943,000$3.0 million of available-for-sale mortgage-backed securities and recorded gains of $420,000$1.1 million and $106,000,$339,000, respectively. We did not sell any mortgage-backed securities in the threesix months ended March 31,June 30, 2022. The sale of the held-to-maturity mortgage-backed securities, for which we had already collected a substantial portion of the outstanding purchased principal (at least 85%), was in accordance with the Investments – Debt and Equity Securities topic of the FASB ASC and do not taint management’s assertion of its intent to hold the remaining securities in the held-to-maturity portfolio to maturity. Service and other fees decreased by $772,000, primarily due to a decrease in fee income earned for referring mortgage loan applications to other financial institutions and mortgage brokers. During the threesix months ended March 31,June 30, 2022 and 2021, we sold mortgage loans held for sale with principal balances of $2.0$4.4 million and $12.2$14.5 million, respectively, and recognized gains of $18,000$26,000 and $420,000,$446,000, respectively. Other income increased primarily due to $1.0$1.1 million of bank-owned life insurance net proceeds received during the threesix months ended March 31,June 30, 2022.

Noninterest Expense. The following table summarizes changes in noninterest expense between the threesix months ended March 31,June 30, 2022 and 2021.

 

Three Months Ended

 

 

 

 

 

 

 

 

Six Months Ended

 

 

 

 

 

 

 

 

March 31,

 

Change

    

 

 

June 30,

 

Change

    

 

 

2022

    

2021

 

$ Change

 

% Change

 

 

2022

    

2021

 

$ Change

 

% Change

 

(Dollars in thousands)

(Dollars in thousands)

Salaries and employee benefits

$

5,613

$

5,523

$

90

 

1.6

%  

$

11,005

$

11,083

$

(78)

 

(0.7)

%  

Occupancy

 

1,594

 

1,647

 

(53)

 

(3.2)

%  

 

3,242

 

3,219

 

23

 

0.7

%  

Equipment

 

1,196

 

1,130

 

66

 

5.8

%  

 

2,432

 

2,194

 

238

 

10.8

%  

Federal deposit insurance premiums

 

141

 

141

 

 

%  

 

284

 

283

 

1

 

0.4

%  

Loss on sale of loans

29

 

 

29

 

%  

Other general and administrative expenses

 

1,054

 

1,113

 

(59)

 

(5.3)

%  

 

2,179

 

2,387

 

(208)

 

(8.7)

%  

Total

$

9,598

$

9,554

$

44

 

0.5

%  

$

19,171

$

19,166

$

5

 

0.0

%  

Noninterest expense increased by $44,000$5,000 for the threesix months ended March 31,June 30, 2022 compared to the threesix months ended March 31,June 30, 2021. The increase in salaries and employee benefits was primarily due to a decrease in the deferred salary expense for originating new loans. The increase in equipment expense was primarily due to an increase in data processingservice bureau expense. The decrease in other general and administrative expense was primarily due to a decrease in legal expense. The decrease in occupancy was primarily due to a decrease in rent expense that was primarily due to new office space that was leased with lower rent.

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Table of Contents

in salaries and employee benefits was primarily due to a decrease in bonuses, compensation expense and loan agent commissions that was partially offset by a decrease in deferred salary expense for originating new loans. As new loans are originated, salary expense is reduced due to the capitalization of the cost of new loans. The deferred salary expense for originating new loans decreased due to a decrease in the number of loans closed and a decrease in the cost deferred for each loan originated.

Income Tax Expense. Income taxes were $1.3$2.8 million for the threesix months ended March 31,June 30, 2022, reflecting an effective tax rate of 21.9%24.3%, compared to $1.8$3.3 million for the threesix months ended March 31,June 30, 2021, reflecting an effective tax rate of 26.3%26.7%. The decrease in income tax expense and the effective tax rate during the threesix months ended March 31,June 30, 2022, was primarily due to a $777,000$725,000 decrease in income before taxes and the receipt of $1.0$1.1 million of proceeds on bank-owned life insurance that was not taxable.

