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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

For the quarterly period ended March 31, 2024

Commission File Number 1-9861

 

M&T BANK CORPORATION

(Exact name of registrant as specified in its charter)

 

New York

 

16-0968385

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

 

 

One M&T Plaza

Buffalo, New York

 

14203

(Address of principal executive offices)

 

(Zip Code)

Registrant's telephone number, including area code:

(716) 635-4000

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

Title of Each Class

Trading Symbols

Name of Each Exchange on Which Registered

Common Stock, $0.50 par value

MTB

New York Stock Exchange

 

Perpetual Fixed-to-Floating Rate
Non-Cumulative Preferred Stock, Series H

MTBPrH

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 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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.

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

Emerging growth company

 

 

 

 

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

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

Number of shares of the registrant's Common Stock, $0.50 par value, outstanding as of the close of business on May 1, 2024: 166,854,421 shares.

 

 

- 1 -


 

M&T BANK CORPORATION

FORM 10-Q

For the Quarterly Period Ended March 31, 2024

Table of Contents of Information Required in Report

 

Page

 

 

 

Glossary of Terms

 

 

3

Part I. FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1.

 

Financial Statements

 

 

 

 

 

 

 

 

 

CONSOLIDATED BALANCE SHEET – March 31, 2024 and December 31, 2023

 

4

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF INCOME – Three months ended March 31, 2024 and 2023

 

5

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME – Three months ended March 31, 2024 and 2023

 

6

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS – Three months ended March 31, 2024 and 2023

 

7

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY – Three months ended March 31, 2024 and 2023

 

8

 

 

 

 

 

 

 

NOTES TO FINANCIAL STATEMENTS

 

9

 

 

 

 

 

Item 2.

 

Management's Discussion and Analysis of Financial Condition and Results of Operations

 

39

 

 

 

 

 

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

76

 

 

 

 

 

Item 4.

 

Controls and Procedures

 

76

 

 

 

 

 

Part II. OTHER INFORMATION

 

 

 

 

 

 

 

Item 1.

 

Legal Proceedings

 

77

 

 

 

 

 

Item 1A.

 

Risk Factors

 

77

 

 

 

 

 

Item 2.

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

77

 

 

 

 

 

Item 3.

 

Defaults Upon Senior Securities

 

77

 

 

 

 

 

Item 4.

 

Mine Safety Disclosures

 

77

 

 

 

 

 

Item 5.

 

Other Information

 

78

 

 

 

 

 

Item 6.

 

Exhibits

 

78

 

 

 

 

 

SIGNATURES

 

79

 

 

 

 

 

 

- 2 -


 

GLOSSARY OF TERMS

The following listing includes acronyms and terms used throughout the document.

Term

Definition

2023 Annual Report

Form 10-K for the year ended December 31, 2023

Bayview Financial

Bayview Financial Holdings, L.P. together with its affiliates

BLG

Bayview Lending Group, LLC

Capital Rules

Capital adequacy standards established by the federal banking agencies

CET1

Common Equity Tier 1

CIT

Collective Investment Trust

Company

M&T Bank Corporation and its consolidated subsidiaries

DIF

Deposit Insurance Fund

DUS

Delegated Underwriting and Servicing

Executive ALCO Committee

Executive Asset-Liability Liquidity Capital Committee of M&T

FDIC

Federal Deposit Insurance Corporation

FHLB

Federal Home Loan Bank

FOMC

Federal Open Market Committee

FRB

Federal Reserve Bank

GAAP

Accounting principles generally accepted in the U.S.

GDP

Gross Domestic Product

Junior subordinated debentures

Fixed and variable rate junior subordinated deferrable interest debentures

LTV

Loan-to-value

M&T

M&T Bank Corporation

M&T Bank

Manufacturers and Traders Trust Company

People’s United

People’s United Financial, Inc.

RWA

Risk-weighted assets

SCB

Stress capital buffer

SOFR

Secured Overnight Financing Rate

U.S.

