

¨			For the quarterly period ended 6/30/2022


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

			For the transition period from to

Commission File Number: 001-31566

PROVIDENT FINANCIAL SERVICES, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

42-1547151

(State or Other Jurisdiction of Incorporation or Organization)

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

239 Washington Street

Jersey City

New Jersey

07302

(Address of Principal Executive Offices)

(City)

(State)

(Zip Code)

(732) 590-9200

(Registrant’s Telephone Number, Including Area Code)

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

Title of each class

Trading Symbol

Symbol(s)

Name of each exchange on which registered

Common

PFS

New York Stock Exchange

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 twelve 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~~ Yes ý NO ¨

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

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

Large accelerated filer

☒

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 ý

As of ~~November~~August 1, ~~2017~~2022 there were ~~83,209,293~~83,209,012 shares issued and ~~66,773,464~~75,277,070 shares outstanding of the Registrant’s Common Stock, par value $0.01 per share, including ~~296,049~~113,725 shares held by the First Savings Bank Directors’ Deferred Fee Plan not otherwise considered outstanding under U.S. generally accepted accounting principles.

PROVIDENT FINANCIAL SERVICES, INC.

INDEX TO FORM 10-Q


Item Number		Page Number

PART I—FINANCIAL INFORMATION

1	Financial Statements:

	Consolidated Statements of Financial Condition as of June 30, 2022 (unaudited) and December 31, 2021	3

	Consolidated Statements of Income for the three and six months ended June 30, 2022 and 2021 (unaudited)	4

	Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2022 and 2021 (unaudited)	5

	Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2022 and 2021 (unaudited)	6

	Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021 (unaudited)	8

	Notes to Unaudited Consolidated Financial Statements	10

2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	46

3	Quantitative and Qualitative Disclosures About Market Risk	55

4	Controls and Procedures	56

PART II—OTHER INFORMATION

1	Legal Proceedings	57

1A.	Risk Factors	57

2	Unregistered Sales of Equity Securities and Use of Proceeds	57

3	Defaults Upon Senior Securities	57

4	Mine Safety Disclosures	57

5	Other Information	57

6	Exhibits	57

Signatures		59

Item Number Page Number

PART I—FINANCIAL INFORMATION

1.
Financial Statements:

Consolidated Statements of Financial Condition as of September 30, 2017 (unaudited) and December 31, 2016
3

Consolidated Statements of Income for the three and nine months ended September 30, 2017 and 2016 (unaudited)
4

Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2017 and 2016 (unaudited)
5

Consolidated Statements of Changes in Stockholders’ Equity for the nine months ended September 30, 2017 and 2016 (unaudited)
6

Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 (unaudited)
8

Notes to Unaudited Consolidated Financial Statements
10

2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
36

3.
Quantitative and Qualitative Disclosures About Market Risk
44

4.
Controls and Procedures
45

PART II—OTHER INFORMATION

1.
Legal Proceedings
46

1A.
Risk Factors
46

2.
Unregistered Sales of Equity Securities and Use of Proceeds
46

3. Defaults Upon Senior Securities
47

4.
Mine Safety Disclosures
47

5.
Other Information
47

6.
Exhibits
47

Signatures
48

PART I—FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Financial Condition

~~September~~June 30, ~~2017~~2022 (Unaudited) and December 31, ~~2016~~2021

(Dollars in Thousands)

September 30, 2017 December 31, 2016
ASSETS
Cash and due from banks $ 97,298
$ 92,508
Short-term investments 51,485
51,789
Total cash and cash equivalents 148,783
144,297
Securities available for sale, at fair value 1,028,305
1,040,386
Investment securities held to maturity (fair value of $490,425 at September 30, 2017 (unaudited) and $489,287 at December 31, 2016) 481,845
488,183
Federal Home Loan Bank stock 70,896
75,726
Loans 7,028,052
7,003,486
Less allowance for loan losses 60,276
61,883
Net loans 6,967,776
6,941,603
Foreclosed assets, net 5,703
7,991
Banking premises and equipment, net 78,567
84,092
Accrued interest receivable 27,398
27,082
Intangible assets 420,877
422,937
Bank-owned life insurance 188,123
188,527
Other assets 76,873
79,641
Total assets $ 9,495,146
$ 9,500,465

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Demand deposits $ 4,880,133
$ 4,803,426
Savings deposits 1,083,215
1,099,020
Certificates of deposit of $100,000 or more 296,172
290,295
Other time deposits 331,696
360,888
Total deposits 6,591,216
6,553,629
Mortgage escrow deposits 25,186
24,452
Borrowed funds 1,525,560
1,612,745
Other liabilities 53,012
57,858
Total liabilities 8,194,974
8,248,684
Stockholders’ Equity:
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued —
—
Common stock, $0.01 par value, 200,000,000 shares authorized, 83,209,293 shares issued and 66,467,819 shares outstanding at September 30, 2017 and 66,082,283 outstanding at December 31, 2016 832
832
Additional paid-in capital 1,010,247
1,005,777
Retained earnings 586,575
550,768
Accumulated other comprehensive loss (708 ) (3,397 )
Treasury stock (260,910 ) (264,221 )
Unallocated common stock held by the Employee Stock Ownership Plan (35,864 ) (37,978 )
Common stock acquired by the Directors’ Deferred Fee Plan (5,343 ) (5,846 )
Deferred compensation – Directors’ Deferred Fee Plan 5,343
5,846
Total stockholders’ equity 1,300,172
1,251,781
Total liabilities and stockholders’ equity $ 9,495,146
$ 9,500,465


	June 30, 2022		December 31, 2021
ASSETS
Cash and due from banks	$	176,461	$	506,270
Short-term investments	101,071		206,193
Total cash and cash equivalents	277,532		712,463
Available for sale debt securities, at fair value	1,947,120		2,057,851
Held to maturity debt securities, net (fair value of $399,140 at June 30, 2022 (unaudited) and $449,709 at December 31, 2021)	410,745		436,150
Equity securities, at fair value	1,102		1,325
Federal Home Loan Bank stock	54,836		34,290
Loans	9,992,445		9,581,624
Less allowance for credit losses	79,016		80,740
Net loans	9,913,429		9,500,884
Foreclosed assets, net	9,076		8,731
Banking premises and equipment, net	81,655		80,559
Accrued interest receivable	42,858		41,990
Intangible assets	462,451		464,183
Bank-owned life insurance	236,352		236,630
Other assets	278,745		206,146
Total assets	$	13,715,901	$	13,781,202

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Demand deposits	$	8,695,223	$	9,080,956
Savings deposits	1,512,356		1,460,541
Certificates of deposit of $100,000 or more	392,725		368,277
Other time deposits	273,920		324,238
Total deposits	10,874,224		11,234,012
Mortgage escrow deposits	42,346		34,440
Borrowed funds	1,002,502		626,774
Subordinated debentures	10,389		10,283
Other liabilities	201,175		178,597
Total liabilities	12,130,636		12,084,106
Stockholders’ Equity:
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued	—		—
Common stock, $0.01 par value, 200,000,000 shares authorized, 83,209,012 shares issued and 75,163,718 shares outstanding at June 30, 2022 and 76,969,999 outstanding at December 31, 2021	832		832
Additional paid-in capital	976,067		969,815
Retained earnings	860,977		814,533
Accumulated other comprehensive (loss) income	(111,799)		6,863
Treasury stock	(127,091)		(79,603)
Unallocated common stock held by the Employee Stock Ownership Plan	(13,721)		(15,344)
Common stock acquired by the Directors' Deferred Fee Plan ("DDFP")	(3,705)		(3,984)
Deferred Compensation - Directors' Deferred Fee Plan	3,705		3,984
Total stockholders’ equity	1,585,265		1,697,096
Total liabilities and stockholders’ equity	$	13,715,901	$	13,781,202

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Income

Three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 (Unaudited)

(Dollars in Thousands, except per share data)


	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Interest income:
Real estate secured loans	$	69,073	$	62,877	$	132,908	$	124,893
Commercial loans	22,363		25,173		45,184		51,316
Consumer loans	3,344		3,412		6,483		6,904
Available for sale debt securities, equity securities and Federal Home Loan Bank stock	8,454		5,722		16,406		11,334
Held to maturity debt securities	2,489		2,700		5,085		5,484
Deposits, Federal funds sold and other short-term investments	562		660		1,209		1,144
Total interest income	106,285		100,544		207,275		201,075
Interest expense:
Deposits	5,576		6,782		10,763		14,199
Borrowed funds	1,104		2,553		2,272		5,362
Subordinated debt	130		304		239		609
Total interest expense	6,810		9,639		13,274		20,170
Net interest income	99,475		90,905		194,001		180,905
Provision charge (benefit) for credit losses	2,996		(10,704)		(3,409)		(25,705)
Net interest income after provision for credit losses	96,479		101,609		197,410		206,610
Non-interest income:
Fees	7,424		8,467		14,313		15,659
Wealth management income	7,024		7,859		14,489		14,993
Insurance agency income	2,850		2,849		6,270		5,576
Bank-owned life insurance	1,563		1,523		2,741		4,090
Net gains on securities transactions	141		34		157		231
Other income	1,930		424		3,108		2,244
Total non-interest income	20,932		21,156		41,078		42,793
Non-interest expense:
Compensation and employee benefits	37,437		34,871		74,503		70,183
Net occupancy expense	8,479		7,907		17,810		17,208
Data processing expense	5,632		5,409		10,976		9,802
FDIC insurance	1,350		1,570		2,555		3,340
Amortization of intangibles	873		918		1,732		1,890
Advertising and promotion expense	1,222		927		2,326		1,804
Credit loss (benefit) expense for off-balance sheet credit exposures	(973)		2,050		(3,363)		1,175
Other operating expenses	9,826		9,046		19,191		19,149
Total non-interest expense	63,846		62,698		125,730		124,551
Income before income tax expense	53,565		60,067		112,758		124,852
Income tax expense	14,337		15,278		29,567		31,504
Net income	$	39,228	$	44,789	$	83,191	$	93,348
Basic earnings per share	$	0.53	$	0.58	$	1.11	$	1.22
Weighted average basic shares outstanding	74,328,632		76,643,546		75,068,154		76,580,364
Diluted earnings per share	$	0.53	$	0.58	$	1.11	$	1.22
Weighted average diluted shares outstanding	74,400,788		76,753,442		75,152,286		76,667,471

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016
Interest income:
Real estate secured loans $ 47,692
$ 45,262
$ 140,712
$ 134,411
Commercial loans 18,964
16,093
53,884
46,419
Consumer loans 5,083
5,627
15,293
16,657
Securities available for sale and Federal Home Loan Bank Stock 6,540
5,576
19,651
17,074
Investment securities held to maturity 3,272
3,349
9,812
10,011
Deposits, Federal funds sold and other short-term investments 343
138
898
252
Total interest income 81,894
76,045
240,250
224,824
Interest expense:
Deposits 4,988
4,441
14,093
12,397
Borrowed funds 6,694
6,633
19,855
20,477
Total interest expense 11,682
11,074
33,948
32,874
Net interest income 70,212
64,971
206,302
191,950
Provision for loan losses 500
1,000
3,700
4,200
Net interest income after provision for loan losses 69,712
63,971
202,602
187,750
Non-interest income:
Fees 7,680
6,137
20,940
19,309
Wealth management income 4,592
4,262
13,314
13,084
Bank-owned life insurance 1,353
1,382
5,291
4,083
Net gain (loss) on securities transactions 36
(43 ) 47
54
Other income 1,451
2,328
2,804
4,378
Total non-interest income 15,112
14,066
42,396
40,908
Non-interest expense:
Compensation and employee benefits 27,328
26,725
81,086
78,496
Net occupancy expense 6,105
6,227
19,255
18,729
Data processing expense 3,314
3,328
10,302
9,845
FDIC insurance 967
1,117
3,065
3,732
Amortization of intangibles 632
767
2,079
2,628
Advertising and promotion expense 907
787
2,709
2,567
Other operating expenses 7,027
6,899
21,248
20,628
Total non-interest expense 46,280
45,850
139,744
136,625
Income before income tax expense 38,544
32,187
105,254
92,033
Income tax expense 11,969
9,281
30,788
26,798
Net income $ 26,575
$ 22,906
$ 74,466
$ 65,235
Basic earnings per share $ 0.41
$ 0.36
$ 1.16
$ 1.03
Weighted average basic shares outstanding 64,454,684
63,728,393
64,327,640
63,545,065
Diluted earnings per share $ 0.41
$ 0.36
$ 1.15
$ 1.02
Weighted average diluted shares outstanding 64,645,278
63,934,886
64,519,710
63,727,723

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Comprehensive Income

Three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 (Unaudited)

(Dollars in Thousands)


	Three months ended June 30,				Six months ended June 30,
	2022		2021		2022		2021
Net income	$	39,228	$	44,789	$	83,191	$	93,348
Other comprehensive income, net of tax:
Unrealized gains and losses on available for sale debt securities:
Net unrealized (losses) gains arising during the period	(45,733)		2,440		(130,704)		(6,579)
Reclassification adjustment for gains included in net income	(42)		—		(42)		(171)
Total	(45,775)		2,440		(130,746)		(6,750)
Unrealized gains (losses) on derivatives	2,158		(1,224)		12,596		3,397
Amortization related to post-retirement obligations	(236)		(111)		(512)		(220)
Total other comprehensive (loss) income	(43,853)		1,105		(118,662)		(3,573)
Total comprehensive (loss) income	$	(4,625)	$	45,894	$	(35,471)	$	89,775

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016
Net income $ 26,575
$ 22,906
$ 74,466
$ 65,235
Other comprehensive income, net of tax:
Unrealized gains and losses on securities available for sale:
Net unrealized gains (losses) arising during the period 479
(1,541 ) 2,478
8,533
Reclassification adjustment for gains included in net income —
26
—
(32 )
Total 479
(1,515 ) 2,478
8,501
Unrealized gains (losses) on derivatives 54
230
106
(361 )
Amortization related to post-retirement obligations 36
141
105
380
Total other comprehensive income (loss) 569
(1,144 ) 2,689
8,520
Total comprehensive income $ 27,144
$ 21,762
$ 77,155
$ 73,755

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Changes in Stockholders’ Equity

~~Nine~~For the three and six months ended ~~September~~June 30, ~~2017 and 2016~~2021 (Unaudited)

(Dollars in Thousands)


For the three months ended June 30, 2021	COMMON STOCK		ADDITIONAL PAID-IN CAPITAL		RETAINED EARNINGS		ACCUMULATED OTHER COMPREHENSIVE INCOME		TREASURYSTOCK		UNALLOCATED ESOP SHARES		COMMON STOCK ACQUIRED BY DEFERRED COMP PLANS		DEFERRED COMPENSATION PLANS		TOTAL STOCKHOLDERS’ EQUITY
Balance at March 31, 2021	$	832	$	963,556	$	748,574	$	12,977	$	(59,261)	$	(19,447)	$	(4,381)	$	4,381	$	1,647,231
Net income	—		—		44,789		—		—		—		—		—		44,789
Other comprehensive income, net of tax	—		—		—		1,105		—		—		—		—		1,105
Cash dividends paid	—		—		(18,128)		—		—		—		—		—		(18,128)


Distributions from DDFP	—		41		—		—		—		—		168		(168)		41
Purchases of treasury stock	—		—		—		—		—		—		—		—		—
Purchase of employee restricted shares to fund statutory tax withholding	—		—		—		—		(46)		—		—		—		(46)


Allocation of ESOP shares	—		317		—		—		—		769		—		—		1,086
Allocation of Stock Award Plan ("SAP") shares	—		1,507		—		—		—		—		—		—		1,507

Allocation of stock options	—		49		—		—		—		—		—		—		49
Balance at June 30, 2021	$	832	$	965,470	$	775,235	$	14,082	$	(59,307)	$	(18,678)	$	(4,213)	$	4,213	$	1,677,634


For the six months ended June 30, 2021	COMMONSTOCK		ADDITIONAL PAID-IN CAPITAL		RETAINEDEARNINGS		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		TREASURYSTOCK		UNALLOCATED ESOP SHARES		COMMON STOCK ACQUIRED BY DEFERRED COMP PLANS		DEFERRED COMPENSATION PLANS		TOTAL STOCKHOLDERS’ EQUITY
Balance at December 31, 2020	$	832	$	962,453	$	718,090	$	17,655	$	(59,018)	$	(20,215)	$	(4,549)	$	4,549	$	1,619,797
Net income	—		—		93,348		—		—		—		—		—		93,348
Other comprehensive loss, net of tax	—		—		—		(3,573)		—		—		—		—		(3,573)
Cash dividends paid	—		—		(36,203)		—		—		—		—		—		(36,203)


Distributions from DDFP	—		69		—		—		—		—		336		(336)		69
Purchases of treasury stock	—		—		—		—		(48)		—		—		—		(48)
Purchase of employee restricted shares to fund statutory tax withholding	—		—		—		—		(961)		—		—		—		(961)
Shares issued dividend reinvestment plan	—		—		—		—		—		—		—		—		—
Stock option exercises	—		(82)		—		—		720		—		—		—		638
Allocation of ESOP shares	—		462		—		—		—		1,537		—		—		1,999
Allocation of SAP shares	—		2,466		—		—		—		—		—		—		2,466

Allocation of stock options	—		102		—		—		—		—		—		—		102
Balance at June 30, 2021	$	832	$	965,470	$	775,235	$	14,082	$	(59,307)	$	(18,678)	$	(4,213)	$	4,213	$	1,677,634

COMMON
STOCK

ADDITIONAL
PAID-IN
CAPITAL

RETAINED
EARNINGS

ACCUMULATED
OTHER
COMPREHENSIVE
INCOME (LOSS)

TREASURY
STOCK

UNALLOCATED
ESOP
SHARES

COMMON
STOCK
ACQUIRED
BY DDFP

DEFERRED
COMPENSATION
DDFP

TOTAL
STOCKHOLDERS’
EQUITY
Balance at December 31, 2015 $ 832
$ 1,000,810
$ 507,713
$ (2,546 ) $ (269,014 ) $ (41,730 ) $ (6,517 ) $ 6,517
$ 1,196,065
Net income —
—
65,235
—
—
—
—
—
65,235
Other comprehensive income, net of tax —
—
—
8,520
—
—
—
—
8,520
Cash dividends declared —
—
(35,141 ) —
—
—
—
—
(35,141 )
Effect of adopting Accounting Standards Update ("ASU") No. 2016-09 —
(622 ) 622
—
—
—
—
—
—
Distributions from DDFP —
91
—
—
—
—
503
(503 ) 91
Purchases of treasury stock —
—
—
—
(1,557 ) —
—
—
(1,557 )
Purchase of employee restricted shares to fund statutory tax withholding —
—
—
—
(1,161 ) —
—
—
(1,161 )
Shares issued dividend reinvestment plan —
180
—
—
996
—
—
—
1,176
Stock option exercises —
(60 ) —
—
5,658
—
—
—
5,598
Allocation of ESOP shares —
325
—
—
—
2,016
—
—
2,341
Allocation of SAP shares —
2,982
—
—
—
—
—
—
2,982
Allocation of stock options —
131
—
—
—
—
—
—
131
Balance at September 30, 2016 $ 832
$ 1,003,837
$ 538,429
$ 5,974
$ (265,078 ) $ (39,714 ) $ (6,014 ) $ 6,014
$ 1,244,280