Liquidity and Capital Resources

Liquidity is the ability to meet current and future financial obligations. Our primary sources of funds consist of deposit inflows, cash balances at the Federal Reserve Bank, loan and security repayments, advances from the Federal Home Loan Bank, proceeds from securities sold under agreements to repurchase and proceeds from loan and security sales. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage and mortgage-backed security prepayments are greatly influenced by general interest rates, economic conditions and competition. We have established an Asset/Liability Management Committee, consisting of our President and Chief Executive Officer, our Vice Chairman and Co-Chief Operating Officer, our Senior Vice President and Chief Financial Officer and our Vice President and Senior Treasury Analyst, which is responsible for establishing and monitoring our liquidity targets and strategies in order to ensure that sufficient liquidity exists for meeting the borrowing needs and deposit withdrawals of our customers as well as unanticipated contingencies. We believe that we have enough sources of liquidity to satisfy our short- and long-term liquidity needs as of March 31,June 30, 2022.

We regularly monitor and adjust our investments in liquid assets based upon our assessment of:

(i)expected loan demand;

(ii)purchases and sales of investment securities;

(iii)expected deposit flows and borrowing maturities;

(iv)yields available on interest-earning deposits and securities; and

(v)the objectives of our asset/liability management program.

Excess liquid assets are invested generally in interest-earning deposits or securities and may also be used to pay off short-term borrowings.

Our most liquid asset is cash. The amount of this asset is dependent on our operating, financing, lending and investing activities during any given period. At March 31,June 30, 2022, our cash and cash equivalents totaled $65.8$70.6 million. On that date, we had $10.0 million in securities sold under agreements to repurchase outstanding and $141.0 million of Federal Home Loan Bank advances outstanding with the ability to borrow an additional $804.7$769.8 million under Federal Home Loan Bank advances. We have unpledged securities with a market value of $480.5$440.9 million and have the ability to borrow up to $451.7$414.4 million using these securities as collateral. We also have securities with a market value of $6.2$5.6 million pledged to the Federal Reserve Bank and have the ability to borrow up to $5.8$5.3 million using these securities as collateral.

Our cash flows are derived from operating activities, investing activities and financing activities as reported in our Consolidated Statements of Cash Flows included in our Consolidated Financial Statements.

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Table of Contents

At March 31,June 30, 2022, we had $7.2$3.9 million in loan commitments outstanding for fixed-rate loans and had $14.6$13.7 million in unused lines of credit to borrowers. Certificates of deposit due within one year of March 31,June 30, 2022 totaled $171.3$259.5 million, or 10.2%15.0% of total deposits. If these deposits do not remain with us, we may be required to seek other sources of funds, including loan and security sales, brokered deposits, securities sold under agreements to repurchase and Federal Home Loan Bank advances. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the certificates of deposit due on or before March 31,June 30, 2023.

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Table of Contents

We believe, however, based on past experience that a significant portion of such deposits will remain with us. We have the ability to attract and retain deposits by adjusting the interest rates offered.

Our primary investing activities are originating loans and purchasing mortgage-backed securities. During the threesix months ended March 31,June 30, 2022 and 2021, we originated $58.9$97.7 million and $82.5$176.7 million of loans, respectively. During the threesix months ended March 31,June 30, 2022 and 2021, we purchased securities with a face value of $53.1$132.5 million and $84.1$431.7 million, respectively.

Financing activities consist primarily of activity in deposit accounts, Federal Home Loan Bank advances, securities sold under agreements to repurchase, stock repurchases and dividend payments. We experienced a net decreaseincrease in deposits of $6.3$47.8 million and $27.3$18.9 million for the threesix months ended March 31,June 30, 2022 and 2021, respectively. Deposit flows are affected by the overall level of interest rates, the interest rates and products offered by us and our local competitors, and by other factors.

Territorial Bancorp Inc. is a separate legal entity from Territorial Savings Bank and must provide for its own liquidity to pay dividends, repurchase shares of its common stock and for other corporate purposes. Territorial Bancorp Inc.’s primary source of liquidity is dividend payments from Territorial Savings Bank. The ability of Territorial Savings Bank to pay dividends to Territorial Bancorp Inc. is subject to regulatory requirements. At March 31,June 30, 2022, Territorial Bancorp Inc. (on an unconsolidated, stand-alone basis) had liquid assets of $22.6$16.5 million.