United States of America

 

 

- 3 -


 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

M&T BANK CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET (Unaudited)

 

 

 

March 31,

 

 

December 31,

 

(Dollars in millions, except per share)

 

2024

 

 

2023

 

Assets

 

 

 

 

 

 

Cash and due from banks

 

$

1,695

 

 

$

1,731

 

Interest-bearing deposits at banks

 

 

32,144

 

 

 

28,069

 

Trading account

 

 

99

 

 

 

106

 

Investment securities

 

 

 

 

 

 

Available for sale (cost: $12,397 at March 31, 2024;
   $
10,691 at December 31, 2023)

 

 

12,134

 

 

 

10,440

 

Held to maturity (fair value: $13,865 at March 31, 2024;
   $
14,308 at December 31, 2023)

 

 

15,078

 

 

 

15,330

 

Equity and other securities (cost: $1,279 at March 31, 2024;
   $
1,125 at December 31, 2023)

 

 

1,284

 

 

 

1,127

 

Total investment securities

 

 

28,496

 

 

 

26,897

 

Loans and leases, net of unearned discount of $928 at March 31, 2024
   and $
868 at December 31, 2023

 

 

134,973

 

 

 

134,068

 

Allowance for credit losses

 

 

(2,191

)

 

 

(2,129

)

Loans and leases, net

 

 

132,782

 

 

 

131,939

 

Premises and equipment

 

 

1,707

 

 

 

1,739

 

Goodwill

 

 

8,465

 

 

 

8,465

 

Core deposit and other intangible assets

 

 

132

 

 

 

147

 

Accrued interest and other assets

 

 

9,617

 

 

 

9,171

 

Total assets

 

$

215,137

 

 

$

208,264

 

Liabilities

 

 

 

 

 

 

Noninterest-bearing deposits

 

$

50,578

 

 

$

49,294

 

Savings and interest-checking deposits

 

 

96,339

 

 

 

93,221

 

Time deposits

 

 

20,279

 

 

 

20,759

 

Total deposits

 

 

167,196

 

 

 

163,274

 

Short-term borrowings

 

 

4,795

 

 

 

5,316

 

Accrued interest and other liabilities

 

 

4,527

 

 

 

4,516

 

Long-term borrowings

 

 

11,450

 

 

 

8,201

 

Total liabilities

 

 

187,968

 

 

 

181,307

 

Shareholders' equity

 

 

 

 

 

 

Preferred stock, $1.00 par, 20,000,000 shares authorized;
   Issued and outstanding: Liquidation preference of $
1,000 per share: 350,000
   shares at March 31, 2024 and December 31, 2023; Liquidation preference of
   $
10,000 per share: 140,000 shares at March 31, 2024 and December 31, 2023;
   Liquidation preference of $
25 per share: 10,000,000 shares at March 31, 2024
   and December 31, 2023

 

 

2,011

 

 

 

2,011

 

Common stock, $0.50 par, 250,000,000 shares authorized,
   
179,436,779 shares issued at March 31, 2024 and December 31, 2023

 

 

90

 

 

 

90

 

Common stock issuable, 11,458 shares at March 31, 2024;
   
12,217 shares at December 31, 2023

 

 

1

 

 

 

1

 

Additional paid-in capital

 

 

9,976

 

 

 

10,020

 

Retained earnings

 

 

17,812

 

 

 

17,524

 

Accumulated other comprehensive income (loss), net

 

 

(589

)

 

 

(459

)

Treasury stock — common, at cost — 12,724,121 shares at March 31, 2024;
   
13,300,298 shares at December 31, 2023

 

 

(2,132

)

 

 

(2,230

)

Total shareholders’ equity

 

 

27,169

 

 

 

26,957

 

Total liabilities and shareholders’ equity

 

$

215,137

 

 

$

208,264

 

See accompanying notes to financial statements.