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Changes in Stockholders’ Equity

~~Nine~~For the three and six months ended ~~September~~June 30, ~~2017 and 2016~~2022 (Unaudited) ~~(Continued)~~

(Dollars in Thousands)


For the three months ended June 30, 2022	COMMON STOCK		ADDITIONAL PAID-IN CAPITAL		RETAINED EARNINGS		ACCUMULATED OTHER COMPREHENSIVE (LOSS)		TREASURY STOCK		UNALLOCATED ESOP SHARES		COMMON STOCK ACQUIRED BY DEFERRED COMP PLANS		DEFERRED COMPENSATION PLANS		TOTAL STOCKHOLDERS’ EQUITY
Balance at March 31, 2022	832		972,552		839,807		(67,946)		(109,581)		(14,533)		(3,844)		3,844		1,621,131
Net income	—		—		39,228		—		—		—		—		—		39,228
Other comprehensive loss, net of tax	—		—		—		(43,853)		—		—		—		—		(43,853)
Cash dividends paid	—		—		(18,058)		—		—		—		—		—		(18,058)


Distributions from DDFP	—		41		—		—		—		—		139		(139)		41
Purchases of treasury stock	—		—		—		—		(17,505)		—		—		—		(17,505)
Purchase of employee restricted shares to fund statutory tax withholding	—		—		—		—		(5)		—		—		—		(5)

Stock option exercises	—		—		—		—		—		—		—		—		—
Allocation of ESOP shares	—		250		—		—		—		812		—		—		1,062
Allocation of SAP shares	—		3,174		—		—		—		—		—		—		3,174

Allocation of stock options	—		50		—		—		—		—		—		—		50
Balance at June 30, 2022	$	832	$	976,067	$	860,977	$	(111,799)	$	(127,091)	$	(13,721)	$	(3,705)	$	3,705	$	1,585,265


For the six months ended June 30, 2022	COMMONSTOCK		ADDITIONAL PAID-IN CAPITAL		RETAINED EARNINGS		ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)		TREASURY STOCK		UNALLOCATED ESOP SHARES		COMMON STOCK ACQUIRED BY DEFERRED COMP PLANS		DEFERRED COMPENSATION PLANS		TOTAL STOCKHOLDERS’ EQUITY
Balance at December 31, 2021	$	832	$	969,815	$	814,533	$	6,863	$	(79,603)	$	(15,344)	$	(3,984)	$	3,984	$	1,697,096
Net income	—		—		83,191		—		—		—		—		—		83,191
Other comprehensive loss, net of tax	—		—		—		(118,662)		—		—		—		—		(118,662)
Cash dividends paid	—		—		(36,747)		—		—		—		—		—		(36,747)


Distributions from DDFP	—		86		—		—		—		—		279		(279)		86
Purchases of treasury stock	—		—		—		—		(46,530)		—		—		—		(46,530)
Purchase of employee restricted shares to fund statutory tax withholding	—		—		—		—		(958)		—		—		—		(958)

Stock option exercises	—		—		—		—		—		—		—		—		—
Allocation of ESOP shares	—		582		—		—		—		1,623		—		—		2,205
Allocation of SAP shares	—		5,485		—		—		—		—		—		—		5,485

Allocation of stock options	—		99		—		—		—		—		—		—		99
Balance at June 30, 2022	$	832	$	976,067	$	860,977	$	(111,799)	$	(127,091)	$	(13,721)	$	(3,705)	$	3,705	$	1,585,265

COMMON
STOCK

ADDITIONAL
PAID-IN
CAPITAL

RETAINED
EARNINGS

ACCUMULATED
OTHER
COMPREHENSIVE
(LOSS) INCOME

TREASURY
STOCK

UNALLOCATED
ESOP
SHARES

COMMON
STOCK
ACQUIRED
BY DDFP

DEFERRED
COMPENSATION
DDFP

TOTAL
STOCKHOLDERS’
EQUITY
Balance at December 31, 2016 $ 832
$ 1,005,777
$ 550,768
$ (3,397 ) $ (264,221 ) $ (37,978 ) $ (5,846 ) $ 5,846
$ 1,251,781
Net income —
—
74,466
—
—
—
—
—
74,466
Other comprehensive income, net of tax —
—
—
2,689
—
—
—
—
2,689
Cash dividends declared —
—
(38,659 ) —
—
—
—
—
(38,659 )
Distributions from DDFP —
172
—
—
—
—
503
(503 ) 172
Purchases of treasury stock —
—
—
—
(443 ) —
—
—
(443 )
Purchase of employee restricted shares to fund statutory tax withholding —

—
—
(726 ) —
—
—
(726 )
Shares issued dividend reinvestment plan —
417
—
—
922
—
—
—
1,339
Stock option exercises —
(1,024 ) —
—
3,558
—
—
—
2,534
Allocation of ESOP shares —
1,053
—
—
—
2,114
—
—
3,167
Allocation of SAP shares —
3,702
—
—
—
—
—
—
3,702
Allocation of stock options —
150
—
—
—
—
—
—
150
Balance at September 30, 2017 $ 832
$ 1,010,247
$ 586,575
$ (708 ) $ (260,910 ) $ (35,864 ) $ (5,343 ) $ 5,343
�� $ 1,300,172

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

Consolidated Statements of Cash Flows

~~Nine~~Six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 (Unaudited)

(Dollars in Thousands)


	Six months ended June 30,
	2022		2021
Cash flows from operating activities:
Net income	$	83,191	$	93,348
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of intangibles	6,579		6,422
Provision benefit for credit losses on loans and securities	(3,409)		(25,705)
Credit loss (benefit) charge for off-balance sheet credit exposure	(3,363)		1,175
Deferred tax expense	3,393		6,211
Amortization of operating lease right-of-use assets	5,393		5,142

Income on Bank-owned life insurance	(2,741)		(4,090)
Net amortization of premiums and discounts on securities	7,665		6,613
Accretion of net deferred loan fees	(4,801)		(3,436)
Amortization of premiums on purchased loans, net	154		418
Originations of loans held for sale	(16,197)		(21,781)
Proceeds from sales of loans originated for sale	9,881		22,730
Proceeds from sales and paydowns of foreclosed assets	280		1,368
ESOP expense	2,205		1,999
Allocation of stock award expense	5,485		2,466
Allocation of stock option expense	99		102

Net gain on sale of loans	(824)		(949)
Net gain on securities transactions	(157)		(231)
Net gain on sale of premises and equipment	(22)		(35)
Net gain on sale of foreclosed assets	(16)		(199)
Increase in accrued interest receivable	(868)		(4,231)
(Increase) decrease in other assets	(12,691)		36,729
Increase (decrease) in other liabilities	22,578		(35,701)
Net cash provided by operating activities	101,814		88,365
Cash flows from investing activities:
Proceeds from maturities, calls and paydowns of held to maturity debt securities	37,009		29,046
Purchases of held to maturity debt securities	(12,369)		(16,630)
Proceeds from sales of available for sale debt securities	—		9,442
Proceeds from maturities, calls and paydowns of available for sale debt securities	166,855		181,327
Purchases of available for sale debt securities	(241,725)		(656,314)
Proceeds from redemption of Federal Home Loan Bank stock	31,134		24,379
Purchases of Federal Home Loan Bank stock	(51,680)		(2,305)

BOLI claim benefits received	—		2,080
Purchases of loans	(3,422)		(1,500)
Net (increase) decrease in loans	(396,236)		287,111


Proceeds from sales of premises and equipment	22		35
Purchases of premises and equipment	(5,944)		(5,664)
Net cash used in investing activities	(476,356)		(148,993)
Cash flows from financing activities:
Net (decrease) increase in deposits	(359,788)		752,155
Increase in mortgage escrow deposits	7,906		5,482

Nine months ended September 30,
2017 2016
Cash flows from operating activities:
Net income $ 74,466
$ 65,235
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of intangibles 8,864
9,711
Provision for loan losses 3,700
4,200
Deferred tax expense 640
323
Income on Bank-owned life insurance (5,291 ) (4,083 )
Net amortization of premiums and discounts on securities 7,504
7,908
Accretion of net deferred loan fees (3,673 ) (2,500 )
Amortization of premiums on purchased loans, net 800
936
Net increase in loans originated for sale (18,386 ) (32,734 )
Proceeds from sales of loans originated for sale 19,149
34,709
Proceeds from sales and paydowns of foreclosed assets 4,883
3,717
ESOP expense 3,167
2,341
Allocation of stock award shares 3,702
2,982
Allocation of stock options 150
131
Net gain on sale of loans (763 ) (1,975 )
Net gain on securities transactions (47 ) (54 )
Net gain on sale of premises and equipment (8 ) (14 )
Net gain on sale of foreclosed assets (768 ) (652 )
(Increase) decrease in accrued interest receivable (316 ) 461
Increase in other assets (2,407 ) (17,108 )
(Decrease) increase in other liabilities (4,846 ) 10,942
Net cash provided by operating activities 90,520
84,476
Cash flows from investing activities:
Proceeds from maturities, calls and paydowns of investment securities held to maturity 42,382
49,245
Purchases of investment securities held to maturity (38,074 ) (54,059 )
Proceeds from sales of securities —
3,401
Proceeds from maturities, calls and paydowns of securities available for sale 160,436
146,958
Purchases of securities available for sale (149,647 ) (209,666 )
Proceeds from redemption of Federal Home Loan Bank stock 96,040
46,757
Purchases of Federal Home Loan Bank stock (91,210 ) (39,595 )
Death benefit proceeds from bank-owned life insurance 4,428
—
Purchases of loans —
(28,590 )
Net increase in loans (23,888 ) (325,838 )
Proceeds from sales of premises and equipment 8
14
Purchases of premises and equipment (1,690 ) (3,757 )
Net cash used in investing activities (1,215 ) (415,130 )
Cash flows from financing activities:
Net increase in deposits 37,587
603,511
Increase in mortgage escrow deposits 734
940
Cash dividends paid to stockholders (38,659 ) (35,141 )
Shares issued through the dividend reinvestment plan 1,339
1,176


								Six months ended June 30,
								2022		2021
Cash dividends paid to stockholders							Cash dividends paid to stockholders	(36,747)		(36,203)

Purchase of treasury stock							Purchase of treasury stock	(46,530)		(48)
Purchase of employee restricted shares to fund statutory tax withholding							Purchase of employee restricted shares to fund statutory tax withholding	(958)		(961)
Stock options exercised							Stock options exercised	—		638
Proceeds from long-term borrowings							Proceeds from long-term borrowings	964,000		550,000
Payments on long-term borrowings							Payments on long-term borrowings	(579,111)		(1,027,265)
Net decrease in short-term borrowings							Net decrease in short-term borrowings	(9,161)		(5,370)
Net cash (used in) provided by financing activities							Net cash (used in) provided by financing activities	(60,389)		238,428
Net (decrease) increase in cash and cash equivalents							Net (decrease) increase in cash and cash equivalents	(434,931)		177,800
Cash and cash equivalents at beginning of period							Cash and cash equivalents at beginning of period	685,163		418,083
Restricted cash at beginning of period							Restricted cash at beginning of period	27,300		114,270
Total cash, cash equivalents and restricted cash at beginning of period							Total cash, cash equivalents and restricted cash at beginning of period	712,463		532,353
Cash and cash equivalents at end of period							Cash and cash equivalents at end of period	277,462		651,732
Restricted cash at end of period							Restricted cash at end of period	70		58,421
Total cash, cash equivalents and restricted cash at end of period							Total cash, cash equivalents and restricted cash at end of period	$	277,532	$	710,153

Cash paid during the period for:							Cash paid during the period for:
Interest on deposits and borrowings							Interest on deposits and borrowings	$	14,308	$	19,962
Income taxes							Income taxes	$	7,760	$	18,210
Non-cash investing activities:							Non-cash investing activities:

Transfer of loans receivable to foreclosed assets							Transfer of loans receivable to foreclosed assets	$	624	$	434

	Nine months ended September 30,
	2017			2016
Purchases of treasury stock	(443		)	(1,557		)
Purchase of employee restricted shares to fund statutory tax withholding	(726		)	(1,161		)
Stock options exercised	2,534			5,598
Proceeds from long-term borrowings	248,220			291,653
Payments on long-term borrowings	(345,387		)	(395,405		)
Net increase (decrease) in short-term borrowings	9,982			(81,512		)
Net cash (used in) provided by financing activities	(84,819		)	388,102
Net increase in cash and cash equivalents	4,486			57,448
Cash and cash equivalents at beginning of period	144,297			102,226
Cash and cash equivalents at end of period	$	148,783		$	159,674
Cash paid during the period for:
Interest on deposits and borrowings	$	34,127		$	33,088
Income taxes	$	27,411		$	25,546
Non-cash investing activities:
Transfer of loans receivable to foreclosed assets	$	2,195		$	3,081

See accompanying notes to unaudited consolidated financial statements.

PROVIDENT FINANCIAL SERVICES, INC. AND SUBSIDIARY

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Summary of Significant Accounting Policies

A. Basis of Financial Statement Presentation

The accompanying unaudited consolidated financial statements include the accounts of Provident Financial Services, Inc. and its wholly owned subsidiary, Provident Bank (the “Bank,” together with Provident Financial Services, Inc., the “Company”).

In preparing the interim unaudited consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated statements of financial condition and the consolidated statements of income for the periods presented. Actual results could differ from these estimates. The allowance for ~~loan~~credit losses ~~the valuation of securities available for sale~~ and the valuation of deferred tax assets are material estimates that are particularly susceptible to near-term change.

The interim unaudited consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, considered necessary for a fair presentation of the financial condition and results of operations for the periods presented. The results of operations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 are not necessarily indicative of the results of operations that may be expected for all of ~~2017.~~2022.

Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. ~~Certain reclassifications have been made in the consolidated financial statements to conform with current year classifications.~~

These unaudited consolidated financial statements should be read in conjunction with the December 31, ~~2016~~2021 Annual Report to Stockholders on Form 10-K.

B. Earnings Per Share

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share calculations for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 (dollars in thousands, except per share amounts):


	Three months ended June 30,
	2022					2021
	Net Income		Weighted Average Common Shares Outstanding	Per Share Amount		Net Income		Weighted Average Common Shares Outstanding	Per Share Amount
Net income	$	39,228				$	44,789
Basic earnings per share:
Income available to common stockholders	$	39,228	74,328,632	$	0.53	$	44,789	76,643,546	$	0.58
Dilutive shares			72,156					109,896
Diluted earnings per share:
Income available to common stockholders	$	39,228	74,400,788	$	0.53	$	44,789	76,753,442	$	0.58

Three months ended September 30,
2017 2016

Net
Income

Weighted
Average
Common
Shares
Outstanding

Per
Share
Amount

Net
Income

Weighted
Average
Common
Shares
Outstanding

Per
Share
Amount

Net income $ 26,575
$ 22,906

Basic earnings per share:
Income available to common stockholders $ 26,575
64,454,684
$ 0.41
$ 22,906
63,728,393
$ 0.36

Dilutive shares 190,594
206,493

Diluted earnings per share:
Income available to common stockholders $ 26,575
64,645,278
$ 0.41
$ 22,906
63,934,886
$ 0.36


	Nine months ended September 30,											Six months ended June 30,
	2017					2016						2022					2021
	Net Income		Weighted Average Common Shares Outstanding	Per Share Amount		Net Income		Weighted Average Common Shares Outstanding	Per Share Amount			Net Income		Weighted Average Common Shares Outstanding	Per Share Amount		Net Income		Weighted Average Common Shares Outstanding	Per Share Amount
Net income	$	74,466				$	65,235				Net income	$	83,191				$	93,348
Basic earnings per share:											Basic earnings per share:
Income available to common stockholders	$	74,466	64,327,640	$	1.16	$	65,235	63,545,065	$	1.03	Income available to common stockholders	$	83,191	75,068,154	$	1.11	$	93,348	76,580,364	$	1.22
Dilutive shares			192,070					182,658			Dilutive shares			84,132					87,107
Diluted earnings per share:											Diluted earnings per share:
Income available to common stockholders	$	74,466	64,519,710	$	1.15	$	65,235	63,727,723	$	1.02	Income available to common stockholders	$	83,191	75,152,286	$	1.11	$	93,348	76,667,471	$	1.22

Anti-dilutive stock options and awards at ~~September~~June 30, ~~2017~~2022 and ~~2016,~~2021, totaling ~~405,958 shares and 528,205~~1.0 million shares, respectively, were excluded from the earnings per share calculations.

C. Loans Receivable and Allowance for Credit Losses

The impact of utilizing the current expected credit loss ("CECL") methodology approach to calculate the allowance for credit losses on loans is significantly influenced by the composition, characteristics and quality of the Company’s loan portfolio, as well as the prevailing economic conditions and forecast utilized. Material changes to these and other relevant factors may result in greater volatility to the allowance for credit losses, and therefore, greater volatility to the Company’s reported earnings. The decrease in the period-over-period provision benefit for both the three and six months ended June 30, 2022 was largely a function of growth in the loan portfolio, the relative change in the economic outlook and the significant favorable impact of the post-pandemic recovery in the prior year period. See Note 3 to the Consolidated Financial Statements for more information on the allowance for credit losses on loans.

D. Goodwill

Goodwill represents the excess of the purchase price over the estimated fair value of identifiable net assets acquired through business combinations. In accordance with GAAP, goodwill with an indefinite useful life is not amortized, but is evaluated for impairment on an annual basis, or more frequently if events or changes in circumstances indicate potential impairment between annual measurement dates. Goodwill is analyzed for impairment once a year. As permitted by GAAP, the Company prepares a qualitative assessment in determining whether goodwill may be impaired. The factors considered in the assessment include macroeconomic conditions, industry and market conditions and overall financial performance of the Company, among others. The Company completed its annual goodwill impairment test as of July 1, 2022, and it is not more likely than not that the fair value of Provident Financial Services, Inc., the reporting unit, is below its carrying amount.

Note 2. Investment Securities

At ~~September~~June 30, ~~2017,~~2022, the Company had ~~$1.03~~$1.95 billion and ~~$481.8~~$410.7 million in available for sale debt securities and held to maturity ~~investment~~debt securities, respectively. Many factors, including lack of liquidity in the secondary market for certain securities, variations in pricing information, changes in interest rates, regulatory actions, changes in the business environment or any changes in the competitive marketplace could have an adverse effect on the Company’s investment ~~portfolio which could result in other-than-temporary impairment ("OTTI") in future periods.~~portfolio. The total number of available for sale and held to maturity ~~and available for sale~~debt securities in an unrealized loss position ~~as of September~~at June 30, ~~2017~~2022 totaled ~~253,~~751, compared with ~~419~~166 at December 31, ~~2016.~~ 2021. The increase in the number of securities in an unrealized loss position at June 30, 2022 was due to higher current market interest rates compared to rates at December 31, 2021.