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Table of Contents

Territorial Savings Bank is subject to various regulatory capital requirements, including a risk-based capital measure. The risk-based capital guidelines include both a definition of capital and a framework for calculating risk-weighted assets by assigning balance sheet assets and off-balance sheet items to broad risk categories. Territorial Bancorp Inc. is not subject to regulatory capital requirements because its total assets are less than $3.0 billion. At March 31,June 30, 2022, Territorial Savings Bank exceeded all of the fully phased in regulatory capital requirements and is considered to be “well capitalized” under regulatory guidelines.

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Table of Contents

The tables below present the fully-phased in capital required to be considered “well-capitalized” and meet the regulatory capital conservation buffer requirement as a percentage of total and risk-weighted assets and the percentage and the total amount of capital maintained for Territorial Savings Bank and the Company at March 31,June 30, 2022 and December 31, 2021:

(Dollars in thousands)

    

Required Ratio

    

Actual Amount

    

Actual Ratio

 

    

Required Ratio

    

Actual Amount

    

Actual Ratio

 

March 31, 2022:

June 30, 2022:

Tier 1 Leverage Capital

Territorial Savings Bank

 

5.00

%

$

240,741

11.38

%

 

5.00

%

$

245,183

11.37

%

Territorial Bancorp Inc.

 

$

263,609

12.46

%

 

$

262,306

12.16

%

Common Equity Tier 1 Risk-Based Capital (1)

Territorial Savings Bank

 

9.00

%

$

240,741

26.84

%

 

9.00

%

$

245,183

27.17

%

Territorial Bancorp Inc.

 

$

263,609

29.39

%

 

$

262,306

29.06

%

Tier 1 Risk-Based Capital (1)

Territorial Savings Bank

 

10.50

%

$

240,741

26.84

%

 

10.50

%

$

245,183

27.17

%

Territorial Bancorp Inc.

 

$

263,609

29.39

%

 

$

262,306

29.06

%

Total Risk-Based Capital (1)

Territorial Savings Bank

 

12.50

%

$

243,256

27.12

%

 

12.50

%

$

247,369

27.41

%

Territorial Bancorp Inc.

 

$

266,124

29.67

%

 

$

264,492

29.30

%

December 31, 2021:

Tier 1 Leverage Capital

Territorial Savings Bank

 

5.00

%

$

235,785

11.09

%

 

5.00

%

$

235,785

11.09

%

Territorial Bancorp Inc.

 

$

261,846

12.31

%

 

$

261,846

12.31

%

Common Equity Tier 1 Risk-Based Capital (1)

Territorial Savings Bank

 

9.00

%

$

235,785

26.47

%

 

9.00

%

$

235,785

26.47

%

Territorial Bancorp Inc.

 

$

261,846

29.40

%

 

$

261,846

29.40

%

Tier 1 Risk-Based Capital (1)

Territorial Savings Bank

 

10.50

%

$

235,785

26.47

%

 

10.50

%

$

235,785

26.47

%

Territorial Bancorp Inc.

 

$

261,846

29.40

%

 

$

261,846

29.40

%

Total Risk-Based Capital (1)

Territorial Savings Bank

 

12.50

%

$

238,515

26.78

%

 

12.50

%

$

238,515

26.78

%

Territorial Bancorp Inc.

 

$

264,576

29.70

%

 

$

264,576

29.70

%

(1)The required Common Equity Tier 1 Risk-Based Capital, Tier 1 Risk-Based Capital and Total Risk-Based Capital ratios are based on the fully-phased in capital ratios in the Basel III capital regulations plus the 2.50% capital conservation buffer that became effective on January 1, 2019.

Prompt Corrective Action provisions define specific capital categories based on an institution’s capital ratios. However, the regulators may impose higher minimum capital standards on individual institutions or may downgrade an institution from one capital category to a lower category because of safety and soundness concerns. Failure to meet minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on our consolidated financial statements.

Prompt Corrective Action provisions impose certain restrictions on institutions that are undercapitalized. The restrictions imposed become increasingly more severe as an institution’s capital category declines from “undercapitalized” to “critically undercapitalized.”