- 4 -


 

M&T BANK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME (Unaudited)

 

 

 

Three Months Ended March 31,

 

(Dollars in millions, except per share, shares in thousands)

 

2024

 

 

2023

 

Interest income

 

 

 

 

 

 

Loans and leases, including fees

 

$

2,097

 

 

$

1,850

 

Investment securities

 

 

 

 

 

 

Fully taxable

 

 

212

 

 

 

181

 

Exempt from federal taxes

 

 

16

 

 

 

17

 

Deposits at banks

 

 

419

 

 

 

278

 

Other

 

 

1

 

 

 

1

 

Total interest income

 

 

2,745

 

 

 

2,327

 

Interest expense

 

 

 

 

 

 

Savings and interest-checking deposits

 

 

615

 

 

 

277

 

Time deposits

 

 

225

 

 

 

89

 

Short-term borrowings

 

 

84

 

 

 

58

 

Long-term borrowings

 

 

141

 

 

 

85

 

Total interest expense

 

 

1,065

 

 

 

509

 

Net interest income

 

 

1,680

 

 

 

1,818

 

Provision for credit losses

 

 

200

 

 

 

120

 

Net interest income after provision for credit losses

 

 

1,480

 

 

 

1,698

 

Other income

 

 

 

 

 

 

Mortgage banking revenues

 

 

104

 

 

 

85

 

Service charges on deposit accounts

 

 

124

 

 

 

113

 

Trust income

 

 

160

 

 

 

194

 

Brokerage services income

 

 

29

 

 

 

24

 

Trading account and other non-hedging derivative gains

 

 

9

 

 

 

12

 

Gain (loss) on bank investment securities

 

 

2

 

 

 

 

Other revenues from operations

 

 

152

 

 

 

159

 

Total other income

 

 

580

 

 

 

587

 

Other expense

 

 

 

 

 

 

Salaries and employee benefits

 

 

833

 

 

 

808

 

Equipment and net occupancy

 

 

129

 

 

 

127

 

Outside data processing and software

 

 

120

 

 

 

106

 

Professional and other services

 

 

85

 

 

 

125

 

FDIC assessments

 

 

60

 

 

 

30

 

Advertising and marketing

 

 

20

 

 

 

31

 

Amortization of core deposit and other intangible assets

 

 

15

 

 

 

17

 

Other costs of operations

 

 

134

 

 

 

115

 

Total other expense

 

 

1,396

 

 

 

1,359

 

Income before taxes

 

 

664

 

 

 

926

 

Income taxes

 

 

133

 

 

 

224

 

Net income

 

$

531

 

 

$

702

 

Net income available to common shareholders

 

 

 

 

 

 

Basic

 

$

505

 

 

$

676

 

Diluted

 

 

505

 

 

 

676

 

Net income per common share

 

 

 

 

 

 

Basic

 

 

3.04

 

 

 

4.03

 

Diluted

 

 

3.02

 

 

 

4.01

 

Average common shares outstanding

 

 

 

 

 

 

Basic

 

 

166,460

 

 

 

167,732

 

Diluted

 

 

167,084

 

 

 

168,410

 

See accompanying notes to financial statements.

- 5 -


 

M&T BANK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

 

Three Months Ended March 31,

 

(Dollars in millions)

2024

 

 

2023

 

Net income

$

531

 

 

$

702

 

Other comprehensive income (loss), net of tax and reclassification adjustments:

 

 

 

 

 

Net unrealized gains (losses) on investment securities

 

(10

)

 

 

65

 

Cash flow hedges adjustments

 

(117

)

 

 

81

 

Defined benefit plans liability adjustments

 

(1

)

 

 

(2

)

Foreign currency translation adjustments

 

(2

)

 

 

1

 

Total other comprehensive income (loss)

 

(130

)

 

 

145

 

Total comprehensive income

$

401

 

 

$

847

 

 

See accompanying notes to financial statements.