Management measures expected credit losses on held to maturity debt securities on a collective basis by security type. Management classifies the held to maturity debt securities portfolio into the following security types:

•Agency obligations;

•Mortgage-backed securities;

•State and municipal obligations; and

•Corporate obligations.

All ~~securities with unrealized losses at September 30, 2017 were analyzed for other-than-temporary impairment. Based upon this analysis,~~of the agency obligations held by the Company ~~believes that as~~are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of ~~September~~no credit losses. The majority of the state and municipal, and corporate obligations carry no lower than A ratings from the rating agencies at June 30, ~~2017, such~~2022 and the Company had one security rated BBB by Moody’s Investors Service.

The Company adopted CECL using the prospective transition approach for debt securities ~~with unrealized losses do not represent impairments that are other-than-temporary.~~for which other-than-temporary impairment had been recognized prior to January 1, 2020. As a result, the amortized cost basis remains the same before and after the effective date of CECL.

~~Securities~~ Available for Sale Debt Securities

The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the fair value for ~~securities~~ available for sale debt securities at ~~September~~June 30, ~~2017~~ ~~and~~ ~~December 31, 2016~~ ~~(in thousands):~~

September 30, 2017

Amortized
cost
Gross
unrealized
gains
Gross
unrealized
losses Fair
value
U.S. Treasury obligations $ 5,995
—
(1 ) 5,994
Agency obligations
28,031

15

(11 ) 28,035
Mortgage-backed securities
965,863

7,477

(4,928 ) 968,412
State and municipal obligations
3,695

112

—
3,807
Corporate obligations 21,049
420
(10 ) 21,459
Equity securities
397

201

—
598

$ 1,025,030

8,225

(4,950 ) 1,028,305

December 31, 2016
Amortized
cost Gross
unrealized
gains Gross
unrealized
losses Fair
value
U.S. Treasury obligations $ 7,995
13
—
8,008
Agency obligations 57,123
90
(25 ) 57,188
Mortgage-backed securities 952,992
7,249
(8,380 ) 951,861
State and municipal obligations 3,727
19
(3 ) 3,743
Corporate obligations 19,013
35
(11 ) 19,037
Equity securities 397
152
—
549
$ 1,041,247
7,558
(8,419 ) 1,040,386

~~The amortized cost and fair value of securities available for sale at~~ ~~September 30, 2017, by contractual maturity, are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.~~

September 30, 2017

Amortized
cost

Fair
value
Due in one year or less $ 35,452
35,445
Due after one year through five years 2,423
2,471
Due after five years through ten years 20,895
21,379
Due after ten years —
—
$ 58,770
59,295

Mortgage-backed securities totaling $965.9 million at amortized cost and $968.4 million at fair value are excluded from the table above as their expected lives are likely to be shorter than the contractual maturity date due to principal prepayments. Also excluded from the table above are equity securities of $397,000 at amortized cost and $598,000 at fair value.

For the three and nine months ended September 30, 2017, no securities were sold or called from the securities available for sale portfolio. For the three months ended September 30, 2016, proceeds from sales on securities available for sale totaled $1.2 million resulting in no gross gains and $45,000 of gross losses. Proceeds from the sale of securities available for sale, for the nine months ended September 30, 2016, totaled $3.4 million, resulting in gross gains of $95,000 and gross losses of $45,000. There were no calls of available for sale securities for the three and nine months ended September 30, 2016.

~~The Company did not incur an OTTI charge on securities in the available for sale portfolio for the three and nine months ended~~ ~~September 30, 2017~~ ~~and~~ ~~2016~~.

~~The following tables present the fair value and gross unrealized losses for securities available for sale with temporary impairment at~~ ~~September 30, 2017~~2022 and December 31, ~~2016~~2021 (in thousands):


	June 30, 2022
	Amortized cost		Gross unrealized gains	Gross unrealized losses	Fair value

U.S. Treasury obligations	$	275,119	—	(21,204)	253,915

Mortgage-backed securities	1,705,190		174	(146,413)	1,558,951
Asset-backed securities	40,926		210	(292)	40,844
State and municipal obligations	68,205		21	(8,921)	59,305
Corporate obligations	36,583		77	(2,555)	34,105

	$	2,126,023	482	(179,385)	1,947,120

September 30, 2017 Unrealized Losses

Less than 12 months 12 months or longer Total

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses
U.S. Treasury obligations $ 5,994
(1 ) —
—
5,994
(1 )
Agency obligations
16,008
(11 ) —
—
16,008
(11 )
Mortgage-backed securities
424,627
(3,956 ) 50,881
(972 ) 475,508
(4,928 )
Corporate obligations —
—
991
(10 ) 991
(10 )

$ 446,629
(3,968 ) 51,872
(982 ) 498,501
(4,950 )

December 31, 2016 Unrealized Losses

Less than 12 months 12 months or longer Total

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses
Agency obligations $ 14,000
(25 ) —
—
14,000
(25 )
Mortgage-backed securities 553,629
(8,377 ) 65
(3 ) 553,694
(8,380 )
State and municipal obligations 661
(3 ) —
—
661
(3 )
Corporate obligations —
—
990
(11 ) 990
(11 )

$ 568,290
(8,405 ) 1,055
(14 ) 569,345
(8,419 )

The temporary loss position associated with securities available for sale was the result of changes in market interest rates relative to the coupon of the individual security and changes in credit spreads. The Company does not have the intent to sell securities in a temporary loss position at ~~September 30, 2017, nor is it more likely than not that the Company will be required to sell the securities before their prices recover.~~

~~The number of available for sale securities in an unrealized loss position at~~ ~~September 30, 2017~~ ~~totaled~~ 82~~, compared with~~ 87 ~~at December 31, 2016. At~~ ~~September 30, 2017, there were two private label mortgage-backed securities in an unrealized loss position,~~

~~with an amortized cost of $50,000 and an unrealized loss of~~ ~~$2,000. Neither of these private label mortgage-backed securities were below investment grade at September 30, 2017.~~

The Company estimates the loss projections for each security by stressing the individual loans collateralizing the security and applying a range of expected default rates, loss severities, and prepayment speeds in conjunction with the underlying credit enhancement for each security. Based on specific assumptions about collateral and vintage, a range of possible cash flows was identified to determine whether OTTI existed during the nine months ended ~~September 30, 2017. The Company believes that~~ no ~~OTTI of the securities available for sale portfolio existed for the three and nine months ended September 30, 2017.~~

~~Investment Securities Held to Maturity~~

~~The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the estimated fair value for investment securities held to maturity at~~ ~~September 30, 2017~~ ~~and~~ ~~December 31, 2016~~ ~~(in thousands):~~

September 30, 2017

Amortized
cost

Gross
unrealized
gains

Gross
unrealized
losses

Fair
value
Agency obligations
$ 4,307
—
(55 ) 4,252
Mortgage-backed securities
475
17
—
492
State and municipal obligations
467,113
10,407
(1,761 ) 475,759
Corporate obligations
9,950
6
(34 ) 9,922

$ 481,845
10,430
(1,850 ) 490,425

December 31, 2016

Amortized
cost

Gross
unrealized
gains

Gross
unrealized
losses

Fair
value
Agency obligations $ 4,306
2
(83 ) 4,225
Mortgage-backed securities 893
31
—
924
State and municipal obligations 473,653
6,635
(5,436 ) 474,852
Corporate obligations 9,331
7
(52 ) 9,286
$ 488,183
6,675
(5,571 ) 489,287

The Company generally purchases securities for long-term investment purposes, and differences between amortized cost and fair values may fluctuate during the investment period. There were no sales of securities from the held to maturity portfolio for the three and nine months ended September 30, 2017 and 2016. For the three and nine months ended September 30, 2017, proceeds from calls on securities in the held to maturity portfolio totaled $8.1 million and $28.7 million, respectively, with gross gains totaling $39,000 and $50,000, respectively and gross losses of $3,000 in both the three and nine month periods. For the three and nine months ended September 30, 2016, proceeds from calls of securities in the held to maturity portfolio totaled $20.3 million and $35.2 million, respectively, with gross gains totaling $2,000 and $4,000, respectively and no gross losses recognized in either period.


	December 31, 2021
	Amortized cost		Gross unrealized gains	Gross unrealized losses	Fair value

U.S. Treasury obligations	$	196,897	298	(866)	196,329

Mortgage-backed securities	1,711,312		14,082	(16,563)	1,708,831
Asset-backed securities	45,115		1,687	(5)	46,797
State and municipal obligations	68,702		1,127	(122)	69,707
Corporate obligations	36,109		425	(347)	36,187

	$	2,058,135	17,619	(17,903)	2,057,851

The amortized cost and fair value of ~~investment~~available for sale debt securities ~~in the held to maturity portfolio~~ at ~~September~~June 30, ~~2017~~2022, by contractual maturity, are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.


	June 30, 2022
	Amortized cost		Fair value
Due in one year or less	$	999	1,000
Due after one year through five years	151,590		141,460
Due after five years through ten years	162,494		148,873
Due after ten years	64,824		55,992
	$	379,907	347,325

September 30, 2017

Amortized
cost

Fair
value
Due in one year or less
$ 14,723
14,755
Due after one year through five years
65,170
66,276
Due after five years through ten years
254,191
259,908
Due after ten years
147,286
148,994

$ 481,370
489,933

~~Mortgage-backed securities~~Investments which pay principal on a periodic basis totaling ~~$475,000~~$1.75 billion at amortized cost and ~~$492,000~~$1.60 billion at fair value are excluded from the table above as their expected lives are likely to be shorter than the contractual maturity date due to principal prepayments.

For the three and six months ended June 30, 2022 and 2021, no securities were sold from the available for sale debt securities portfolio. For the three and six months ended June 30, 2022, proceeds from calls on securities in the available for sale debt securities portfolio totaled $5.4 million with gains of $58,000 and no losses recognized. For the six months ended June 30,

2021, proceeds from calls on securities in the available for sale debt securities portfolio totaled $9.4 million, with gains of $230,000 and no losses recognized.

The following tables present the fair ~~value~~values and gross unrealized losses for ~~investment securities held to maturity with temporary impairment at~~ ~~September 30, 2017~~ ~~and~~ ~~December 31, 2016~~ ~~(in thousands):~~

September 30, 2017 Unrealized Losses
Less than 12 months 12 months or longer Total

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses

Fair
value

Gross
unrealized
losses
Agency obligations
$ 3,853
(55 ) —
—
3,853
(55 )
State and municipal obligations
62,881
(938 ) 22,251
(823 ) 85,132
(1,761 )
Corporate obligations
6,646
(34 ) —
—
6,646
(34 )

$ 73,380
(1,027 ) 22,251
(823 ) 95,631
(1,850 )

December 31, 2016 Unrealized Losses
Less than 12 months 12 months or longer Total
Fair
value Gross
unrealized
losses Fair
value Gross
unrealized
losses Fair
value Gross
unrealized
losses
Agency obligations $ 3,525
(83 ) —
—
3,525
(83 )
State and municipal obligations 172,152
(5,132 ) 6,617
(304 ) 178,769
(5,436 )
Corporate obligations 4,697
(52 ) —
—
4,697
(52 )
$ 180,374
(5,267 ) 6,617
(304 ) 186,991
(5,571 )

~~Based upon the review of the held to maturity securities portfolio, the Company believes that as of~~ ~~September 30, 2017, securities with unrealized loss positions shown above do not represent impairments that are other-than-temporary. The review of the portfolio~~available for OTTI considers the percentage and length of time the fair value of an investment is below book value, as well as general market conditions, changes in interest rates, credit risks, whether the Company has the intent to sell the securities and whether it is more likely than not that the Company would be required to sell the securities before their prices recover.

~~The number of held to maturity~~sale debt securities in an unrealized loss position at ~~September~~June 30, ~~2017~~2022 and December 31, 2021 (in thousands):


	June 30, 2022
	Less than 12 months			12 months or longer		Total
	Fair value		Gross unrealized losses	Fair value	Gross unrealized losses	Fair value	Gross unrealized losses

Agency obligations	$	253,915	(21,204)	—	—	253,915	(21,204)
Mortgage-backed securities	1,394,962		(128,497)	144,609	(17,916)	1,539,571	(146,413)
Asset-backed securities	17,638		(292)	—	—	17,638	(292)
State and municipal obligations	55,505		(8,921)	—	—	55,505	(8,921)
Corporate obligations	26,364		(1,518)	5,731	(1,037)	32,095	(2,555)
	$	1,748,384	(160,432)	150,340	(18,953)	1,898,724	(179,385)


	December 31, 2021
	Less than 12 months			12 months or longer		Total
	Fair value		Gross unrealized losses	Fair value	Gross unrealized losses	Fair value	Gross unrealized losses

U.S. Treasury obligations	$	98,621	(866)	—	—	98,621	(866)

Mortgage-backed securities	1,147,403		(15,176)	33,850	(1,387)	1,181,253	(16,563)
Asset-backed securities	1,930		(5)	—	—	1,930	(5)
State and municipal obligations	10,732		(122)	—	—	10,732	(122)
Corporate obligations	18,474		(347)	—	—	18,474	(347)
	$	1,277,160	(16,516)	33,850	(1,387)	1,311,010	(17,903)

The number of available for sale debt securities in an unrealized loss position at June 30, 2022 totaled ~~171,~~408, compared with ~~332~~113 at December 31, ~~2016.~~2021. The ~~decrease~~increase in the number of securities in an unrealized loss position at ~~September~~June 30, ~~2017,~~2022 was due to ~~a slight decrease in~~higher current market interest rates ~~from~~compared to rates at December 31, ~~2016~~2021. At June 30, 2022, there were 2 private label mortgage-backed securities in an unrealized loss position, with an amortized cost of $1.2 million and ~~a tightening~~an unrealized loss of ~~spreads~~$21,000. These private-label mortgage-backed securities were unrated at June 30, 2022.

Held to Maturity Debt Securities

The following tables present the amortized cost, gross unrealized gains, gross unrealized losses and the estimated fair value for held to maturity debt securities at June 30, 2022 and December 31, 2021 (in thousands):


	June 30, 2022
	Amortized cost		Gross unrealized gains	Gross unrealized losses	Fair value
Agency obligations	$	9,996	—	(745)	9,251
Mortgage-backed securities	7		—	—	7
State and municipal obligations	389,095		951	(11,229)	378,817
Corporate obligations	11,677		—	(612)	11,065
	$	410,775	951	(12,586)	399,140

At June 30, 2022, the allowance for credit losses on held to maturity debt securities totaled $30,000.


	December 31, 2021
	Amortized cost		Gross unrealized gains	Gross unrealized losses	Fair value
Agency obligations	$	9,996	—	(175)	9,821
Mortgage-backed securities	21		—	—	21
State and municipal obligations	415,724		14,463	(635)	429,552
Corporate obligations	10,448		19	(152)	10,315
	$	436,189	14,482	(962)	449,709

At December 31, 2021, the allowance for credit losses on held to maturity debt securities totaled $39,000, and is excluded from amortized cost in the ~~municipal bond sector. All temporarily impaired~~table above.

The Company generally purchases securities for long-term investment purposes, and differences between amortized cost and fair value may fluctuate during the investment period. There were 0 sales of securities from the held to maturity debt securities portfolio for the three and six months ended June 30, 2022 and 2021. For the three and six months ended June 30, 2022, proceeds from calls on securities in the held to maturity debt securities portfolio totaled $10.3 million and $26.2 million, respectively. As to these calls on securities for the three and six months ended June 30, 2022, gross gains totaled $83,000 and $99,000, respectively, with no gross losses. For the three and six months ended June 30, 2021, proceeds from calls on securities in the held to maturity debt securities portfolio totaled $6.1 million and $12.9 million, respectively. As to these calls of securities for the three months ended June 30, 2021, there were gross gains of $33,500 and no gross losses, and for the six months ended June 30, 2021, there were gross gains of $1,000 and no gross losses.

The amortized cost and fair value of investment securities in the held to maturity debt securities portfolio at June 30, 2022 by contractual maturity are shown below (in thousands). Expected maturities may differ from contractual maturities due to prepayment or early call privileges of the issuer.


	June 30, 2022
	Amortized cost		Fair value
Due in one year or less	$	17,038	17,066
Due after one year through five years	150,164		148,676
Due after five years through ten years	195,404		191,234
Due after ten years	48,162		42,157
	$	410,768	399,133

Mortgage-backed securities totaling $7,000 for both amortized cost and fair value are excluded from the table above as their expected lives are likely to be shorter than the contractual maturity date due to principal prepayments. Additionally, the allowance for credit losses totaling $30,000 is excluded from the table above.

The following tables present the fair values and gross unrealized losses for held to maturity debt securities in an unrealized loss position at June 30, 2022 and December 31, 2021 (in thousands):


	June 30, 2022 Unrealized Losses
	Less than 12 months			12 months or longer		Total
	Fair value		Gross unrealized losses	Fair value	Gross unrealized losses	Fair value	Gross unrealized losses
Agency obligations	$	9,251	(745)	—	—	9,251	(745)
State and municipal obligations	180,810		(9,316)	8,139	(1,913)	188,949	(11,229)
Corporate obligations	9,060		(612)	—	—	9,060	(612)
	$	199,121	(10,673)	8,139	(1,913)	207,260	(12,586)


	December 31, 2021 Unrealized Losses
	Less than 12 months			12 months or longer		Total
	Fair value		Gross unrealized losses	Fair value	Gross unrealized losses	Fair value	Gross unrealized losses
Agency obligations	$	9,821	(175)	—	—	9,821	(175)
State and municipal obligations	27,350		(471)	5,022	(164)	32,372	(635)
Corporate obligations	7,649		(152)	—	—	7,649	(152)
	$	44,820	(798)	5,022	(164)	49,842	(962)

The number of held to maturity debt securities in an unrealized loss position at June 30, 2022 totaled 343, compared with 53 at December 31, 2021. The increase in the number of securities in an unrealized loss position at June 30, 2022, was due to higher current market interest rates compared to rates at December 31, 2021.

Credit Quality Indicators. The following table provides the amortized cost of held to maturity debt securities by credit rating as of June 30, 2022 (in thousands):


	June 30, 2022
Total Portfolio	AAA		AA	A	BBB	Not Rated	Total
Agency obligations	$	9,996	—	—	—	—	9,996
Mortgage-backed securities	7		—	—	—	—	7
State and municipal obligations	45,729		313,648	27,772	655	1,291	389,095
Corporate obligations	508		2,649	8,520	—	—	11,677
	$	56,240	316,297	36,292	655	1,291	410,775

	December 31, 2021
Total Portfolio	AAA		AA	A	BBB	Not Rated	Total
Agency obligations	$	9,996	—	—	—	—	9,996
Mortgage-backed securities	21		—	—	—	—	21
State and municipal obligations	54,583		314,396	44,392	945	1,408	415,724
Corporate obligations	510		2,634	7,279	—	25	10,448
	$	65,110	317,030	51,671	945	1,433	436,189

Credit quality indicators are metrics that provide information regarding the relative credit risk of debt securities. At June 30, 2022, the held to maturity debt securities portfolio was comprised of 14% rated AAA, 77% rated AA, 9% rated A, and less than 1% either below an A rating or not rated by Moody’s Investors Service or Standard and Poor’s. Securities not explicitly rated, such as U.S. Government mortgage-backed securities, were ~~investment grade~~grouped where possible under the credit rating of the issuer of the security.