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Table of Contents

At March 31,June 30, 2022 and December 31, 2021, the Bank’s capital ratios exceeded the minimum capital thresholds for a “well-capitalized” institution. There are no conditions or events that have changed the institution’s category under the capital guidelines.

Depending on the amount of dividends to be paid, the Bank is required to either notify or make application to the Federal Reserve Bank before dividends are paid to the Company.

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Table of Contents

Legislation enacted in 2018 requires the federal banking agencies, including the Federal Reserve Board, to establish a “community bank leverage ratio” between 8% to 10% of average total consolidated assets for qualifying institutions with assets of less than $10 billion. Institutions with capital meeting the specified requirements and electing to follow the alternative framework would be deemed to comply with the applicable regulatory capital requirements, including the risk based requirements. The federal regulators adopted 9% as the applicable ratio, effective March 31, 2020. The ratio was temporarily reduced to 8% as a result of the CARES Act and transitioned back to 9% effective January 1, 2022. We have not elected to follow the alternative framework.

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

Commitments. As a financial services provider, we routinely are a party to various financial instruments with off-balance sheet risks, such as commitments to extend credit and unused lines of credit. While these contractual obligations represent our potential future cash requirements, a significant portion of commitments to extend credit may expire without being drawn upon. Such commitments are subject to the same credit policies and approval process accorded to loans we make. In addition, we enter into commitments to sell mortgage loans.

Contractual Obligations. In the ordinary course of our operations, we enter into certain contractual obligations. Such obligations include operating leases for premises and equipment, agreements with respect to borrowed funds and deposit liabilities and agreements with respect to investments. Except for a decreasean increase of $2.5$81.7 million in certificates of deposit and a decrease of $4.1$7.3 million in loan commitments between December 31, 2021 and March 31,June 30, 2022, there have not been any material changes in our contractual obligations and funding needs since December 31, 2021.

ITEM 3.      QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

General. Our most significant form of market risk is interest rate risk because, as a financial institution, the majority of our assets and liabilities are sensitive to changes in interest rates. Therefore, a principal part of our operations is to manage interest rate risk and limit the exposure of our net interest income to changes in market interest rates. Our Board of Directors has established an Asset/Liability Management Committee, which is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the Board of Directors.

Because we have historically operated as a traditional thrift institution, the significant majority of our assets consist of long-term, fixed-rate residential mortgage loans and mortgage-backed securities, which we have funded primarily with deposit inflows, cash balances at the Federal Reserve Bank, loan and security repayments, advances from the Federal Home Loan Bank, our capital, proceeds from securities sold under agreements to repurchase and proceeds from loan and security sales. In addition, there is little demand for adjustable-rate mortgage loans in the Hawaii market area. This has resulted in our being particularly vulnerable to increases in interest rates, as our interest-bearing liabilities mature or reprice more quickly than our interest-earning assets. We sold $2.0$5.0 million and $12.2$14.5 million of fixed-rate mortgage loans during the threesix months ended March 31,June 30, 2022 and 2021, respectively, to reduce our interest rate risk.

Our policies do not permit hedging activities, such as engaging in futures, options or swap transactions, or investing in high-risk mortgage derivatives, such as collateralized mortgage obligation residual interests, real estate mortgage investment conduit residual interests or stripped mortgage-backed securities.

Economic Value of Equity. We use an interest rate sensitivity analysis that computes changes in the economic value of equity (EVE) of our cash flows from assets, liabilities and off-balance sheet items in the event of a range of assumed changes in market interest rates. EVE represents the market value of portfolio equity and is equal to the present

36

Table of Contents

value of assets minus the present value of liabilities, with adjustments made for off-balance sheet items. This analysis assesses the risk of loss in market-risk-sensitive instruments in the event of an instantaneous and sustained 100 to 400 basis point increase or a 100 basis point decrease in market interest rates with no effect given to any steps that we might take to counter the effect of that interest rate movement. A basis point equals one-hundredth of one percent, and 100 basis points equals one percent. An increase in interest rates from 3% to 4% would mean, for example, a 100 basis point increase in the “Change in Interest Rates” column below. Given the current relatively low level of market interest rates, an EVE calculation for an interest rate decrease of greater than 100 basis points has not been prepared.