- 6 -


 

M&T BANK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)

 

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

(Dollars in millions)

 

2024

 

 

2023

 

Cash flows from operating activities

 

 

 

 

 

 

Net income

 

$

531

 

 

$

702

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Provision for credit losses

 

 

200

 

 

 

120

 

Depreciation and amortization of premises and equipment

 

 

80

 

 

 

76

 

Amortization of capitalized servicing rights

 

 

35

 

 

 

20

 

Amortization of core deposit and other intangible assets

 

 

15

 

 

 

17

 

Provision for deferred income taxes

 

 

2

 

 

 

11

 

Asset write-downs

 

 

6

 

 

 

1

 

Net gain on sales of assets

 

 

(1

)

 

 

(12

)

Net change in accrued interest receivable, payable

 

 

27

 

 

 

55

 

Net change in other accrued income and expense

 

 

(74

)

 

 

(43

)

Net change in loans originated for sale

 

 

(352

)

 

 

(274

)

Net change in trading account and other non-hedging derivative assets and liabilities

 

 

139

 

 

 

(245

)

Net cash provided by operating activities

 

 

608

 

 

 

428

 

Cash flows from investing activities

 

 

 

 

 

 

Proceeds from sales of investment securities:

 

 

 

 

 

 

Available for sale

 

 

4

 

 

 

 

Equity and other securities

 

 

110

 

 

 

521

 

Proceeds from maturities of investment securities:

 

 

 

 

 

 

Available for sale

 

 

1,989

 

 

 

141

 

Held to maturity

 

 

257

 

 

 

281

 

Purchases of investment securities:

 

 

 

 

 

 

Available for sale

 

 

(4,145

)

 

 

(337

)

Held to maturity

 

 

 

 

 

(2,948

)

Equity and other securities

 

 

(264

)

 

 

(792

)

Net increase in loans and leases

 

 

(724

)

 

 

(1,166

)

Net (increase) decrease in interest-bearing deposits at banks

 

 

(4,075

)

 

 

2,652

 

Capital expenditures, net

 

 

(35

)

 

 

(55

)

Net decrease in loan servicing advances

 

 

81

 

 

 

207

 

Other, net

 

 

(280

)

 

 

(251

)

Net cash used by investing activities

 

 

(7,082

)

 

 

(1,747

)

Cash flows from financing activities

 

 

 

 

 

 

Net increase (decrease) in deposits

 

 

3,921

 

 

 

(4,441

)

Net increase (decrease) in short-term borrowings

 

 

(521

)

 

 

3,440

 

Proceeds from long-term borrowings

 

 

3,357

 

 

 

3,486

 

Payments on long-term borrowings

 

 

(49

)

 

 

 

Purchases of treasury stock

 

 

 

 

 

(594

)

Dividends paid — common

 

 

(221

)

 

 

(221

)

Dividends paid — preferred

 

 

(34

)

 

 

(34

)

Other, net

 

 

(15

)

 

 

(19

)

Net cash provided by financing activities

 

 

6,438

 

 

 

1,617

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

(36

)

 

 

298

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

1,731

 

 

 

1,520

 

Cash, cash equivalents and restricted cash at end of period

 

$

1,695

 

 

$

1,818

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

Interest received during the period

 

$

2,716

 

 

$

2,289

 

Interest paid during the period

 

 

999

 

 

 

410

 

Income taxes paid during the period

 

 

41

 

 

 

22

 

Supplemental schedule of noncash investing and financing activities

 

 

 

 

 

 

Real estate acquired in settlement of loans

 

 

19

 

 

 

7

 

Additions to right-of-use assets under operating leases

 

 

19

 

 

 

31

 

 

See accompanying notes to financial statements.