At June 30, 2022, the allowance for credit losses on held to maturity debt securities was $30,000, a decrease from $39,000 at ~~September 30, 2017~~.

December 31, 2021.

Note 3. Loans Receivable and Allowance for ~~Loan~~Credit Losses

Loans receivable at ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016~~2021 are summarized as follows (in thousands):

September 30, 2017 December 31, 2016
Mortgage loans:
Residential $ 1,157,311
1,211,672
Commercial 2,022,576
1,978,569
Multi-family 1,334,984
1,402,054
Construction 324,692
264,814
Total mortgage loans 4,839,563
4,857,109
Commercial loans 1,708,842
1,630,444
Consumer loans 481,262
516,755
Total gross loans 7,029,667
7,004,308
Purchased credit-impaired ("PCI") loans 991
1,272
Premiums on purchased loans 4,229
4,968
Unearned discounts (36 ) (39 )
Net deferred fees (6,799 ) (7,023 )
Total loans $ 7,028,052
7,003,486


	June 30, 2022		December 31, 2021
Mortgage loans:
Residential	$	1,180,967	1,202,638
Commercial	4,136,344		3,827,370
Multi-family	1,445,099		1,364,397
Construction	728,024		683,166
Total mortgage loans	7,490,434		7,077,571




Commercial loans	2,192,009		2,188,866
Consumer loans	322,711		327,442

Total gross loans	10,005,154		9,593,879
Premiums on purchased loans	1,405		1,451

Net deferred fees	(14,114)		(13,706)
Total loans	$	9,992,445	9,581,624

The following tables summarize the aging of loans receivable by portfolio segment and class of loans ~~excluding PCI loans~~ (in thousands):


	June 30, 2022
	30-59 Days		60-89 Days	Non-accrual	Recorded Investment > 90 days accruing	Total Past Due	Current	Total Loans Receivable	Non-accrual loans with no related allowance
Mortgage loans:
Residential	$	853	1,752	3,401	—	6,006	1,174,961	1,180,967	3,401
Commercial	276		—	18,627	—	18,903	4,117,441	4,136,344	18,627
Multi-family	—		—	2,040	—	2,040	1,443,059	1,445,099	2,040
Construction	—		—	3,466	—	3,466	724,558	728,024	3,466
Total mortgage loans	1,129		1,752	27,534	—	30,415	7,460,019	7,490,434	27,534
Commercial loans	1,040		41	11,950	—	13,031	2,178,978	2,192,009	10,132
Consumer loans	343		169	964	—	1,476	321,235	322,711	964
Total gross loans	$	2,512	1,962	40,448	—	44,922	9,960,232	10,005,154	38,630


	December 31, 2021
	30-59 Days		60-89 Days	Non-accrual	Recorded Investment > 90 days accruing	Total Past Due	Current	Total Loans Receivable	Non-accrual loans with no related allowance
Mortgage loans:
Residential	$	7,229	1,131	6,072	—	14,432	1,188,206	1,202,638	6,072
Commercial	720		3,960	16,887	—	21,567	3,805,803	3,827,370	16,887
Multi-family	—		—	439	—	439	1,363,958	1,364,397	439
Construction	—		—	2,365	—	2,365	680,801	683,166	2,365
Total mortgage loans	7,949		5,091	25,763	—	38,803	7,038,768	7,077,571	25,763
Commercial loans	7,229		1,289	20,582	—	29,100	2,159,766	2,188,866	14,453
Consumer loans	649		228	1,682	—	2,559	324,883	327,442	1,682
Total gross loans	$	15,827	6,608	48,027	—	70,462	9,523,417	9,593,879	41,898

September 30, 2017

30-59
Days

60-89
Days
Non-accrual Recorded
Investment
> 90 days
accruing
Total Past
Due
Current
Total Loans
Receivable
Mortgage loans:
Residential $ 5,973
3,525
8,820
—
18,318
1,138,993
1,157,311
Commercial 608
292
8,070
—
8,970
2,013,606
2,022,576
Multi-family —
—
—
—
—
1,334,984
1,334,984
Construction —
—
—
—
—
324,692
324,692
Total mortgage loans 6,581
3,817
16,890
—
27,288
4,812,275
4,839,563
Commercial loans 1,870
244
17,523
—
19,637
1,689,205
1,708,842
Consumer loans 2,307
1,080
2,035
—
5,422
475,840
481,262
Total gross loans $ 10,758
5,141
36,448
—
52,347
6,977,320
7,029,667

December 31, 2016

30-59
Days

60-89
Days
Non-accrual Recorded
Investment
> 90 days
accruing Total Past
Due Current
Total Loans
Receivable
Mortgage loans:
Residential $ 5,891
6,563
12,021
—
24,475
1,187,197
1,211,672
Commercial —
80
7,493
—
7,573
1,970,996
1,978,569
Multi-family —
—
553
—
553
1,401,501
1,402,054
Construction —
—
2,517
—
2,517
262,297
264,814
Total mortgage loans 5,891
6,643
22,584
—
35,118
4,821,991
4,857,109
Commercial loans 1,656
357
16,787
—
18,800
1,611,644
1,630,444
Consumer loans 2,561
1,199
3,030
—
6,790
509,965
516,755
Total gross loans $ 10,108
8,199
42,401
—
60,708
6,943,600
7,004,308

Included in loans receivable are loans for which the accrual of interest income has been discontinued due to deterioration in the financial condition of the borrowers. The principal amounts of these non-accrual loans were ~~$36.4~~$40.4 million and ~~$42.4~~$48.0 million at ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016,~~2021, respectively. Included in non-accrual loans were ~~$9.1~~$16.3 million and ~~$7.3~~$23.0 million of loans which were less than 90 days past due at ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016,~~2021, respectively. There were no loans 90 days or greater past due and still accruing interest at ~~September~~June 30, ~~2017 or~~2022 and December 31, ~~2016.~~2021.

The Company defines an impaired loan as a non-homogeneous loan greater than $1.0 million, for which, ~~it is probable,~~ based on current information, it is not expected to collect all amounts due under the contractual terms of the loan ~~agreement will not be collected.~~agreement. Impaired loans also include all loans modified as troubled debt restructurings (“TDRs”). ~~A loan is deemed to be~~An allowance for collateral-dependent impaired loans that have been modified in a TDR ~~when a loan modification resulting in a concession~~ is made in an effort to mitigate potential loss arising from a borrower’s financial difficulty. Smaller balance homogeneous loans, including residential mortgages and other consumer loans, are evaluated collectively for impairment and are excluded from the definition of impaired loans, unless modified as TDRs. The Company separately calculates the reserve for loan lossesmeasured based on ~~impaired loans. The Company may recognize impairment of a loan based upon: (1)~~ the present value of expected future cash flows discounted at the loan’s effective interest ~~rate; (2) if a loan is collateral dependent,~~rate, the ~~fair value of collateral;~~loan’s observable market price, or ~~(3)~~ the estimated fair value of the ~~loan. Additionally, if impaired loans have risk characteristics in common, those loans may be aggregated and historical statistics may be used as a means of measuring those impaired loans.~~

collateral, less any selling costs. The Company uses third-party appraisals to determine the fair value of the underlying collateral in its analysis of ~~collateral dependent impaired~~collateral-dependent loans. A third-party appraisal is generally ordered as soon as a loan is designated as a ~~collateral dependent impaired~~collateral-dependent loan and is updated annually, or more frequently if required.

A financial asset is considered collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. For all classes of loans deemed collateral-dependent, the Company estimates expected credit losses based on the collateral’s fair value less any selling costs. A specific allocation of the allowance for ~~loan~~credit losses is established for each ~~collateral dependent impaired~~collateral-dependent loan with a carrying balance greater than the collateral’s fair value, less estimated ~~costs~~selling costs. In most cases, the Company records a partial charge-off to ~~sell. Charge-offs are generally taken for~~reduce the ~~amount of~~loan’s carrying value to the ~~specific allocation when operations associated with the respective property cease and it is determined that collection of amounts due will be derived primarily from the disposition of the collateral.~~collateral’s fair value less estimated selling costs. At each fiscal quarter end, if a loan is designated as ~~a collateral dependent impaired loan~~collateral-dependent and the third-party appraisal has not yet been received, an evaluation of all available collateral is made using the best information available at the time, including rent rolls, borrower financial statements and tax returns, prior appraisals, management’s knowledge of the market and collateral, and internally prepared collateral valuations based upon market assumptions regarding vacancy and capitalization rates, each as and where applicable. Once the appraisal is received and reviewed, the specific reserves are adjusted to reflect the appraised ~~value.~~value and evaluated for charge offs. The Company believes there have been no significant time lapses ~~in the recognition of changes in collateral values as a result of~~resulting from this process.

At ~~September~~June 30, ~~2017,~~2022, there were ~~145~~133 impaired loans totaling ~~$50.2 million.~~$45.1 million, of which 125 totaling $27.7 million were TDRs. Included in this total were ~~126~~102 TDRs related to ~~122~~99 borrowers totaling ~~$31.7~~$17.8 million that were performing in accordance with their restructured terms and which continued to accrue interest at ~~September~~June 30, ~~2017~~.2022. At December 31, ~~2016,~~2021, there were ~~141~~155 impaired loans totaling ~~$52.0~~$52.3 million,. of which 132 loans totaling $30.6 million were TDRs. Included in this total were ~~114~~115 TDRs to ~~110~~111 borrowers totaling ~~$29.9~~$21.9 million that were performing in accordance with their restructured terms and which continued to accrue interest at December 31, ~~2016.~~2021.

At June 30, 2022 and December 31, 2021, the Company had $15.2 million and $18.2 million related to the fair value of underlying collateral-dependent impaired loans, respectively. These collateral-dependent impaired loans at June 30, 2022 consisted of $14.0 million in commercial loans, $1.2 million in residential real estate loans, and $64,000 in consumer loans. The collateral for these impaired loans was primarily real estate.

The activity in the allowance for credit losses by portfolio segment for the three and six months ended June 30, 2022 and 2021 was as follows (in thousands):


Three months ended June 30,	Mortgage loans		Commercial loans	Consumer loans	Total
2022
Balance at beginning of period	$	50,096	23,799	2,380	76,275
Provision charge (benefit) to operations	5,593		(2,710)	117	3,000

Recoveries of loans previously charged-off	361		443	109	913
Loans charged-off	(986)		(145)	(41)	(1,172)
Balance at end of period	$	55,064	21,387	2,565	79,016

2021
Balance at beginning of period	$	54,198	26,302	5,091	85,591
Provision charge (benefit) to operations	1,080		(10,814)	(966)	(10,700)

Recoveries of loans previously charged-off	191		5,790	198	6,179
Loans charged-off	—		(16)	(95)	(111)
Balance at end of period	$	55,469	21,262	4,228	80,959


Six months ended June 30,	Mortgage loans		Commercial loans	Consumer loans	Total
2022
Balance at beginning of period	$	52,104	26,343	2,293	80,740


Provision charge (benefit) to operations	3,599		(7,115)	116	(3,400)
Recoveries of loans previously charged-off	371		2,304	275	2,950
Loans charged-off	(1,010)		(145)	(119)	(1,274)
Balance at end of period	$	55,064	21,387	2,565	79,016

2021
Balance at beginning of period	$	68,307	27,084	6,075	101,466
Provision benefit to operations	(12,387)		(11,281)	(2,032)	(25,700)

Recoveries of loans previously charged-off	467		6,317	501	7,285

Loans charged-off	(918)		(858)	(316)	(2,092)
Balance at end of period	$	55,469	21,262	4,228	80,959

For the three and six months ended June 30, 2022, the Company recorded a $3.0 million provision for credit losses on loans and a $3.4 million negative provision for credit losses on loans, respectively. The provision for credit losses for the quarter ended June 30, 2022 was largely a function of an increase in total loans outstanding and the relative change in the economic outlook, partially offset by an overall improvement in the Company's asset quality. The decrease in the period-over-period provision benefit for the six months ended June 30, 2022 was largely a function of the significant favorable impact of the post-pandemic recovery resulting in a larger negative provision taken in the prior year period, partially offset by growth in the loan portfolio.

The following ~~table summarizes~~tables summarize loans receivable by portfolio segment and impairment method ~~excluding PCI loans~~ (in thousands):


	June 30, 2022
	Mortgage loans		Commercial loans	Consumer loans	Total Portfolio Segments
Individually evaluated for impairment	$	35,492	8,387	1,173	45,052
Collectively evaluated for impairment	7,454,942		2,183,622	321,538	9,960,102
Total gross loans	$	7,490,434	2,192,009	322,711	10,005,154


	December 31, 2021
	Mortgage loans		Commercial loans	Consumer loans	Total Portfolio Segments
Individually evaluated for impairment	$	34,610	16,420	1,224	52,254
Collectively evaluated for impairment	7,042,961		2,172,446	326,218	9,541,625
Total gross loans	$	7,077,571	2,188,866	327,442	9,593,879

September 30, 2017

Mortgage
loans

Commercial
loans

Consumer
loans

Total Portfolio
Segments
Individually evaluated for impairment
$ 28,578
19,393
2,210
50,181
Collectively evaluated for impairment
4,810,985
1,689,449
479,052
6,979,486
Total gross loans
$ 4,839,563
1,708,842
481,262
7,029,667

December 31, 2016

Mortgage
loans

Commercial
loans

Consumer
loans

Total Portfolio
Segments
Individually evaluated for impairment
$ 29,551
20,255
2,213
52,019
Collectively evaluated for impairment
4,827,558
1,610,189
514,542
6,952,289
Total gross loans
$ 4,857,109
1,630,444
516,755
7,004,308

The allowance for ~~loan~~credit losses is summarized by portfolio segment and impairment classification as follows (in thousands):


	June 30, 2022
	Mortgage loans		Commercial loans	Consumer loans	Total
Individually evaluated for impairment	$	803	607	47	1,457
Collectively evaluated for impairment	54,261		20,780	2,518	77,559
Total gross loans	$	55,064	21,387	2,565	79,016

September 30, 2017

Mortgage
loans

Commercial
loans

Consumer
loans

Total
Individually evaluated for impairment
$ 1,773
1,028
71
2,872
Collectively evaluated for impairment
24,724
30,423
2,257
57,404
Total gross loans
$ 26,497
31,451
2,328
60,276


	December 31, 2016						December 31, 2021
	Mortgage loans		Commercial loans	Consumer loans	Total		Mortgage loans		Commercial loans		Consumer loans		Total
Individually evaluated for impairment	$	1,986	268	80	2,334	Individually evaluated for impairment	$	875	3,358		51		4,284
Collectively evaluated for impairment	27,640		28,875	3,034	59,549	Collectively evaluated for impairment	51,229		22,985		2,242		76,456
Total gross loans	$	29,626	29,143	3,114	61,883	Total gross loans	$	52,104	$	26,343	$	2,293	$	80,740

Three months ended September 30,
Mortgage
loans

Commercial
loans

Consumer
loans

Total Portfolio
Segments

Unallocated
Total
2017

Balance at beginning of period
$ 28,826
31,085
2,951
62,862
—
62,862
Provision charged (credited) to operations
(2,301 ) 3,446
(645 ) 500
—
500
Recoveries of loans previously charged-off
4
140
291
435
—
435
Loans charged-off
(32 ) (3,220 ) (269 ) (3,521 ) —
(3,521 )
Balance at end of period
$ 26,497
31,451
2,328
60,276
—
60,276

2016

Balance at beginning of period
$ 31,634
26,299
3,000
60,933
—
60,933
Provision charged (credited) to operations
(1,599 ) 2,378
221
1,000
—
1,000
Recoveries of loans previously charged-off
2
68
160
230
—
230
Loans charged-off
(383 ) (506 ) (186 ) (1,075 ) —
(1,075 )
Balance at end of period
$ 29,654
28,239
3,195
61,088
—
61,088

Nine months ended September 30, Mortgage
loans Commercial
loans Consumer
loans Total Portfolio
Segments Unallocated Total
2017
Balance at beginning of period $ 29,626
29,143
3,114
61,883
—
61,883
Provision charged (credited) to operations (2,724 ) 6,840
(416 ) 3,700
—
3,700
Recoveries of loans previously charged-off 65
671
692
1,428
—
1,428
Loans charged-off (470 ) (5,203 ) (1,062 ) (6,735 ) —
(6,735 )
Balance at end of period $ 26,497
31,451
2,328
60,276
—
60,276

2016
Balance at beginning of period $ 32,094
25,829
3,501
61,424
—
61,424
Provision charged (credited) to operations (2,294 ) 6,647
(153 ) 4,200
—
4,200
Recoveries of loans previously charged-off 575
351
697
1,623
—
1,623
Loans charged-off (721 ) (4,588 ) (850 ) (6,159 ) —
(6,159 )
Balance at end of period $ 29,654
28,239
3,195
61,088
—
61,088

The following table presents loans individually evaluated for impairment by class and loan category ~~excluding PCI loans~~ (in thousands):


	June 30, 2022						December 31, 2021
	Unpaid Principal Balance		Recorded Investment	Related Allowance	Average Recorded Investment	Interest Income Recognized	Unpaid Principal Balance	Recorded Investment	Related Allowance	Average Recorded Investment	Interest Income Recognized
Loans with no related allowance
Mortgage loans:
Residential	$	10,038	7,747	—	8,196	180	12,326	9,814	—	9,999	423
Commercial	17,004		15,216	—	16,270	—	15,310	14,685	—	15,064	63
Multi-family	1,618		1,601	—	1,613	12	—	—	—	—	—
Construction	2,757		2,689	—	2,689	—	1,656	1,588	—	1,643	30
Total	31,417		27,253	—	28,768	192	29,292	26,087	—	26,706	516
Commercial loans	7,277		5,278	—	5,464	13	9,845	7,254	—	7,714	33
Consumer loans	1,401		865	—	887	30	1,389	853	—	1,613	115
Total impaired loans	$	40,095	33,396	—	35,119	235	40,526	34,194	—	36,033	664

Loans with an allowance recorded
Mortgage loans:
Residential	$	7,724	7,386	789	7,449	138	7,994	7,652	858	7,742	278
Commercial	854		853	14	863	23	871	871	17	894	48
Multi-family	—		—	—	—	—	—	—	—	—	—

Total	8,578		8,239	803	8,312	161	8,865	8,523	875	8,636	326
Commercial loans	3,615		3,109	607	6,331	53	9,498	9,166	3,358	8,304	257
Consumer loans	328		308	47	311	6	391	371	51	379	18
Total impaired loans	$	12,521	11,656	1,457	14,954	220	18,754	18,060	4,284	17,319	601

Total impaired loans
Mortgage loans:
Residential	$	17,762	15,133	789	15,645	318	20,320	17,466	858	17,741	701
Commercial	17,858		16,069	14	17,133	23	16,181	15,556	17	15,958	111
Multi-family	1,618		1,601	—	1,613	12	—	—	—	—	—
Construction	2,757		2,689	—	2,689	—	1,656	1,588	—	1,643	30
Total	39,995		35,492	803	37,080	353	38,157	34,610	875	35,342	842
Commercial loans	10,892		8,387	607	11,795	66	19,343	16,420	3,358	16,018	290
Consumer loans	1,729		1,173	47	1,198	36	1,780	1,224	51	1,992	133
Total impaired loans	$	52,616	45,052	1,457	50,073	455	59,280	52,254	4,284	53,352	1,265