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Table of Contents

The following table presents our internal calculations of the estimated changes in our EVE as of DecemberMarch 31, 20212022 (the latest date for which we have available information) that would result from the designated instantaneous changes in the interest rate yield curve.

 

 

 

 

 

 

 

 

 

 

 

Increase

 

 

 

 

 

 

 

 

 

 

 

 

Increase

 

 

 

 

 

 

 

 

 

 

 

 

(Decrease) in

 

 

 

 

 

 

 

 

 

 

 

 

(Decrease) in

 

 

 

 

Estimated 

 

 

 

EVE Ratio as a

 

EVE Ratio as a

 

 

 

 

Estimated 

 

 

 

EVE Ratio as a

 

EVE Ratio as a

 

Change in

 

 

 

Increase 

 

 

 

Percent of

 

Percent of

 

 

 

 

Increase 

 

 

 

Percent of

 

Percent of

 

Interest Rates

 

Estimated EVE

 

(Decrease) in 

 

Percentage

 

Present Value

 

Present Value of

 

 

Estimated EVE

 

(Decrease) in 

 

Percentage

 

Present Value

 

Present Value of

 

(bp) (1)

 

(2)

 

EVE

 

 Change in EVE

 

of Assets (3)(4)

 

Assets (3)(4)

 

 

(2)

 

EVE

 

 Change in EVE

 

of Assets (3)(4)

 

Assets (3)(4)

 

(Dollars in thousands)

(Dollars in thousands)

 

(Dollars in thousands)

 

+400

$

237,753

$

(104,640)

 

(30.56)

%  

13.79

%  

(2.02)

%

$

154,976

$

(136,113)

 

(46.76)

%  

9.91

%  

(4.59)

%

+300

$

277,065

$

(65,328)

 

(19.08)

%  

15.09

%  

(0.72)

%

$

187,208

$

(103,881)

 

(35.69)

%  

11.26

%  

(3.24)

%

+200

$

320,345

$

(22,048)

 

(6.44)

%  

16.35

%  

0.54

%

$

226,610

$

(64,479)

 

(22.15)

%  

12.77

%  

(1.73)

%

+100

$

346,651

$

4,258

 

1.24

%  

16.72

%  

0.91

%

$

265,530

$

(25,559)

 

(8.78)

%  

14.02

%  

(0.48)

%

0

$

342,393

$

 

%  

15.81

%  

%

$

291,089

$

 

%  

14.50

%  

%

-100

$

282,617

$

(59,776)

 

(17.46)

%  

12.77

%  

(3.04)

%

$

296,732

$

5,643

 

1.94

%  

14.06

%  

(0.44)

%

(1)Assumes an instantaneous uniform change in interest rates at all maturities.
(2)EVE is the difference between the present value of an institution’s assets and liabilities.
(3)Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.
(4)EVE Ratio represents EVE divided by the present value of assets.

Interest rates on Freddie Mac mortgage-backed securities have increased by 9039 basis points between DecemberMarch 31, 20212022 and March 31,June 30, 2022. The increase in mortgage interest rates has decreased the value of our interest-earning assets. The decrease in the value of our interest-earning assets has been offset by a decrease in the value of interest-bearing liabilities that occurred during the three months ended March 31,June 30, 2022 because of the increase in short-term interest rates.

Certain shortcomings are inherent in the methodologies used in determining interest rate risk through changes in EVE. Modeling changes in EVE requires making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the EVE table presented assumes that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the EVE table provides an indication of our interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our EVE and net interest income and will differ from actual results.

ITEM 4.      CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chairman of the Board, President and Chief Executive Officer and the Senior Vice President and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended) as of March 31,June 30, 2022. Based on that evaluation, the Company’s management, including the Chairman of the Board, President and Chief

37

Table of Contents

Executive Officer and the Senior Vice President and Chief Financial Officer, concluded that the Company’s disclosure controls and procedures were effective.

During the quarter ended March 31,June 30, 2022, there have been no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II

ITEM 1.      LEGAL PROCEEDINGS

The Company and its subsidiaries are subject to various legal actions that are considered ordinary, routine litigation incidental to the business of the Company. In the opinion of management, based on currently available information, the resolution of these legal actions is not expected to have a material adverse effect on the Company’s results of operations, and no claim for money damages exceeds ten percent of the Company’s consolidated assets.