- 7 -


 

 

M&T BANK CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common

 

 

Additional

 

 

 

 

 

Comprehensive

 

 

 

 

 

 

 

 

 

Preferred

 

 

Common

 

 

Stock

 

 

Paid-in

 

 

Retained

 

 

Income

 

 

Treasury

 

 

 

 

(Dollars in millions, except per share)

 

Stock

 

 

Stock

 

 

Issuable

 

 

Capital

 

 

Earnings

 

 

(Loss), Net

 

 

Stock

 

 

Total

 

Three Months Ended March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance — January 1, 2024

 

$

2,011

 

 

$

90

 

 

$

1

 

 

$

10,020

 

 

$

17,524

 

 

$

(459

)

 

$

(2,230

)

 

$

26,957

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

531

 

 

 

(130

)

 

 

 

 

401

 

Preferred stock cash dividends (a)

 

 

 

 

 

 

 

 

 

 

(25

)

 

 

 

 

 

 

(25

)

Stock-based compensation
   transactions, net

 

 

 

 

 

 

 

 

(44

)

 

 

 

 

 

 

98

 

 

 

54

 

Common stock cash dividends —
   $
1.30 per share

 

 

 

 

 

 

 

 

 

 

(218

)

 

 

 

 

 

 

(218

)

Balance — March 31, 2024

 

$

2,011

 

 

$

90

 

 

$

1

 

 

$

9,976

 

 

$

17,812

 

 

$

(589

)

 

$

(2,132

)

 

$

27,169

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance — January 1, 2023

 

$

2,011

 

 

$

90

 

 

$

1

 

 

$

10,002

 

 

$

15,754

 

 

$

(790

)

 

$

(1,750

)

 

$

25,318

 

Total comprehensive income

 

 

 

 

 

 

 

 

 

 

702

 

 

 

145

 

 

 

 

 

847

 

Preferred stock cash dividends (a)

 

 

 

 

 

 

 

 

 

 

(25

)

 

 

 

 

 

 

(25

)

Purchases of treasury stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(600

)

 

 

(600

)

Stock-based compensation
   transactions, net

 

 

 

 

 

 

 

 

(16

)

 

 

(1

)

 

 

 

 

72

 

 

 

55

 

Common stock cash dividends —
   $
1.30 per share

 

 

 

 

 

 

 

 

 

 

(218

)

 

 

 

 

 

 

(218

)

Balance — March 31, 2023

 

$

2,011

 

 

$

90

 

 

$

1

 

 

$

9,986

 

 

$

16,212

 

 

$

(645

)

 

$

(2,278

)

 

$

25,377

 

 

(a)
For the three-month periods ended March 31, 2024 and 2023, dividends per preferred share were: Preferred Series E - $16.125; Preferred Series F - $128.125; Preferred Series G - $125.00; Preferred Series H - $0.3516; and Preferred Series I - $87.50.

 

 

See accompanying notes to financial statements.

- 8 -


 

NOTES TO FINANCIAL STATEMENTS

1. Significant accounting policies

The consolidated interim financial statements of the Company were compiled in accordance with GAAP using the accounting policies set forth in note 1 of Notes to Financial Statements included in the 2023 Annual Report, except as described in the following table. The financial statements contain all adjustments which are, in the opinion of management, necessary for a fair statement of the Company's financial position, results of operations and cash flows for the interim periods presented.

Recent accounting developments

 

Standard

 

 

Description

 

 

Required date

of adoption

 

 

Effect on consolidated financial statements

 

 

 

Standards Adopted in 2024

 

 

Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method

 

 

The amendments permit an election to account for tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met.

Under the proportional amortization method, the initial cost of the investment is amortized in proportion to the income tax credits and other income tax benefits received and the net amortization and income tax credits and other income tax benefits are recognized in the income statement as a component of income tax expense (benefit).

 

 

January 1, 2024

 

 

As described in note 11, the Company adopted the amended guidance effective January 1, 2024 using a modified retrospective transition. The guidance did not have a material impact on the Company’s consolidated financial statements.