September 30, 2017 December 31, 2016

Unpaid
Principal
Balance

Recorded
Investment

Related
Allowance

Average
Recorded
Investment

Interest
Income
Recognized

Unpaid
Principal
Balance

Recorded
Investment

Related
Allowance

Average
Recorded
Investment

Interest
Income
Recognized
Loans with no related allowance
Mortgage loans:
Residential $ 13,035
10,277
—
10,391
340
10,691
7,881
—
8,027
484
Commercial 4,600
4,472
—
4,496
—
1,556
1,556
—
1,586
40
Construction —
—
—
—
—
2,553
2,517
—
2,514
—
Total 17,635
14,749
—
14,887
340
14,800
11,954
—
12,127
524
Commercial loans 17,505
13,884
—
13,954
280
21,830
18,874
—
13,818
259
Consumer loans 1,606
1,067
—
1,186
51
1,493
981
—
1,026
59
Total impaired loans $ 36,746
29,700
—
30,027
671
38,123
31,809
—
26,971
842

Loans with an allowance recorded
Mortgage loans:
Residential $ 13,803
12,759
1,633
12,873
374
14,169
13,520
1,716
13,705
519
Commercial 1,071
1,070
140
1,083
40
4,138
4,077
270
4,111
55
Construction —
—
—
—
—
—
—
—
—
—
Total 14,874
13,829
1,773
13,956
414
18,307
17,597
1,986
17,816
574
Commercial loans 6,158
5,509
1,028
6,045
52
1,381
1,381
268
5,956
4
Consumer loans 1,154
1,143
71
1,170
47
1,242
1,232
80
1,259
66
Total impaired loans $ 22,186
20,481
2,872
21,171
513
20,930
20,210
2,334
25,031
644

Total impaired loans
Mortgage loans:
Residential $ 26,838
23,036
1,633
23,264
714
24,860
21,401
1,716
21,732
1,003
Commercial 5,671
5,542
140
5,579
40
5,694
5,633
270
5,697
95
Construction —
—
—
—
—
2,553
2,517
—
2,514
—
Total 32,509
28,578
1,773
28,843
754
33,107
29,551
1,986
29,943
1,098
Commercial loans 23,663
19,393
1,028
19,999
332
23,211
20,255
268
19,774
263
Consumer loans 2,760
2,210
71
2,356
98
2,735
2,213
80
2,285
125
Total impaired loans $ 58,932
50,181
2,872
51,198
1,184
59,053
52,019
2,334
52,002
1,486

Specific allocations of the allowance for ~~loan~~credit losses attributable to impaired loans totaled ~~$2.9~~$1.5 million at ~~September~~June 30, ~~2017~~2022 and ~~$2.3~~$4.3 million at December 31, ~~2016.~~2021. At ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016,~~2021, impaired loans for which there was no related allowance for ~~loan~~credit losses totaled ~~$29.7~~$33.4 million and ~~$31.8~~$34.2 million, respectively. The average balance of impaired loans for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and the twelve months ended December 31, 2021 was ~~$51.2 million.~~$50.1 million and $53.4 million, respectively.

~~The Company~~Management utilizes an internal nine-point risk rating system to summarize its loan portfolio into categories with similar risk characteristics. Loans deemed to be “acceptable quality” are rated 1 through 4, with a rating of 1 established for loans with

minimal risk. Loans that are deemed to be of “questionable quality” are rated 5 (watch) or 6 (special mention). Loans with adverse classifications (substandard, doubtful or loss) are rated 7, 8 or 9, respectively. Commercial mortgage, commercial, multi-family and construction loans are rated individually, and each lending officer is responsible for risk rating loans in their portfolio. These

risk ratings are then reviewed by the department manager and/or the Chief Lending Officer and by the Credit Department. The risk ratings are also ~~confirmed~~reviewed periodically through ~~periodic~~ loan review examinations which are currently performed by an independent third-party. Reports by the independent third-party are presented ~~directly~~ to the Audit Committee of the Board of Directors.

~~Loans~~The Company participated in the Paycheck Protection Program (“PPP”) through the United States Department of the Treasury and Small Business Administration ("SBA"). The PPP loans are fully guaranteed by the SBA and may be eligible for forgiveness by the SBA to the extent that the proceeds are used to cover eligible payroll costs, interest costs, rent, and utility costs over a period of up to 24 weeks after the loan was made as long as certain conditions are met regarding employee retention and compensation levels. PPP loans deemed eligible for forgiveness by the SBA will be repaid by the SBA to the Company. For both the initial round and second round of PPP, the Company had secured 2,067 PPP loans for its customers totaling $682.0 million. As of June 30, 2022, 2,039 PPP loans totaling $665.3 million were forgiven. At June 30, 2022, PPP loans totaled $16.7 million, and are included in the commercial loan portfolio.

The following table summarizes the Company's gross loans held for investment by year of origination and internally assigned credit grades as of June 30, 2022 and December 31, 2021 (in thousands):


	Gross Loans Held by Investment by Year of Origination at June 30, 2022
	2022		2021	2020	2019	2018	Prior to 2018	Revolving Loans	Revolving loans to term loans	Total Loans
Residential (1)
Special mention	$	—	—	—	—	—	1,752	—	—	1,752
Substandard	—		—	—	—	278	5,701	—	—	5,979
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	—	—	278	7,453	—	—	7,731
Pass/Watch	88,490		219,356	220,585	101,646	60,902	482,257	—	—	1,173,236
Total residential	$	88,490	219,356	220,585	101,646	61,180	489,710	—	—	1,180,967

Commercial Mortgage
Special mention	$	—	—	833	28,404	48,868	10,391	0	—	88,496
Substandard	—		—	—	476	7,292	19,474	747	0	27,989
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	833	28,880	56,160	29,865	747	—	116,485
Pass/Watch	577,958		614,166	602,532	576,505	263,216	1,260,665	94,451	30,366	4,019,859

Total commercial mortgage	$	577,958	614,166	603,365	605,385	319,376	1,290,530	95,198	30,366	4,136,344

Multi-family
Special mention	$	—	—	—	—	—	1,669	—	—	1,669
Substandard	—		—	439	—	591	2,404	—	—	3,434
Doubtful	—		—	—	—	0	0	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	439	—	591	4,073	—	—	5,103
Pass/Watch	93,428		149,942	287,937	203,526	175,050	527,004	1,952	1,157	1,439,996


	Gross Loans Held by Investment by Year of Origination at June 30, 2022
	2022		2021	2020	2019	2018	Prior to 2018	Revolving Loans	Revolving loans to term loans	Total Loans
Total multi-family	$	93,428	149,942	288,376	203,526	175,641	531,077	1,952	1,157	1,445,099

Construction
Special mention	$	—	—	—	—	19,172	905	—	—	20,077
Substandard	—		—	—	2,197	2,365	—	—	—	4,562
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	—	2,197	21,537	905	—	—	24,639
Pass/Watch	65,999		298,597	172,180	117,130	41,280	1,593	—	6,606	703,385
Total construction	$	65,999	298,597	172,180	119,327	62,817	2,498	—	6,606	728,024

Total Mortgage
Special mention	$	—	—	833	28,404	68,040	14,717	—	—	111,994
Substandard	—		—	439	2,673	10,526	27,579	747	—	41,964
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	1,272	31,077	78,566	42,296	747	—	153,958
Pass/Watch	825,875		1,282,061	1,283,234	998,807	540,448	2,271,519	96,403	38,129	7,336,476
Total Mortgage	$	825,875	1,282,061	1,284,506	1,029,884	619,014	2,313,815	97,150	38,129	7,490,434

Commercial
Special mention	$	—	—	11,487	957	2,329	27,183	9,162	1,642	52,760
Substandard	—		—	652	4,454	5,375	72,985	16,549	1,020	101,035
Doubtful	—		—	—	—	—	—	0	0	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	12,139	5,411	7,704	100,168	25,711	2,662	153,795
Pass/Watch	163,411		338,523	181,874	171,523	127,502	537,670	484,159	33,552	2,038,214
Total commercial	$	163,411	338,523	194,013	176,934	135,206	637,838	509,870	36,214	2,192,009

Consumer (1)
Special mention	$	—	—	33	—	—	118	—	18	169
Substandard	—		—	—	—	137	705	78	0	920
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—

Total criticized and classified	—		—	33	—	137	823	78	18	1,089
Pass/Watch	19,873		22,391	2,510	18,069	18,277	99,077	125,733	15,692	321,622
Total consumer	$	19,873	22,391	2,543	18,069	18,414	99,900	125,811	15,710	322,711

Total Loans
Special mention	$	—	—	12,353	29,361	70,369	42,018	9,162	1,660	164,923
Substandard	—		—	1,091	7,127	16,038	101,269	17,374	1,020	143,919


	Gross Loans Held by Investment by Year of Origination at June 30, 2022
	2022		2021	2020	2019	2018	Prior to 2018	Revolving Loans	Revolving loans to term loans	Total Loans
Doubtful	—		—	—	—	—	—	—	—	—

Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	13,444	36,488	86,407	143,287	26,536	2,680	308,842
Pass/Watch	1,009,159		1,642,975	1,467,618	1,188,399	686,227	2,908,266	706,295	87,373	9,696,312
Total gross loans	$	1,009,159	1,642,975	1,481,062	1,224,887	772,634	3,051,553	732,831	90,053	10,005,154

(1) For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.


	Gross Loans Held by Investment by Year of Origination at December 31, 2021
	2021		2020	2019	2018	2017	Prior to 2017	Revolving Loans	Revolving loans to term loans	Total Loans
Residential (1)
Special mention	$	—	—	—	—	697	434	—	—	1,131
Substandard	—		—	—	280	166	8,569	—	—	9,015
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		—	—	280	863	9,003	—	—	10,146
Pass/Watch	229,106		235,949	113,206	67,493	75,906	470,832	—	—	1,192,492
Total residential	$	229,106	235,949	113,206	67,773	76,769	479,835	—	—	1,202,638

Commercial Mortgage
Special mention	$	—	2,624	28,706	22,296	9,657	26,668	1,094	—	91,045
Substandard	—		—	18	34,260	7,352	34,356	799	—	76,785
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		2,624	28,724	56,556	17,009	61,024	1,893	—	167,830
Pass/Watch	655,105		600,030	589,578	298,665	430,947	952,746	101,618	30,851	3,659,540

Total commercial mortgage	$	655,105	602,654	618,302	355,221	447,956	1,013,770	103,511	30,851	3,827,370

Multi-family
Special mention	$	—	—	—	—	3,053	271	—	—	3,324
Substandard	—		439	—	0	—	945	—	—	1,384
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		439	—	—	3,053	1,216	—	—	4,708
Pass/Watch	154,419		294,716	166,558	173,583	117,654	448,710	2,880	1,169	1,359,689
Total multi-family	$	154,419	295,155	166,558	173,583	120,707	449,926	2,880	1,169	1,364,397


	Gross Loans Held by Investment by Year of Origination at December 31, 2021
	2021		2020	2019	2018	2017	Prior to 2017	Revolving Loans	Revolving loans to term loans	Total Loans
Construction
Special mention	$	—	1,125	—	—	—	—	—	—	1,125
Substandard	—		—	—	2,365	—	—	—	—	2,365
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		1,125	—	2,365	—	—	—	—	3,490
Pass/Watch	173,843		176,182	219,331	94,363	9,604	103	0	6,250	679,676
Total construction	$	173,843	177,307	219,331	96,728	9,604	103	—	6,250	683,166

Total Mortgage
Special mention	$	—	3,749	28,706	22,296	13,407	27,373	1,094	—	96,625
Substandard	—		439	18	36,905	7,518	43,870	799	—	89,549
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	—		4,188	28,724	59,201	20,925	71,243	1,893	—	186,174
Pass/Watch	1,212,473		1,306,877	1,088,673	634,104	634,111	1,872,391	104,498	38,270	6,891,397
Total Mortgage	$	1,212,473	1,311,065	1,117,397	693,305	655,036	1,943,634	106,391	38,270	7,077,571

Commercial
Special mention	$	1,232	2,662	2,816	3,263	24,418	40,561	8,389	2,155	85,496
Substandard	—		736	5,517	5,860	5,747	64,807	13,622	1,821	98,110
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—
Total criticized and classified	1,232		3,398	8,333	9,123	30,165	105,368	22,011	3,976	183,606
Pass/Watch	415,924		222,132	179,193	154,440	149,567	489,051	355,097	39,856	2,005,260
Total commercial	$	417,156	225,530	187,526	163,563	179,732	594,419	377,108	43,832	2,188,866

Consumer (1)
Special mention	$	—	—	—	—	—	109	25	94	228
Substandard	—		—	—	116	2	1,514	6	—	1,638
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—

Total criticized and classified	—		—	—	116	2	1,623	31	94	1,866
Pass/Watch	25,140		4,503	24,272	21,046	15,804	99,106	119,347	16,358	325,576
Total consumer	$	25,140	4,503	24,272	21,162	15,806	100,729	119,378	16,452	327,442

Total Loans
Special mention	$	1,232	6,411	31,522	25,559	37,825	68,043	9,508	2,249	182,349
Substandard	—		1,175	5,535	42,881	13,267	110,191	14,427	1,821	189,297
Doubtful	—		—	—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—	—


	Gross Loans Held by Investment by Year of Origination at December 31, 2021
	2021		2020	2019	2018	2017	Prior to 2017	Revolving Loans	Revolving loans to term loans	Total Loans
Total criticized and classified	1,232		7,586	37,057	68,440	51,092	178,234	23,935	4,070	371,646
Pass/Watch	1,653,537		1,533,512	1,292,138	809,590	799,482	2,460,548	578,942	94,484	9,222,233
Total gross loans	$	1,654,769	1,541,098	1,329,195	878,030	850,574	2,638,782	602,877	98,554	9,593,879

(1) For residential and consumer loans, the Company assigns internal credit grades based on the delinquency status of each loan.

Note 4. Deposits

Deposits at June 30, 2022 and December 31, 2021 are summarized as follows (in thousands):


	June 30, 2022		December 31, 2021
Savings	$	1,512,356	1,460,541
Money market	2,618,057		2,592,523
NOW	3,258,591		3,722,198
Non-interest bearing	2,818,575		2,766,235
Certificates of deposit	666,645		692,515
Total deposits	$	10,874,224	11,234,012

Note 5. Borrowed Funds

Borrowed funds at June 30, 2022 and December 31, 2021 are summarized as follows (in thousands):


	June 30, 2022		December 31, 2021
Securities sold under repurchase agreements	$	107,711	116,760
FHLB overnight borrowings	314,000		—
FHLB advances	580,791		510,014

Total borrowed funds	$	1,002,502	626,774

At June 30, 2022, FHLB advances were at fixed rates and mature between July 2022 and July 2025, and at December 31, 2021, FHLB advances were at fixed rates with maturities between January 2022 and July 2025. These advances are secured by loans receivable ~~by credit quality risk rating indicator, excluding PCI loans,~~under a blanket collateral agreement.

Scheduled maturities of FHLB advances and overnight borrowings at June 30, 2022 are as follows (in thousands):


	2022
Due in one year or less	$	430,950
Due after one year through two years	91,728
Due after two years through three years	238,953
Due after three years through four years	133,160

Thereafter	—
Total FHLB advances and overnight borrowings	$	894,791

At September 30, 2017

Residential
Commercial
mortgage

Multi-
family

Construction
Total
mortgages

Commercial
Consumer
Total loans
Special mention
$ 3,525
19,437
16
—
22,978
26,156
1,080
50,214
Substandard
8,820
25,633
—
—
34,453
30,361
2,034
66,848
Doubtful
—
—
—
—
—
771
—
771
Loss
—
—
—
—
—
—
—
—
Total classified and criticized
12,345
45,070
16
—
57,431
57,288
3,114
117,833
Pass/Watch
1,144,966
1,977,506
1,334,968
324,692
4,782,132
1,651,554
478,148
6,911,834
Total
$ 1,157,311
2,022,576
1,334,984
324,692
4,839,563
1,708,842
481,262
7,029,667

At December 31, 2016

Residential
Commercial
mortgage

Multi-
family

Construction
Total
mortgages

Commercial
Consumer
Total loans
Special mention
$ 6,563
25,329
563
—
32,455
14,840
1,242
48,537
Substandard
12,021
23,011
553
2,517
38,102
47,255
2,940
88,297
Doubtful
—
—
—
—
—
—
—
—
Loss
—
—
—
—
—
—
—
—
Total classified and criticized
18,584
48,340
1,116
2,517
70,557
62,095
4,182
136,834
Pass/Watch
1,193,088
1,930,229
1,400,938
262,297
4,786,552
1,568,349
512,573
6,867,474
Total
$ 1,211,672
1,978,569
1,402,054
264,814
4,857,109
1,630,444
516,755
7,004,308

~~Note 4. Deposits~~

~~Deposits~~Scheduled maturities of securities sold under repurchase agreements at ~~September~~June 30, ~~2017~~ ~~and December 31, 2016~~2022 are ~~summarized~~ as follows (in thousands):


	2022
Due in one year or less	$	107,711




Thereafter	—
Total securities sold under repurchase agreements	$	107,711

The following tables set forth certain information as to borrowed funds for the periods ended June 30, 2022 and December 31, 2021 (in thousands):


	Maximum balance		Average balance	Weighted average interest rate
June 30, 2022
Securities sold under repurchase agreements	$	125,506	116,903	0.32	%
FHLB overnight borrowings	314,000		34,999	2.42
FHLB advances	580,791		386,691	0.87

December 31, 2021
Securities sold under repurchase agreements	$	132,005	116,158	0.07	%
FHLB overnight borrowings	—		205	0.34
FHLB advances	941,939		673,014	1.27

Securities sold under repurchase agreements include arrangements with deposit customers of the Bank to sweep funds into short-term borrowings. The Bank uses available for sale debt securities to pledge as collateral for the repurchase agreements.

At June 30, 2022 and December 31, 2021, available for sale debt securities pledged as collateral for repurchase agreements totaled $134.4 million and $136.0 million, respectively.

Interest expense on borrowings for the three and six months ended June 30, 2022 amounted to $1.1 million and $2.3 million, respectively. Interest expense on borrowings for the three and six months ended June 30, 2021 amounted to $2.6 million and $5.4 million, respectively.

September 30, 2017 December 31, 2016
Savings $ 1,083,215
1,099,020
Money market 1,539,064
1,582,750
NOW 1,972,220
1,871,298
Non-interest bearing 1,368,849
1,349,378
Certificates of deposit 627,868
651,183
Total deposits $ 6,591,216
6,553,629

Note 5.6. Components of Net Periodic Benefit Cost

The Bank has a noncontributory defined benefit pension plan covering its full-time employees who had attained age 21 with at least one year of service as of April 1, 2003. The pension plan was frozen on April 1, 2003. All participants in the Plan are 100% vested. The pension plan’s assets are invested in investment funds and group annuity contracts currently managed by the Principal Financial Group and Allmerica Financial.