ITEM 1A.   RISK FACTORS

There have been no material changes to the risk factors as described in our Annual Report on Form 10-K for the period ended December 31, 2021 filed with the Securities and Exchange Commission.

ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a)             Not applicable.

(b)             Not applicable.

(c)             Stock Repurchases. The following table sets forth information in connection with repurchases of our shares of common stock during the three months ended March 31,June 30, 2022:

 

 

 

 

 

 

Total Number of

 

Maximum Approximate

 

 

 

 

 

 

 

Total Number of

 

Maximum Approximate

 

 

 

 

 

 

 

Shares Purchased as

 

Dollar Value of Shares

 

 

 

 

 

 

 

Shares Purchased as

 

Dollar Value of Shares

 

 

Total Number

 

Average Price

 

Part of Publicly

 

That May Yet be

 

 

Total Number

 

Average Price

 

Part of Publicly

 

That May Yet be

 

 

of Shares

 

Paid per

 

Announced Plans or

 

Purchased Under the

 

 

of Shares

 

Paid per

 

Announced Plans or

 

Purchased Under the

 

Period

 

Purchased (1)

 

Share

 

Programs

 

Plans or Programs (2)

 

 

Purchased (1)

 

Share

 

Programs

 

Plans or Programs (2)

 

January 1, 2022 through January 31, 2022

 

$

 

 

$

February 1, 2022 through February 28, 2022

 

8,586

25.01

 

8,586

 

4,785,301

March 1, 2022 through March 31, 2022

 

45,155

24.71

 

37,330

 

3,864,252

April 1, 2022 through April 30, 2022

 

50,397

$

23.63

 

48,632

 

$

2,715,588

May 1, 2022 through May 31, 2022

 

70,078

21.47

 

70,078

 

1,211,235

June 1, 2022 through June 30, 2022

 

48,613

22.01

 

48,613

 

141,037

Total

 

53,741

$

24.76

 

45,916

 

$

3,864,252

 

169,088

$

22.27

 

167,323

 

$

141,037

(1)Includes shares acquired by the Company to settle the payment of taxes in connection with restricted stock vesting.

(2)

On February 2, 2022, the Company announced its eleventh repurchase program. Under this stock repurchase program, the Company is authorized to repurchase up to $5,000,000 of our common stock based on certain price assumptions. We have entered into a Rule 10b5-1 plan with respect to our stock repurchase program.

ITEM 3.      DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.      MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.      OTHER INFORMATION

None.

ITEM 6.      EXHIBITS

The exhibits required by Item 601 of Regulation S-K are included with this Quarterly Report on Form 10-Q and are listed below.

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INDEX TO EXHIBITS

Exhibit

���

Number

Description

31.1

Certification of Allan S. Kitagawa, Chairman of the Board, President and Chief Executive Officer, Pursuant to Rule 13a-14(a) and Rule 15d-14(a).

31.2

Certification of Melvin M. Miyamoto, Senior Vice President and Chief Financial Officer, Pursuant to Rule 13a-14(a) and Rule 15d-14(a).

32

Certification of Allan S. Kitagawa, Chairman of the Board, President and Chief Executive Officer, and Melvin M. Miyamoto, Senior Vice President and Chief Financial Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101

The following materials from Territorial Bancorp Inc.’s Form 10-Q report for the quarter ended March 31,June 30, 2022, formatted in Inline XBRL pursuant to Rule 405 of Regulation S-T: (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Income; (iii) Consolidated Statements of Comprehensive Income; (iv) Consolidated Statements of Stockholders’ Equity (v) Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements.

101.INS

XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as inline XBRL document and contained in Exhibit 101)

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SIGNATURES

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

TERRITORIAL BANCORP INC.

(Registrant)

Date: May 13,August 12, 2022

/s/ Allan S. Kitagawa

Allan S. Kitagawa

Chairman of the Board, President and

Chief Executive Officer

Date: May 13,August 12, 2022

/s/ Melvin M. Miyamoto

Melvin M. Miyamoto

Senior Vice President and Chief Financial Officer

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