 

 

2. Divestiture

On April 29, 2023, the Company sold its CIT business to a private equity firm. The transaction resulted in a pre-tax gain of $225 million ($157 million after-tax effect) that has been included in “other revenues from operations” in the Consolidated Statement of Income in the second quarter of 2023. Prior to the sale, the CIT business contributed $45 million to trust income in the three months ended March 31, 2023. After considering expenses, the results of operations from the CIT business were not material to the Company's consolidated results of operations in that period.

- 9 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

3. Investment securities

The amortized cost and estimated fair value of investment securities were as follows:

(Dollars in millions)

 

Amortized
Cost

 

 

Gross
Unrealized
Gains

 

 

Gross
Unrealized
Losses

 

 

Estimated
Fair Value

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

$

7,818

 

 

$

 

 

$

99

 

 

$

7,719

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

1,355

 

 

 

1

 

 

 

13

 

 

 

1,343

 

Residential

 

 

3,053

 

 

 

 

 

 

143

 

 

 

2,910

 

Other debt securities

 

 

171

 

 

 

 

 

 

9

 

 

 

162

 

 

 

 

12,397

 

 

 

1

 

 

 

264

 

 

 

12,134

 

Investment securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

1,007

 

 

 

 

 

 

33

 

 

 

974

 

Obligations of states and political subdivisions

 

 

2,466

 

 

 

 

 

 

94

 

 

 

2,372

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

2,035

 

 

 

 

 

 

154

 

 

 

1,881

 

Residential

 

 

9,527

 

 

 

 

 

 

935

 

 

 

8,592

 

Privately issued

 

 

41

 

 

 

9

 

 

 

6

 

 

 

44

 

Other debt securities

 

 

2

 

 

 

 

 

 

 

 

 

2

 

 

 

 

15,078

 

 

 

9

 

 

 

1,222

 

 

 

13,865

 

Total debt securities

 

$

27,475

 

 

$

10

 

 

$

1,486

 

 

$

25,999

 

Equity and other securities:

 

 

 

 

 

 

 

 

 

 

 

 

Readily marketable equity — at fair value

 

$

351

 

 

$

8

 

 

$

3

 

 

$

356

 

Other — at cost

 

 

928

 

 

 

 

 

 

 

 

 

928

 

Total equity and other securities

 

$

1,279

 

 

$

8

 

 

$

3

 

 

$

1,284

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

$

7,818

 

 

$

 

 

$

113

 

 

$

7,705

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

425

 

 

 

 

 

 

9

 

 

 

416

 

Residential

 

 

2,272

 

 

 

 

 

 

118

 

 

 

2,154

 

Other debt securities

 

 

176

 

 

 

 

 

 

11

 

 

 

165

 

 

 

 

10,691

 

 

 

 

 

 

251

 

 

 

10,440

 

Investment securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

1,005

 

 

 

 

 

 

31

 

 

 

974

 

Obligations of states and political subdivisions

 

 

2,501

 

 

 

 

 

 

67

 

 

 

2,434

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

2,033

 

 

 

 

 

 

130

 

 

 

1,903

 

Residential

 

 

9,747

 

 

 

4

 

 

 

802

 

 

 

8,949

 

Privately issued

 

 

42

 

 

 

9

 

 

 

5

 

 

 

46

 

Other debt securities

 

 

2

 

 

 

 

 

 

 

 

 

2

 

 

 

 

15,330

 

 

 

13

 

 

 

1,035

 

 

 

14,308

 

Total debt securities

 

$

26,021

 

 

$

13

 

 

$

1,286

 

 

$

24,748

 

Equity and other securities:

 

 

 

 

 

 

 

 

 

 

 

 

Readily marketable equity — at fair value

 

$

266

 

 

$

5

 

 

$

3

 

 

$

268

 

Other — at cost

 

 

859

 

 

 

 

 

 

 

 

 

859

 

Total equity and other securities

 

$

1,125

 

 

$

5

 

 

$

3

 

 

$

1,127

 

 

- 10 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

3. Investment securities, continued

There were no significant gross realized gains or losses from sales of investment securities for the three-month periods ended March 31, 2024 and 2023. Unrealized losses on equity securities are included in "gain (loss) on bank investment securities" in the Consolidated Statement of Income.