In addition to pension benefits, certain health care and life insurance benefits are currently made available to certain of the Bank’s retired employees. The costs of such benefits are accrued based on actuarial assumptions from the date of hire to the date the employee is fully eligible to receive the benefits. Effective January 1, 2003, eligibility for retiree health care benefits was frozen as to new entrants, and benefits were eliminated for employees with less than ten years of service as of December 31, 2002. Effective January 1, 2007, eligibility for retiree life insurance benefits was frozen as to new entrants and retiree life insurance benefits were eliminated for employees with less than ten years of service as of December 31, 2006.

Net periodic ~~(increase)~~(decrease) increase in benefit cost for pension benefits and other post-retirement benefits for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 includes the following components (in thousands):

Three months ended September 30,
Nine months ended September 30,

Pension
benefits

Other post-
retirement
benefits

Pension
benefits

Other post-
retirement
benefits

2017
2016
2017
2016
2017
2016
2017
2016
Service cost
$ —
—
26
37
$ —
—
78
112
Interest cost
306
312
218
285
920
936
654
854
Expected return on plan assets
(637 ) (612 ) —
—
(1,913 ) (1,836 ) —
—
Amortization of prior service cost
—
—
—
—
—
—
—
—
Amortization of the net loss
230
236
(169 ) —
690
708
(507 ) —
Net periodic (increase) benefit cost
$ (101 ) (64 ) 75
322
$ (303 ) (192 ) 225
966


	Three months ended June 30,					Six months ended June 30,
	Pension benefits			Other post-retirement benefits		Pension benefits			Other post-retirement benefits
	2022		2021	2022	2021	2022		2021	2022	2021
Service cost	$	—	—	7	9	$	—	—	14	18
Interest cost	214		198	111	106	428		396	222	212
Expected return on plan assets	(864)		(807)	—	—	(1,728)		(1,614)	—	—
Amortization of prior service cost	—		—	—	—	—		—	—	—
Amortization of the net loss (gain)	—		118	(326)	(268)	—		236	(652)	(536)
Net periodic (decrease) increase in benefit cost	$	(650)	(491)	(208)	(153)	$	(1,300)	(982)	(416)	(306)

In its consolidated financial statements for the year ended December 31, ~~2016,~~2021, the Company previously disclosed that it does not expect to contribute to the pension plan in ~~2017.~~2022. As of ~~September~~June 30, ~~2017,~~2022, no contributions have been made to the pension plan.

The changes in net periodic ~~(increase)~~ benefit cost for pension benefits and other post-retirement benefits for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 were calculated using the ~~actual~~ January 1, ~~2017~~2022 pension and other post-retirement benefits actuarial valuations.

Note 6.7. Impact of Recent Accounting Pronouncements

Accounting Pronouncements Not Yet Adopted

In ~~August 2017,~~March 2022, the Financial Accounting Standards Board ~~(“FASB”~~("FASB") issued Accounting Standards Update ("ASU") ~~2017-12, Derivatives~~2022-02, "Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and ~~Hedging: Targeted Improvements to Accounting~~Vintage Disclosures," whichaddresses areas identified by the FASB as part of its post-implementation review of the credit losses standard (ASU 2016-13) that introduced the CECL model. The amendments eliminate the accounting guidance for ~~Hedging Activities (ASU 2017-12). The purpose of this updated guidance is to better align~~troubled debt restructurings by creditors that have adopted the CECL model and enhance the disclosure requirements for loan refinancing and restructurings made with borrowers experiencing financial difficulty. In addition, the amendments require a ~~company’s financial reporting for hedging activities with the economic objectives of those activities. ASU 2017-12 is effective for~~ public business entity to disclose current-period gross write-offs for financing receivables and net investment in leases by year of origination in the vintage disclosures. For entities that have adopted ASU 2016-13, ASU 2022-02 is effective for fiscal years beginning after December 15, ~~2018, with early~~2022, including interim periods within those fiscal years. Early adoption ~~including adoption in~~is permitted if an ~~interim period, permitted.~~entity has adopted ASU 2017-12 requires a modified retrospective transition method in which the Company will recognize the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption.2016-13. The Company ~~is currently assessing~~continues to assess the impact that ~~the~~this guidance will have on the Company’s consolidated financial statements.

In ~~May 2017,~~March 2022, the FASB issued ASU ~~2017-09, “Compensation-Stock Compensation~~2022-01, "Derivatives and Hedging (Topic ~~718)~~815): ~~Scope~~Fair Value Hedging - Portfolio Layer Method." This ASU clarifies the guidance in ASC 815 on fair value hedge accounting of ~~Modification Accounting”. This update provides~~interest rate risk for portfolios of financial assets. The ASU amends the guidance ~~about changes to terms or conditions of a share-based payment award which would require modification accounting. In particular, an entity is required to account~~in ASU 2017-12 that, among other things, established the “last-of-layer” method for ~~the effects of a modification if~~making the fair value ~~vesting condition~~hedge accounting for these portfolios more accessible. ASU 2022-01 renames that method the “portfolio layer” method and addresses feedback from stakeholders regarding its application. Under current guidance, the last-of-layer method enables an entity to apply fair value hedging to a stated amount of a closed portfolio of prepayable financial assets (or one or more beneficial interests secured by a portfolio of prepayable financial instruments) without having to consider prepayment risk or credit risk when measuring those assets. ASU 2022-01 expands the ~~equity/liability classification~~scope of this guidance to allow entities to apply the portfolio layer method to portfolios of all financial assets, including both prepayable and nonprepayable financial assets. This scope expansion is consistent with the FASB’s efforts to simplify hedge accounting and allows entities to apply the same method to similar hedging strategies. Also, ASU 2022-01 expands the current model to explicitly allow entities to designate multiple layers in a single portfolio as individual hedged items. This allows entities to designate multiple hedging relationships with a single closed portfolio, and therefore a larger portion of the ~~modified award~~interest rate risk associated with such a portfolio is ~~not~~eligible to be hedged. ASU 2022-01 also addresses questions about the ~~same immediately before~~types of derivatives that could be used as the hedging instrument in potential multiple-layer hedges. ASU 2022-01, an entity has the flexibility to use any type of derivative or combination of derivatives (e.g., spot-starting constant-notional swaps with different term lengths, a combination of spot-starting and ~~after a change to~~forward-starting constant-notional swaps, amortizing-notional swaps) by applying the ~~terms~~multiple-layer model that aligns with its risk management strategy. ASU 2022-01 expands and ~~conditions of~~clarifies the ~~award. ASU 2017-09 is effective~~current guidance on a prospective basis for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company does not expect ASU 2017-09 to have a significant impact on the Company's consolidated financial statements.

In March 2017, the FASB issued ASU 2017-08, “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities.” This ASU shortens the amortization period for premiums on callable debt securities by requiring that premiums be amortized to the first (or earliest) call date instead of as an adjustment to the yield over the contractual life. This change more closely aligns the accounting with the economics of a callable debt security and the amortization period with expectations that already are included in market pricing on callable debt securities. This ASU does not change the accounting for ~~discounts on callable debt securities, which will continue to be amortized to~~fair value hedge basis adjustments under the ~~maturity date. This guidance includes only instruments that are held at a premium~~portfolio layer method for both single-layer and have explicit call features. It does not include instruments that contain prepayment features, such as mortgage backed securities; nor does it include call options that are contingent upon future events or in which the timing or amount to be paid is not fixed. The effective date for thismultiple-layer hedges. For public business entities, ASU ~~is fiscal years beginning after December 15, 2018, including interim periods within the reporting period, with early adoption permitted. Transition is on a~~

modified retrospective basis with an adjustment to retained earnings as of the beginning of the period of adoption. If early adopted in an interim period, adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The Company is currently assessing the impact that the guidance will have on the Company’s consolidated financial statements.

In March 2017, the FASB issued ASU 2017-07, "Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost", which requires that companies disaggregate the service cost component from other components of net benefit cost. This update calls for companies that offer post-retirement benefits to present the service cost, which is the amount an employer has to set aside each quarter or fiscal year to cover the benefits, in the same line item with other current employee compensation costs. Other components of net benefit cost will be presented in the income statement separately from the service cost component and outside the subtotal of income from operations, if one is presented. ASU 2017-072022-01 is effective for fiscal years beginning after December 15, ~~2017,~~2022, including interim periods within those fiscal years. Early adoption is permitted if an entity has adopted ASU 2017-12. The Company does not expect ~~ASU 2017-07~~the adoption of this guidance to have a significant impact on the ~~Company's~~Company’s consolidated financial statements.

In ~~January 2017,~~March 2020, the FASB issued ASU ~~2017-04, “Simplifying~~2020-04, "Reference Rate Reform (Topic 848)," which provides optional expedients and exceptions for applying GAAP to loan and lease agreements, derivative contracts, and other transactions affected by the ~~Test~~anticipated transition away from LIBOR toward new interest rate benchmarks. For transactions that are modified because of reference rate reform and that meet certain scope guidance (i) modifications of loan agreements should be accounted for ~~Goodwill Impairment.” The main objective~~by prospectively adjusting the effective interest rate and the modification will be considered "minor" so that any existing unamortized origination fees/costs would carry forward and continue to be amortized and (ii) modifications of lease agreements should be accounted for as a continuation of the existing agreement with no reassessments of the lease classification and the discount rate or re-measurements of lease payments that otherwise would be required for modifications not accounted for as separate contracts. ASU 2020-04 also provides numerous optional expedients for derivative accounting. ASU 2020-04 is effective March 12, 2020 through December 31, 2022. An entity may elect to apply ASU 2020-04 for contract modifications as of January 1, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic within the Codification, the amendments in this ASU is to simplify the accounting for goodwill impairment by requiring that impairment charges be based upon the first step in the current two-step impairment test under Accounting Standards Codification (ASC) 350. Currently, if the fair value of a reporting unit is lower than its carrying amount (Step 1), an entity calculates any impairment charge by comparing the implied fair value of goodwill with its carrying amount (Step 2). The implied fair value of goodwill is calculated by deducting the fair value of all assets and liabilities of the reporting unit from the reporting unit’s fair value as determined in Step 1. To determine the implied fair value of goodwill, entities estimate the fair value of any unrecognized intangible assets and any corporate-level assets or liabilities that were included in the determination of the carrying amount and fair value of the reporting unit in Step 1. Under ASU 2017-04, if a reporting unit’s carrying amount exceeds its fair value, an entity will record an impairment charge based on that difference. The impairment charge will be limited to the amount of goodwill allocated to that reporting unit. This standard eliminates the requirement to calculate a goodwill impairment charge using Step 2. ASU 2017-04 does not change the guidance on completing Step 1 of the goodwill impairment test. Under ASU 2017-04, an entity will still be able to perform the current optional qualitative goodwill impairment assessment before determining whether to proceed to Step 1. The standard willmust be applied prospectively ~~and is effective~~ for ~~annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted~~all eligible contract modifications for ~~annual and interim goodwill impairment testing dates after January 1, 2017.~~that Topic or Industry Subtopic. The Company ~~does not expect~~anticipates this ASU ~~2017-04~~will simplify any modifications we execute between the selected start date (yet to ~~have a significant impact on~~be determined) and December 31, 2022 that are directly related to LIBOR transition by allowing prospective recognition of the ~~Company's consolidated financial statements.~~

continuation of the contract, rather than the extinguishment of the old contract resulting in writing off unamortized fees/costs. In ~~August 2016,~~addition, in January 2021 the FASB issued ASU ~~2016-15, "Statement~~No. 2021-01 “Reference Rate Reform — Scope,” which clarified the scope of ~~Cash Flows (Topic 230): Classification~~ASC 848 relating to contract modifications. In the fourth quarter of ~~Certain Cash~~ ~~Receipts and Cash Payments,"~~2019 the Company formed, a ~~new standard which addresses diversity in practice related~~cross-functional team to ~~eight specific cash flow issues:~~ ~~debt prepayment or extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation~~develop transition plans for the LIBOR transition to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies), distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Entities will apply the standard’s provisions using a retrospective transition methodaddress potential revisions to each period presented. If it is impracticable to apply the amendments retrospectively for some of the issues, the amendments for those issues would be applied prospectively as of the earliest date practicable. The Company is currently assessing the impact that the guidance will have on the Company’s consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments.” The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments by a reporting entity at each reporting date. The amendments in this ASU require financial assets measured at amortized cost to be presented at the net amount expected to be collected. The allowance for credit losses would represent a valuation account that would be deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. The income statement would reflect the measurement of credit losses for newly recognized financial assets,documentation, as well as the expected increases or decreases of expected credit losses that have taken place during the period. The measurement of expected credit losses would be based on relevant information about past events, including historical experience, current conditions,customer management and ~~reasonable~~communication, internal training, financial, operational and ~~supportable forecasts that affect the collectability of the reported amount. An entity will be required to use judgment in determining the relevant information~~risk management implications, and estimation methods that are appropriate in its circumstances. The amendments in ASU 2016-13 are effective for fiscal years, including interim periods, beginning after December 15, 2019. Early adoption of this ASU is permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the potential impact of ASU 2016-13 on the consolidated financial statements. In that regard, the Company has formed a cross-functional working group, under the direction of the Chief Credit Officer, Chief Financial Officerlegal and ~~Chief Risk Officer.~~contract management. The working group is comprised of individuals from various functional areas including ~~credit,~~lending, risk management, finance and ~~information technology,~~credit, among others. In addition, the Company has engaged with its regulators and with industry working groups and trade associations to develop strategies for transitioning away from LIBOR. The Company is currently ~~developing an implementation plan~~

to include assessment of processes, portfolio segmentation, model development, system requirements and the identification of data and resource needs, among other things. Also, the Company is currently evaluating third-party vendor solutions to assist us in the ~~application~~process of transitioning from LIBOR and plans to move to the ~~ASU 2016-13.~~Secured Overnight Financing Rate ("SOFR") and no longer offers LIBOR as an option to customers. The Company continues to assess the impacts of this guidance, however does not expect the adoption of this guidance to have a significant impact on the ~~ASU 2016-13 may result in an increase in~~Company’s consolidated financial statements.

Note 8. Allowance for Credit Losses on Off-Balance Sheet Credit Exposures

Management analyzes the ~~allowance for loan losses as a result of changing from an "incurred loss" model, which encompasses allowances for current known and inherent losses within the portfolio,~~Company's exposure to an "expected loss" model, which encompasses allowances for losses expected to be incurred over the life of the portfolio. Furthermore, ASU 2016-13 will necessitate establishing an allowance for expected credit losses ~~on debt securities. The Company is currently unable to reasonably estimate~~for both on-balance sheet and off-balance sheet activity using a consistent methodology for the ~~impact of adopting ASU 2016-13, it is expected that the impact of adoption will be significantly influenced by the composition, characteristics and quality of our loan and securities portfolios~~quantitative framework as well as the ~~prevailing economic conditions~~qualitative framework. For purposes of estimating the allowance for credit losses for off-balance sheet credit exposures, the exposure at default includes an estimated drawdown of unused credit based on historical credit utilization factors and ~~forecasts as~~current loss factors, resulting in a proportionate amount of expected credit losses.

For the ~~adoption date.~~

~~In February 2016,~~three and six months ended June 30, 2022, the ~~FASB issued ASU 2016-02, "Leases (Topic 842).” This ASU requires all lessees to recognize~~Company recorded a ~~lease liability~~$973,000 and $3.4 million negative provision for credit losses for off-balance sheet credit exposures, respectively. For the three and six months ended June 30, 2021, the Company recorded a ~~right-of-use asset, measured at~~$2.1 million and $1.2 million provision for credit losses for off-balance sheet credit exposures, respectively. The decrease for both periods was primarily the ~~present value~~result of the future minimum lease payments, at the lease commencement date. Lessor accounting remains largely unchanged under the new guidance. The guidance is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period, with early adoption permitted. A modified retrospective approach must be applied for leases existing at, or entered into after, the beginning of the earliest comparative period presenteda decrease in the ~~financial statements.~~ pipeline of loans approved and awaiting closing, combined with an increase in line of credit utilization, partially offset by an increase in loss factors.

The ~~Company is currently assessing the impact that the guidance will have~~allowance for credit losses for off-balance sheet credit exposures was $3.2 million and $6.5 million at June 30, 2022 and December 31, 2021, respectively, and are included in other liabilities on the ~~Company's consolidated financial statements.~~

~~In January 2016, the FASB issued ASU 2016-01, "Financial Instruments - Overall: Recognition and Measurement~~Consolidated Statements of Financial Assets and Liabilities." This ASU addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. This amendment supersedes the guidance to classify equity securities with readily determinable fair values into different categories, requires equity securities, except equity method investments, to be measured at fair value with changes in the fair value recognized through net income, and simplifies the impairment assessment of equity investments without readily determinable fair values. The amendment requires public business entities that are required to disclose the fair value of financial instruments measured at amortized cost on the balance sheet to measure that fair value using the exit price notion. The amendment requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option. The amendment requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or in the accompanying notes to the financial statements. The amendment reduces diversity in current practice by clarifying that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available for sale securities in combination with the entity’s other deferred tax assets. This amendment is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Entities should apply the amendment by means of a cumulative-effect adjustment as of the beginning of the fiscal year of adoption, with the exception of the amendment related to equity securities without readily determinable fair values, which should be applied prospectively to equity investments that exist as of the date of adoption. The Company is currently evaluating the impact that the guidance will have on the Company's consolidated financial statements.Condition.

In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." The objective of this amendment is to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and IFRS. This update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are in the scope of other standards. The ASU is effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2017, and early adoption is permitted. Subsequently, the FASB issued the following standards related to ASU 2014-09: ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations;” ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing;” ASU 2016-11, “Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting;” and ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients.” These amendments are intended to improve and clarify the implementation guidance of ASU 2014-09 and have the same effective date as the original standard. The Company's revenue is comprised of net interest income on interest earning assets and liabilities and non-interest income. The scope of guidance explicitly excludes net interest income as well as other revenues associated with financial assets and liabilities, including loans, leases, securities and derivatives. Accordingly, the majority of the Company's revenues will not be affected. The Company has formed a working group to guide implementation efforts including the identification of revenue within the scope of the guidance, as well as the evaluation of revenue contracts and the respective performance obligations within those contracts. While the Company has not identified any material changes related to the timing or amount of revenue recognition, the Company will continue to evaluate disaggregation for significant categories of revenue in the scope of the guidance and the need for additional disclosures. The Company will adopt the standard in the first quarter of 2018 with a cumulative effect adjustment to opening retained earnings, if such adjustment is deemed to be significant.

Note 7.9. Fair Value Measurements

The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The determination of fair values of financial instruments often requires the use of estimates. Where quoted market values in an active market are not readily available, ~~the Company~~Management utilizes various valuation techniques to estimate fair value.