At March 31, 2024, the amortized cost and estimated fair value of debt securities by contractual maturity were as follows:

(Dollars in millions)

 

Amortized
Cost

 

 

Estimated
Fair Value

 

Debt securities available for sale:

 

 

 

 

 

 

Due in one year or less

 

$

3,248

 

 

$

3,209

 

Due after one year through five years

 

 

4,691

 

 

 

4,628

 

Due after five years through ten years

 

 

50

 

 

 

44

 

Due after ten years

 

 

 

 

 

 

 

 

 

7,989

 

 

 

7,881

 

Mortgage-backed securities

 

 

4,408

 

 

 

4,253

 

 

 

$

12,397

 

 

$

12,134

 

Debt securities held to maturity:

 

 

 

 

 

 

Due in one year or less

 

$

588

 

 

$

575

 

Due after one year through five years

 

 

635

 

 

 

611

 

Due after five years through ten years

 

 

1,369

 

 

 

1,333

 

Due after ten years

 

 

883

 

 

 

829

 

 

 

 

3,475

 

 

 

3,348

 

Mortgage-backed securities

 

 

11,603

 

 

 

10,517

 

 

 

$

15,078

 

 

$

13,865

 

 

- 11 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

3. Investment securities, continued

A summary of investment securities that as of March 31, 2024 and December 31, 2023 had been in a continuous unrealized loss position for less than twelve months and those that had been in a continuous unrealized loss position for twelve months or longer follows:

 

 

Less Than 12 Months

 

 

12 Months or More

 

(Dollars in millions)

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

$

2,242

 

 

$

10

 

 

$

5,177

 

 

$

89

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

765

 

 

 

6

 

 

 

393

 

 

 

7

 

Residential

 

 

813

 

 

 

6

 

 

 

1,964

 

 

 

137

 

Other debt securities

 

 

 

 

 

 

 

 

156

 

 

 

9

 

 

 

 

3,820

 

 

 

22

 

 

 

7,690

 

 

 

242

 

Investment securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

49

 

 

 

1

 

 

 

925

 

 

 

32

 

Obligations of states and political subdivisions

 

 

43

 

 

 

 

 

 

2,284

 

 

 

94

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

172

 

 

 

9

 

 

 

1,709

 

 

 

145

 

Residential

 

 

1,133

 

 

 

12

 

 

 

7,459

 

 

 

923

 

Privately issued

 

 

 

 

 

 

 

 

33

 

 

 

6

 

 

 

 

1,397

 

 

 

22

 

 

 

12,410

 

 

 

1,200

 

Total

 

$

5,217

 

 

$

44

 

 

$

20,100

 

 

$

1,442

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

$

229

 

 

$

1

 

 

$

7,474

 

 

$

112

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

74

 

 

 

1

 

 

 

330

 

 

 

8

 

Residential

 

 

151

 

 

 

2

 

 

 

1,959

 

 

 

116

 

Other debt securities

 

 

6

 

 

 

 

 

 

154

 

 

 

11

 

 

 

 

460

 

 

 

4

 

 

 

9,917

 

 

 

247

 

Investment securities held to maturity:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

50

 

 

 

 

 

 

924

 

 

 

31

 

Obligations of states and political subdivisions

 

 

218

 

 

 

3

 

 

 

2,172

 

 

 

64

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

328

 

 

 

9

 

 

 

1,575

 

 

 

121

 

Residential

 

 

955

 

 

 

11

 

 

 

7,139

 

 

 

791

 

Privately issued

 

 

 

 

 

 

 

 

34

 

 

 

5

 

 

 