Fair value is an estimate of the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. However, in many instances fair value estimates may not be substantiated by comparison to independent markets and may not be realized in an immediate sale of the financial instrument.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1

measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:



Level 1:						Unadjusted quoted market prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2:						Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3:						Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The valuation techniques are based upon the unpaid principal balance only, and exclude any accrued interest or dividends at the measurement date. Interest income and expense and dividend income are recorded within the consolidated statements of income depending on the nature of the instrument using the effective interest method based on acquired discount or premium.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The valuation techniques described below were used to measure fair value of financial instruments in the table below on a recurring basis as of ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016.~~2021.

~~Securities~~ Available for Sale Debt Securities, at Fair Value

For ~~securities~~ available for sale debt securities, fair value was estimated using a market approach. The majority of the Company’s securities are fixed income instruments that are not quoted on an exchange, but are traded in active markets. Prices for these instruments are obtained through third-party data service providers or dealer market participants with ~~which~~whom the Company has historically transacted both purchases and sales of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing, a Level 2 input, is a mathematical technique used principally to value certain securities to benchmark or to comparable securities. The Company evaluates the quality of Level 2 matrix pricing through comparison to similar assets with greater liquidity and evaluation of projected cash flows. As ~~the Company~~Management is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, ~~the Company~~Management compares the prices received from the pricing service to a secondary pricing source. Additionally, ~~the Company~~Management compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and review of fair value methodology documentation provided by independent pricing services has generally not ~~historically~~ resulted in an adjustment in the prices obtained from the pricing service.

Equity Securities, at Fair Value

The Company ~~also may hold~~holds equity securities ~~and debt instruments issued by the U.S. government and U.S. government-sponsored agencies~~ that are traded in active markets with readily accessible quoted market prices that are considered Level 1 inputs.

Derivatives

The Company records all derivatives on the ~~statement~~statements of financial condition at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. The Company has interest rate derivatives resulting from a service provided to certain qualified borrowers in a loan related transaction ~~and,~~which, therefore, are not used to manage interest rate risk in the Company’s assets or liabilities. As such, all changes in fair value of the Company’s derivatives are recognized directly in earnings.

The Company also uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges, and which satisfy hedge accounting requirements, involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without the exchange of the underlying notional amount. These derivatives were used to hedge the variable cash outflows associated with FHLBNY ~~borrowings.~~borrowings and brokered demand deposits. The ~~effective portion of changes~~change in the fair value of these derivatives ~~are~~is recorded in accumulated other comprehensive (loss) income, and ~~are~~is subsequently reclassified into earnings in the period that the ~~hedged~~ forecasted ~~transaction affects~~transactions affect earnings. ~~The ineffective portion of the change in fair value of these derivatives are recognized directly in earnings.~~

The fair value of the Company's derivatives ~~are~~is determined using discounted cash flow analysis using observable market-based inputs, which are considered Level 2 inputs.

Assets Measured at Fair Value on a Non-Recurring Basis

The valuation techniques described below were used to estimate fair value of financial instruments measured on a non-recurring basis as of ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016.~~2021.

~~Collateral Dependent~~Collateral-Dependent Impaired Loans

For loans measured for impairment based on the fair value of the underlying collateral, fair value was estimated using a market approach. The Company measures the fair value of collateral underlying impaired loans primarily through obtaining independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case-by-case basis, to comparable assets based on the appraisers’ market knowledge and experience, as well as adjustments for estimated costs to sell between 5% and 10%. ~~The Company~~Management classifies these loans as Level 3 within the fair value hierarchy.

Foreclosed Assets

Assets acquired through foreclosure or deed in lieu of foreclosure are carried at fair value, less estimated selling costs, which range between 5% and 10%. Fair value is generally based on independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments, on an individual case basis, to comparable assets based on the appraisers’ market knowledge and experience, and are classified as Level 3. When an asset is acquired, the excess of the loan balance over fair value less estimated selling costs is charged to the allowance for ~~loan~~credit losses. A reserve for foreclosed assets may be established to provide for possible write-downs and selling costs that occur subsequent to foreclosure. Foreclosed assets are carried net of the related reserve. Operating results from real estate owned, including rental income, operating expenses, and gains and losses realized from the sales of real estate owned, are recorded as incurred.

There were no changes to the valuation techniques for fair value measurements as of ~~September~~June 30, ~~2017 and~~2022 or December 31, ~~2016.~~2021.

The following tables present the assets and liabilities reported on the consolidated statements of financial condition at their fair values as of ~~September~~June 30, ~~2017~~2022 and December 31, ~~2016,~~2021, by level within the fair value ~~hierarchy:~~hierarchy (in thousands):


	Fair Value Measurements at Reporting Date Using:
	June 30, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Measured on a recurring basis:
Available for sale debt securities:
U.S. Treasury obligations	$	253,915	253,915	—	—

Mortgage-backed securities	1,558,951		—	1,558,951	—
Asset-backed securities	40,844		—	40,844	—
State and municipal obligations	59,305		—	59,305	—
Corporate obligations	34,105		—	34,105	—
Total available for sale debt securities	1,947,120		253,915	1,693,205	—
Equity securities	1,102		1,102	—	—
Derivative assets	103,556		—	103,556	—
	$	2,051,778	255,017	1,796,761	—

Derivative liabilities	$	81,085	—	81,085	—

Measured on a non-recurring basis:
Loans measured for impairment based on the fair value of the underlying collateral	$	15,203	—	—	15,203
Foreclosed assets	9,076		—	—	9,076
	$	24,279	—	—	24,279

Fair Value Measurements at Reporting Date Using:
(In thousands)
September 30, 2017
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable Inputs
(Level 2)

Significant
Unobservable
Inputs (Level 3)
Measured on a recurring basis:

Securities available for sale:

U.S. Treasury obligations $ 5,994
5,994
—
—
Agency obligations
28,035
28,035
—
—
Mortgage-backed securities
968,412
—
968,412
—
State and municipal obligations
3,807
—
3,807
—
Corporate obligations 21,459
—
21,459
—
Equity securities
598
598
—
—
Total securities available for sale
1,028,305
34,627
993,678
—
Derivative assets 8,035
—
8,035
—
$ 1,036,340
34,627
1,001,713
—

Derivative liabilities $ 7,595
—
7,595
—

Measured on a non-recurring basis:

Loans measured for impairment based on the fair value of the underlying collateral
$ 5,525
—
—
5,525
Foreclosed assets
5,703
—
—
5,703

$ 11,228
—
—
11,228


							Fair Value Measurements at Reporting Date Using:
	Fair Value Measurements at Reporting Date Using:						December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
(In thousands)	December 31, 2016		Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Measured on a recurring basis:						Measured on a recurring basis:
Securities available for sale:
Available for sale debt securities:						Available for sale debt securities:
U.S. Treasury obligations	$	8,008	8,008	—	—	U.S. Treasury obligations	$	196,329	196,329	—	—
Agency obligations	57,188		57,188	—	—

Mortgage-backed securities	951,861		—	951,861	—	Mortgage-backed securities	1,708,831		—	1,708,831	—
Asset-backed securities						Asset-backed securities	46,797		—	46,797	—
State and municipal obligations	3,743		—	3,743	—	State and municipal obligations	69,707		—	69,707	—
Corporate obligations	19,037		—	19,037	—	Corporate obligations	36,187		—	36,187	—
Equity securities	549		549	—	—
Total securities available for sale	$	1,040,386	65,745	974,641	—
Total available for sale debt securities						Total available for sale debt securities	2,057,851		196,329	1,861,522	—
Equity Securities						Equity Securities	1,325		1,325	—	—
Derivative assets	7,441		—	7,441	—	Derivative assets	65,903		—	65,903	—
	$	1,047,827	65,745	982,082	—		$	2,125,079	197,654	1,927,425	—

Derivative liabilities	$	6,750	—	6,750	—	Derivative liabilities	$	61,412	—	61,412	—

Measured on a non-recurring basis:						Measured on a non-recurring basis:
Loans measured for impairment based on the fair value of the underlying collateral	$	11,001	—	—	11,001	Loans measured for impairment based on the fair value of the underlying collateral	$	18,237	—	—	18,237
Foreclosed assets	7,991		—	—	7,991	Foreclosed assets	8,731		—	—	8,731
	$	18,992	—	—	18,992		$	26,968	—	—	26,968


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

	~~For the quarterly period ended September 30, 2017~~



	September 30, 2017			December 31, 2016
ASSETS
Cash and due from banks	$	97,298		$	92,508
Short-term investments	51,485			51,789
Total cash and cash equivalents	148,783			144,297
Securities available for sale, at fair value	1,028,305			1,040,386
Investment securities held to maturity (fair value of $490,425 at September 30, 2017 (unaudited) and $489,287 at December 31, 2016)	481,845			488,183
Federal Home Loan Bank stock	70,896			75,726
Loans	7,028,052			7,003,486
Less allowance for loan losses	60,276			61,883
Net loans	6,967,776			6,941,603
Foreclosed assets, net	5,703			7,991
Banking premises and equipment, net	78,567			84,092
Accrued interest receivable	27,398			27,082
Intangible assets	420,877			422,937
Bank-owned life insurance	188,123			188,527
Other assets	76,873			79,641
Total assets	$	9,495,146		$	9,500,465

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Demand deposits	$	4,880,133		$	4,803,426
Savings deposits	1,083,215			1,099,020
Certificates of deposit of $100,000 or more	296,172			290,295
Other time deposits	331,696			360,888
Total deposits	6,591,216			6,553,629
Mortgage escrow deposits	25,186			24,452
Borrowed funds	1,525,560			1,612,745
Other liabilities	53,012			57,858
Total liabilities	8,194,974			8,248,684
Stockholders’ Equity:
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued	—			—
Common stock, $0.01 par value, 200,000,000 shares authorized, 83,209,293 shares issued and 66,467,819 shares outstanding at September 30, 2017 and 66,082,283 outstanding at December 31, 2016	832			832
Additional paid-in capital	1,010,247			1,005,777
Retained earnings	586,575			550,768
Accumulated other comprehensive loss	(708		)	(3,397		)
Treasury stock	(260,910		)	(264,221		)
Unallocated common stock held by the Employee Stock Ownership Plan	(35,864		)	(37,978		)
Common stock acquired by the Directors’ Deferred Fee Plan	(5,343		)	(5,846		)
Deferred compensation – Directors’ Deferred Fee Plan	5,343			5,846
Total stockholders’ equity	1,300,172			1,251,781
Total liabilities and stockholders’ equity	$	9,495,146		$	9,500,465



	Three months ended September 30,					Nine months ended September 30,
	2017		2016			2017		2016
Interest income:
Real estate secured loans	$	47,692	$	45,262		$	140,712	$	134,411
Commercial loans	18,964		16,093			53,884		46,419
Consumer loans	5,083		5,627			15,293		16,657
Securities available for sale and Federal Home Loan Bank Stock	6,540		5,576			19,651		17,074
Investment securities held to maturity	3,272		3,349			9,812		10,011
Deposits, Federal funds sold and other short-term investments	343		138			898		252
Total interest income	81,894		76,045			240,250		224,824
Interest expense:
Deposits	4,988		4,441			14,093		12,397
Borrowed funds	6,694		6,633			19,855		20,477
Total interest expense	11,682		11,074			33,948		32,874
Net interest income	70,212		64,971			206,302		191,950
Provision for loan losses	500		1,000			3,700		4,200
Net interest income after provision for loan losses	69,712		63,971			202,602		187,750
Non-interest income:
Fees	7,680		6,137			20,940		19,309
Wealth management income	4,592		4,262			13,314		13,084
Bank-owned life insurance	1,353		1,382			5,291		4,083
Net gain (loss) on securities transactions	36		(43		)	47		54
Other income	1,451		2,328			2,804		4,378
Total non-interest income	15,112		14,066			42,396		40,908
Non-interest expense:
Compensation and employee benefits	27,328		26,725			81,086		78,496
Net occupancy expense	6,105		6,227			19,255		18,729
Data processing expense	3,314		3,328			10,302		9,845
FDIC insurance	967		1,117			3,065		3,732
Amortization of intangibles	632		767			2,079		2,628
Advertising and promotion expense	907		787			2,709		2,567
Other operating expenses	7,027		6,899			21,248		20,628
Total non-interest expense	46,280		45,850			139,744		136,625
Income before income tax expense	38,544		32,187			105,254		92,033
Income tax expense	11,969		9,281			30,788		26,798
Net income	$	26,575	$	22,906		$	74,466	$	65,235
Basic earnings per share	$	0.41	$	0.36		$	1.16	$	1.03
Weighted average basic shares outstanding	64,454,684		63,728,393			64,327,640		63,545,065
Diluted earnings per share	$	0.41	$	0.36		$	1.15	$	1.02
Weighted average diluted shares outstanding	64,645,278		63,934,886			64,519,710		63,727,723



	COMMON STOCK		ADDITIONAL PAID-IN CAPITAL			RETAINED EARNINGS			ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)			TREASURY STOCK			UNALLOCATED ESOP SHARES			COMMON STOCK ACQUIRED BY DDFP			DEFERRED COMPENSATION DDFP			TOTAL STOCKHOLDERS’ EQUITY
Balance at December 31, 2015	$	832	$	1,000,810		$	507,713		$	(2,546	)	$	(269,014	)	$	(41,730	)	$	(6,517	)	$	6,517		$	1,196,065
Net income	—		—			65,235			—			—			—			—			—			65,235
Other comprehensive income, net of tax	—		—			—			8,520			—			—			—			—			8,520
Cash dividends declared	—		—			(35,141		)	—			—			—			—			—			(35,141		)
Effect of adopting Accounting Standards Update ("ASU") No. 2016-09	—		(622		)	622			—			—			—			—			—			—
Distributions from DDFP	—		91			—			—			—			—			503			(503		)	91
Purchases of treasury stock	—		—			—			—			(1,557		)	—			—			—			(1,557		)
Purchase of employee restricted shares to fund statutory tax withholding	—		—			—			—			(1,161		)	—			—			—			(1,161		)
Shares issued dividend reinvestment plan	—		180			—			—			996			—			—			—			1,176
Stock option exercises	—		(60		)	—			—			5,658			—			—			—			5,598
Allocation of ESOP shares	—		325			—			—			—			2,016			—			—			2,341
Allocation of SAP shares	—		2,982			—			—			—			—			—			—			2,982
Allocation of stock options	—		131			—			—			—			—			—			—			131
Balance at September 30, 2016	$	832	$	1,003,837		$	538,429		$	5,974		$	(265,078	)	$	(39,714	)	$	(6,014	)	$	6,014		$	1,244,280



	September 30, 2017 Unrealized Losses
	Less than 12 months				12 months or longer			Total
	Fair value		Gross unrealized losses		Fair value	Gross unrealized losses		Fair value	Gross unrealized losses
U.S. Treasury obligations	$	5,994	(1	)	—	—		5,994	(1	)
Agency obligations	16,008		(11	)	—	—		16,008	(11	)
Mortgage-backed securities	424,627		(3,956	)	50,881	(972	)	475,508	(4,928	)
Corporate obligations	—		—		991	(10	)	991	(10	)
	$	446,629	(3,968	)	51,872	(982	)	498,501	(4,950	)



	December 31, 2016 Unrealized Losses
	Less than 12 months				12 months or longer			Total
	Fair value		Gross unrealized losses		Fair value	Gross unrealized losses		Fair value	Gross unrealized losses
Agency obligations	$	14,000	(25	)	—	—		14,000	(25	)
Mortgage-backed securities	553,629		(8,377	)	65	(3	)	553,694	(8,380	)
State and municipal obligations	661		(3	)	—	—		661	(3	)
Corporate obligations	—		—		990	(11	)	990	(11	)
	$	568,290	(8,405	)	1,055	(14	)	569,345	(8,419	)



	September 30, 2017
	30-59 Days		60-89 Days	Non-accrual	Recorded Investment > 90 days accruing	Total Past Due	Current	Total Loans Receivable
Mortgage loans:
Residential	$	5,973	3,525	8,820	—	18,318	1,138,993	1,157,311
Commercial	608		292	8,070	—	8,970	2,013,606	2,022,576
Multi-family	—		—	—	—	—	1,334,984	1,334,984
Construction	—		—	—	—	—	324,692	324,692
Total mortgage loans	6,581		3,817	16,890	—	27,288	4,812,275	4,839,563
Commercial loans	1,870		244	17,523	—	19,637	1,689,205	1,708,842
Consumer loans	2,307		1,080	2,035	—	5,422	475,840	481,262
Total gross loans	$	10,758	5,141	36,448	—	52,347	6,977,320	7,029,667


	For the three months ended
	June 30, 2022					June 30, 2021
Troubled Debt Restructurings	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment

Mortgage loans:
Residential	2	$	265	$	206	1	$	171	$	170

Multi Family	1	1,618		1,601		—	—		—
Total mortgage loans	3	1,883		1,807		1	171		170
Commercial loans	2	378		274		1	1,580		1,089

Total restructured loans	5	$	2,261	$	2,081	2	$	1,751	$	1,259



	For the three months ended
	September 30, 2017					September 30, 2016
Troubled Debt Restructurings	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment
	($ in thousands)
Mortgage loans:
Residential	2	$	632	$	470	—	$	—	$	—
Total mortgage loans	2	632		470		—	—		—
Total restructured loans	2	$	632	$	470	—	$	—	$	—


	For the nine months ended											For the six months ended
	September 30, 2017					September 30, 2016						June 30, 2022					June 30, 2021
Troubled Debt Restructurings	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Troubled Debt Restructurings	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment
	($ in thousands)
Mortgage loans:											Mortgage loans:
Residential	7	$	3,436	$	3,202	—	$	—	$	—	Residential	2	$	265	$	206	1	$	171	$	170

Multi Family											Multi Family	1	1,618		1,601		—	—		—
Total mortgage loans	7	3,436		3,202		—	—		—		Total mortgage loans	3	1,883		1,807		1	171		170
Commercial loans	1	1,300		1,210		—	—		—		Commercial loans	2	378		274		4	2,940		2,363
Consumer loans	1	70		68		—	—		—

Total restructured loans	9	$	4,806	$	4,480	—	$	—	$	—	Total restructured loans	5	$	2,261	$	2,081	5	$	3,111	$	2,533



~~FORM 10-Q~~



	September 30, 2017						December 31, 2016
	Unpaid Principal Balance		Recorded Investment	Related Allowance	Average Recorded Investment	Interest Income Recognized	Unpaid Principal Balance	Recorded Investment	Related Allowance	Average Recorded Investment	Interest Income Recognized
Loans with no related allowance
Mortgage loans:
Residential	$	13,035	10,277	—	10,391	340	10,691	7,881	—	8,027	484
Commercial	4,600		4,472	—	4,496	—	1,556	1,556	—	1,586	40
Construction	—		—	—	—	—	2,553	2,517	—	2,514	—
Total	17,635		14,749	—	14,887	340	14,800	11,954	—	12,127	524
Commercial loans	17,505		13,884	—	13,954	280	21,830	18,874	—	13,818	259
Consumer loans	1,606		1,067	—	1,186	51	1,493	981	—	1,026	59
Total impaired loans	$	36,746	29,700	—	30,027	671	38,123	31,809	—	26,971	842

Loans with an allowance recorded
Mortgage loans:
Residential	$	13,803	12,759	1,633	12,873	374	14,169	13,520	1,716	13,705	519
Commercial	1,071		1,070	140	1,083	40	4,138	4,077	270	4,111	55
Construction	—		—	—	—	—	—	—	—	—	—
Total	14,874		13,829	1,773	13,956	414	18,307	17,597	1,986	17,816	574
Commercial loans	6,158		5,509	1,028	6,045	52	1,381	1,381	268	5,956	4
Consumer loans	1,154		1,143	71	1,170	47	1,242	1,232	80	1,259	66
Total impaired loans	$	22,186	20,481	2,872	21,171	513	20,930	20,210	2,334	25,031	644

Total impaired loans
Mortgage loans:
Residential	$	26,838	23,036	1,633	23,264	714	24,860	21,401	1,716	21,732	1,003
Commercial	5,671		5,542	140	5,579	40	5,694	5,633	270	5,697	95
Construction	—		—	—	—	—	2,553	2,517	—	2,514	—
Total	32,509		28,578	1,773	28,843	754	33,107	29,551	1,986	29,943	1,098
Commercial loans	23,663		19,393	1,028	19,999	332	23,211	20,255	268	19,774	263
Consumer loans	2,760		2,210	71	2,356	98	2,735	2,213	80	2,285	125
Total impaired loans	$	58,932	50,181	2,872	51,198	1,184	59,053	52,019	2,334	52,002	1,486



	At September 30, 2017
	Residential		Commercial mortgage	Multi- family	Construction	Total mortgages	Commercial	Consumer	Total loans
Special mention	$	3,525	19,437	16	—	22,978	26,156	1,080	50,214
Substandard	8,820		25,633	—	—	34,453	30,361	2,034	66,848
Doubtful	—		—	—	—	—	771	—	771
Loss	—		—	—	—	—	—	—	—
Total classified and criticized	12,345		45,070	16	—	57,431	57,288	3,114	117,833
Pass/Watch	1,144,966		1,977,506	1,334,968	324,692	4,782,132	1,651,554	478,148	6,911,834
Total	$	1,157,311	2,022,576	1,334,984	324,692	4,839,563	1,708,842	481,262	7,029,667


	At December 31, 2016
	Residential		Commercial mortgage	Multi- family	Construction	Total mortgages	Commercial	Consumer	Total loans
Special mention	$	6,563	25,329	563	—	32,455	14,840	1,242	48,537
Substandard	12,021		23,011	553	2,517	38,102	47,255	2,940	88,297
Doubtful	—		—	—	—	—	—	—	—
Loss	—		—	—	—	—	—	—	—
Total classified and criticized	18,584		48,340	1,116	2,517	70,557	62,095	4,182	136,834
Pass/Watch	1,193,088		1,930,229	1,400,938	262,297	4,786,552	1,568,349	512,573	6,867,474
Total	$	1,211,672	1,978,569	1,402,054	264,814	4,857,109	1,630,444	516,755	7,004,308



	Three months ended September 30,								Nine months ended September 30,
	Pension benefits					Other post- retirement benefits			Pension benefits					Other post- retirement benefits
	2017			2016		2017		2016	2017			2016		2017		2016
Service cost	$	—		—		26		37	$	—		—		78		112
Interest cost	306			312		218		285	920			936		654		854
Expected return on plan assets	(637		)	(612	)	—		—	(1,913		)	(1,836	)	—		—
Amortization of prior service cost	—			—		—		—	—			—		—		—
Amortization of the net loss	230			236		(169	)	—	690			708		(507	)	—
Net periodic (increase) benefit cost	$	(101	)	(64	)	75		322	$	(303	)	(192	)	225		966


			Fair Value Measurements at September 30, 2017 Using:							Fair Value Measurements at June 30, 2022 Using:
(Dollars in thousands)	Carrying value		Fair value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	(Dollars in thousands)	Carrying value		Fair value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial assets:							Financial assets:
Cash and cash equivalents	$	148,783	148,783	148,783	—	—	Cash and cash equivalents	$	277,532	277,532	277,532	—	—
Securities available for sale:
Available for sale debt securities:							Available for sale debt securities:
U.S. Treasury obligations	5,994		5,994	5,994	—	—	U.S. Treasury obligations	253,915		253,915	253,915	—	—
Agency obligations							Agency obligations	—		—	—	—	—
Mortgage-backed securities							Mortgage-backed securities	1,558,951		1,558,951	—	1,558,951	—
Asset-backed securities							Asset-backed securities	40,844		40,844	0	40,844	0
State and municipal obligations							State and municipal obligations	59,305		59,305	—	59,305	—
Corporate obligations							Corporate obligations	34,105		34,105	—	34,105	—
Total available for sale debt securities							Total available for sale debt securities	$	1,947,120	1,947,120	253,915	1,693,205	—
Held to maturity debt securities, net of allowance for credit losses:							Held to maturity debt securities, net of allowance for credit losses:
Agency obligations	28,035		28,035	28,035	—	—	Agency obligations	9,996		9,251	9,251	—	—
Mortgage-backed securities	968,412		968,412	—	968,412	—	Mortgage-backed securities	7		7	—	7	—
State and municipal obligations	3,807		3,807	—	3,807	—	State and municipal obligations	389,075		378,817	—	378,817	—
Corporate obligations	21,459		21,459	—	21,459	—	Corporate obligations	11,667		11,065	—	11,065	—
Equity securities	598		598	598	—	—
Total securities available for sale	$	1,028,305	1,028,305	34,627	993,678	—
Investment securities held to maturity:
Agency obligations	4,307		4,252	4,252	—	—
Mortgage-backed securities	475		492	—	492	—
State and municipal obligations	467,113		475,759	—	475,759	—
Corporate obligations	9,950		9,922	—	9,922	—
Total securities held to maturity	$	481,845	490,425	4,252	486,173	—
Total held to maturity debt securities, net of allowance for credit losses							Total held to maturity debt securities, net of allowance for credit losses	$	410,745	399,140	9,251	389,889	—
FHLBNY stock	70,896		70,896	70,896	—	—	FHLBNY stock	54,836		54,836	54,836	—	—
Loans, net of allowance for loan losses	6,967,776		6,955,183	—	—	6,955,183
Equity Securities							Equity Securities	1,102		1,102	1,102	—	—
Loans, net of allowance for credit losses							Loans, net of allowance for credit losses	9,913,429		9,739,780	—	—	9,739,780
Derivative assets	8,035		8,035	—	8,035	—	Derivative assets	103,556		103,556	—	103,556	—

Financial liabilities:							Financial liabilities:
Deposits other than certificates of deposits	$	5,963,348	5,963,348	5,963,348	—	—	Deposits other than certificates of deposits	$	10,207,579	10,207,579	10,207,579	—	—
Certificates of deposit	627,868		628,523	—	628,523	—	Certificates of deposit	666,645		664,725	—	664,725	—
Total deposits	$	6,591,216	6,591,871	5,963,348	628,523	—	Total deposits	$	10,874,224	10,872,304	10,207,579	664,725	—
Borrowings	1,525,560		1,530,444	—	1,530,444	—	Borrowings	1,002,502		985,267	—	985,267	—
Subordinated debentures							Subordinated debentures	10,389		9,438	—	9,438	—
Derivative liabilities	7,595		7,595	—	7,595	—	Derivative liabilities	81,085		81,085	—	81,085	—


			Fair Value Measurements at December 31, 2016 Using:							Fair Value Measurements at December 31, 2021 Using:
(Dollars in thousands)	Carrying value		Fair value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	(Dollars in thousands)	Carrying value		Fair value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial assets:							Financial assets:
Cash and cash equivalents	$	144,297	144,297	144,297	—	—	Cash and cash equivalents	$	712,463	712,463	712,463	—	—
Securities available for sale:
Available for sale debt securities:							Available for sale debt securities:
U.S. Treasury obligations	8,008		8,008	8,008	—	—	U.S. Treasury obligations	196,329		196,329	196,329	—	—
Agency obligations							Agency obligations	—		—	—	—	—
Mortgage-backed securities							Mortgage-backed securities	1,708,831		1,708,831	—	1,708,831	—
Asset-backed securities							Asset-backed securities	46,797		46,797	0	46,797	0
State and municipal obligations							State and municipal obligations	69,707		69,707	—	69,707	—
Corporate obligations							Corporate obligations	36,187		36,187	—	36,187	—
Total available for sale debt securities							Total available for sale debt securities	$	2,057,851	2,057,851	196,329	1,861,522	—
Held to maturity debt securities:							Held to maturity debt securities:

Agency obligations	57,188		57,188	57,188	—	—	Agency obligations	$	9,996	9,821	9,821	—	—
Mortgage-backed securities	951,861		951,861	—	951,861	—	Mortgage-backed securities	21		21	—	21	—
State and municipal obligations	3,743		3,743	—	3,743	—	State and municipal obligations	415,699		429,552	—	429,552	—
Corporate obligations	19,037		19,037	—	19,037	—	Corporate obligations	10,434		10,315	—	10,315	—
Equity securities	549		549	549	—	—
Total securities available for sale	$	1,040,386	1,040,386	65,745	974,641	—
Investment securities held to maturity:
Agency obligations	$	4,306	4,225	4,225	—	—
Mortgage-backed securities	893		924	—	924	—
State and municipal obligations	473,653		474,852	—	474,852	—
Corporate obligations	9,331		9,286	—	9,286	—
Total securities held to maturity	$	488,183	489,287	4,225	485,062	—
Total held to maturity debt securities							Total held to maturity debt securities	$	436,150	449,709	9,821	439,888	—
FHLBNY stock	75,726		75,726	75,726	—	—	FHLBNY stock	34,290		34,290	34,290	—	—
Loans, net of allowance for loan losses	6,941,603		6,924,440	—	—	6,924,440
Equity Securities							Equity Securities	1,325		1,325	1,325	—	—
Loans, net of allowance for credit losses							Loans, net of allowance for credit losses	9,500,884		9,607,225	—	—	9,607,225
Derivative assets	7,441		7,441	—	7,441	—	Derivative assets	65,903		65,903	—	65,903	—

Financial liabilities:							Financial liabilities:
Deposits other than certificates of deposits	$	5,902,446	5,902,446	5,902,446	—	—	Deposits other than certificates of deposits	$	10,541,497	10,541,497	10,541,497	—	—
Certificates of deposit	651,183		653,772	—	653,772	—	Certificates of deposit	692,515		694,041	—	694,041	—
Total deposits	$	6,553,629	6,556,218	5,902,446	653,772	—	Total deposits	$	11,234,012	11,235,538	10,541,497	694,041	—
Borrowings	1,612,745		1,617,023	—	1,617,023	—	Borrowings	626,774		625,636	—	625,636	—
Subordinated debentures							Subordinated debentures	10,283		9,750	—	9,750	—
Derivative liabilities	6,750		6,750	—	6,750	—	Derivative liabilities	61,412		61,412	—	61,412	—


	Changes in Accumulated Other Comprehensive (Loss) Income by Component, net of tax for the three months ended June 30,
	2022					2021
	Unrealized Losses on Available for Sale Debt Securities		Post- Retirement Obligations	Unrealized Gains on Derivatives (cash flow hedges)	Accumulated Other Comprehensive Loss	Unrealized Gains on Available for Sale Debt Securities	Post- Retirement Obligations	Unrealized Losses on Derivatives (cash flow hedges)	Accumulated Other Comprehensive Income
Balance at March 31,	$	(85,182)	2,705	14,531	(67,946)	14,500	(1,190)	(333)	12,977
Current - period other comprehensive (loss) income	(45,775)		(236)	2,158	(43,853)	2,440	(111)	(1,224)	1,105
Balance at June 30,	$	(130,957)	2,469	16,689	(111,799)	16,940	(1,301)	(1,557)	14,082


	Reclassifications From Accumulated Other Comprehensive Income ("AOCI")
	Amount reclassified from AOCI for the three months ended June 30,			Affected line item in the Consolidated Statement of Income
	2022		2021
Details of AOCI:
Available for sale debt securities:
Realized net gains on the sale of securities available for sale	$	(58)	—	Net gain on securities transactions
	16		—	Income tax expense
	(42)		—	Net of tax

Cash flow hedges:
Unrealized (gains) losses on derivatives	(162)		947	Interest expense
	42		(244)	Income tax expense
	(120)		703

Post-retirement obligations:
Amortization of actuarial gains	$	(326)	(150)	Compensation and employee benefits (1)
	84		39	Income tax expense
Total reclassification	$	(242)	(111)	Net of tax




Total reclassifications	$	(404)	(111)	Net of tax


	Reclassifications From Accumulated Other Comprehensive Income ("AOCI")
	Amount reclassified from AOCI for the six months ended June 30,			Affected line item in the Consolidated Statement of Income
	2022		2021
Details of AOCI:
Available for sale debt securities:
Realized net gains on the sale of securities available for sale	$	(58)	(230)	Net gain on securities transactions
	16		59	Income tax expense
	(42)		(171)	Net of tax

Cash flow hedges:
Unrealized losses on derivatives	504		1,826	Interest expense
	(136)		(471)	Income tax expense
	368		1,355

Post-retirement obligations:
Amortization of actuarial gains	$	(652)	(300)	Compensation and employee benefits (1)
	171		80	Income tax expense
Total reclassification	$	(481)	(220)	Net of tax




Total reclassifications	$	(155)	(391)	Net of tax



	Reclassifications From Accumulated Other Comprehensive Income ("AOCI")
	Amount reclassified from AOCI for the nine months ended September 30,					Affected line item in the Consolidated Statement of Income
	2017			2016		Affected line item in the Consolidated Statement of Income
Details of AOCI:
Securities available for sale:
Realized net gains on the sale of securities available for sale	$	—		54		Net gain on securities transactions
	—			(22	)	Income tax expense
	—			32		Net of tax

Post-retirement obligations:
Amortization of actuarial losses	183			708		Compensation and employee benefits ⁽¹⁾
	(78		)	(284	)	Income tax expense
	105			424		Net of tax
Total reclassifications	$	105		456		Net of tax


⁽¹⁾	~~This item is included in the computation of net periodic benefit cost. See Note 5. Components of Net Periodic Benefit Cost.~~


	At September 30, 2017							Fair Values of Derivative Instruments as of June 30, 2022
	Asset Derivatives			Liability Derivatives				Asset Derivatives					Liability Derivatives
	Consolidated Statements of Financial Condition	Fair Value		Consolidated Statements of Financial Condition	Fair Value			Notional Amount		Consolidated Statements of Financial Condition	Fair value (2)		Notional Amount		Consolidated Statements of Financial Condition	Fair value (2)
Derivatives not designated as a hedging instrument:							Derivatives not designated as a hedging instrument:
Interest rate products	Other assets	$	7,575	Other liabilities	$	7,595	Interest rate products	$	1,238,636	Other assets	$	80,534	$	1,238,636	Other liabilities	$	81,145
Credit contracts	Other assets	2		Other liabilities	—		Credit contracts	47,374		Other assets	47		102,263		Other liabilities	19
Total derivatives not designated as a hedging instrument		$	7,577		$	7,595	Total derivatives not designated as a hedging instrument				80,581					81,164

Derivatives designated as a a hedging instrument:
Derivatives designated as a hedging instrument:							Derivatives designated as a hedging instrument:
Interest rate products	Other assets	$	458	Other liabilities	$	—	Interest rate products	460,000		Other assets	23,319		—		Other liabilities	—
Total derivatives designated as a hedging instrument		$	458		$	—

Total gross derivative amounts recognized on the balance sheet							Total gross derivative amounts recognized on the balance sheet				103,900					81,164

Gross amounts offset on the balance sheet							Gross amounts offset on the balance sheet				—					—
Net derivative amounts presented on the balance sheet							Net derivative amounts presented on the balance sheet				$	103,900				$	81,164

Gross amounts not offset on the balance sheet:							Gross amounts not offset on the balance sheet:
Financial instruments - institutional counterparties							Financial instruments - institutional counterparties				$	2,203				$	2,203
Cash collateral - institutional counterparties (1)							Cash collateral - institutional counterparties (1)				99,793					—
Net derivatives not offset							Net derivatives not offset				$	1,904				$	78,961


		Gain (loss) recognized in income on derivatives for the three months ended
	Consolidated Statements of Income	June 30, 2022		June 30, 2021
Derivatives not designated as a hedging instrument:
Interest rate products	Other income	$	77	(323)
Credit contracts	Other income	(18)		24
Total		$	59	(299)

Derivatives designated as a hedging instrument:
Interest rate products	Interest expense	$	(162)	947
Total		$	(162)	947


	Classification	June 30, 2022		December 31, 2021
Lease Right-of-Use Assets:
Operating lease right-of-use assets	Other assets	$	64,324	$	48,808
Lease Liabilities:
Operating lease liabilities	Other liabilities	$	66,644	$	50,236


	Three months ended June 30, 2022		Three months ended June 30, 2021
Lease Costs
Operating lease cost	$	2,586	$	2,330

Variable lease cost	718		717

Total lease cost	$	3,304	$	3,047


	Six months ended June 30, 2022		Six months ended June 30, 2021
Lease Costs
Operating lease cost	$	5,393	$	5,142

Variable lease cost	1,436		1,519

Total lease cost	$	6,829	$	6,661


Cash paid for amounts included in the measurement of lease liabilities:	Six months ended June 30, 2022		Six months ended June 30, 2021

Operating cash flows from operating leases	$	4,060	$	4,575


	Operating leases
Twelve months ended:
Remainder of 2022	$	4,539
2023	9,254
2024	9,230
2025	8,698
2026	7,506
Thereafter	35,659
Total future minimum lease payments	74,886
Amounts representing interest	8,242
Present value of net future minimum lease payments	$	66,644



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



	September 30, 2017		December 31, 2016
Total stockholders' equity	$	1,300,172	$	1,251,781
Less: Total intangible assets	420,877		422,937
Total tangible stockholders' equity	$	879,295	$	828,844

Shares outstanding at September 30, 2017 and December 31, 2016	66,467,819		66,082,283

Book value per share (total stockholders' equity/shares outstanding)		$19.56		$18.94
Tangible book value per share (total tangible stockholders' equity/shares outstanding)		$13.23		$12.54



	September 30, 2017
	Required				Required with Capital Conservation Buffer				Actual
	Amount		Ratio		Amount		Ratio		Amount		Ratio
	(Dollars in thousands)
Bank:⁽¹⁾
Tier 1 leverage capital	$	363,062	4.00	%	$	363,062	4.00	%	$	828,349	9.13	%
Common equity Tier 1 risk-based capital	326,026		4.50		416,588		5.75		828,349		11.43
Tier 1 risk-based capital	434,701		6.00		525,264		7.25		828,349		11.43
Total risk-based capital	579,601		8.00		670,164		9.25		888,777		12.27

Company:
Tier 1 leverage capital	$	363,072	4.00	%	$	363,072	4.00	%	$	880,995	9.71	%
Common equity Tier 1 risk-based capital	326,037		4.50		416,603		5.75		880,995		12.16
Tier 1 risk-based capital	434,716		6.00		525,282		7.25		880,995		12.16
Total risk-based capital	579,622		8.00		670,187		9.25		941,271		12.99