 

1,551

 

 

 

23

 

 

 

11,844

 

 

 

1,012

 

Total

 

$

2,011

 

 

$

27

 

 

$

21,761

 

 

$

1,259

 

 

- 12 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

3. Investment securities, continued

The Company owned 4,088 individual debt securities with aggregate gross unrealized losses of $1.5 billion at March 31, 2024. Based on a review of each of the securities in the investment securities portfolio at March 31, 2024, the Company concluded that it expected to recover the amortized cost basis of its investment. As of March 31, 2024, the Company does not intend to sell, nor is it anticipated that it would be required to sell, any of its impaired investment securities at a loss. At March 31, 2024, the Company has not identified events or changes in circumstances which may have a significant adverse effect on the fair value of the $928 million of cost method equity securities.

The Company estimated no material allowance for credit losses for its investment securities classified as held-to-maturity at March 31, 2024 or December 31, 2023.

At March 31, 2024 and December 31, 2023, investment securities with carrying values of $9.6 billion (including $357 million related to repurchase transactions) and $8.2 billion (including $393 million related to repurchase transactions), respectively, were pledged to secure borrowings, lines of credit and governmental deposits.

4. Loans and leases and the allowance for credit losses

A summary of current, past due and nonaccrual loans as of March 31, 2024 and December 31, 2023 follows:

(Dollars in millions)

 

Current

 

 

30-89 Days
Past Due

 

 

Accruing
Loans
Past
Due 90
Days or
More

 

 

Nonaccrual

 

 

Total

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

56,803

 

 

$

219

 

 

$

11

 

 

$

864

 

 

$

57,897

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial (a)

 

 

24,119

 

 

 

163

 

 

 

31

 

 

 

855

 

 

 

25,168

 

Residential builder and developer

 

 

984

 

 

 

48

 

 

 

 

 

 

3

 

 

 

1,035

 

Other commercial construction

 

 

5,915

 

 

 

155

 

 

 

2

 

 

 

141

 

 

 

6,213

 

Residential (b)

 

 

21,118

 

 

 

627

 

 

 

245

 

 

 

202

 

 

 

22,192

 

Residential — limited documentation

 

 

801

 

 

 

30

 

 

 

 

 

 

53

 

 

 

884

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

4,437

 

 

 

34

 

 

 

 

 

 

87

 

 

 

4,558

 

Recreational finance

 

 

10,553

 

 

 

71

 

 

 

 

 

 

30

 

 

 

10,654

 

Automobile

 

 

4,252

 

 

 

43

 

 

 

 

 

 

13

 

 

 

4,308

 

Other

 

 

1,982

 

 

 

20

 

 

 

8

 

 

 

54

 

 

 

2,064

 

Total

 

$

130,964

 

 

$

1,410

 

 

$

297

 

 

$

2,302

 

 

$

134,973

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

 

 

 

Commercial and industrial

 

$

56,091

 

 

$

238

 

 

$

11

 

 

$

670

 

 

$

57,010

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial (a)

 

 

24,072

 

 

 

311

 

 

 

25

 

 

 

869

 

 

 

25,277

 

Residential builder and developer

 

 

1,065

 

 

 

5

 

 

 

 

 

 

3

 

 

 

1,073

 

Other commercial construction

 

 

6,322

 

 

 

159

 

 

 

1

 

 

 

171

 

 

 

6,653

 

Residential (b)

 

 

21,080

 

 

 

763

 

 

 

295

 

 

 

215

 

 

 

22,353

 

Residential — limited documentation

 

 

825

 

 

 

31

 

 

 

 

 

 

55

 

 

 

911

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

4,528

 

 

 

40

 

 

 

 

 

 

81

 

 

 

4,649

 

Recreational finance

 

 

9,935

 

 

 

87

 

 

 

 

 

 

36

 

 

 

10,058

 

Automobile

 

 

3,918

 

 

 

60

 

 

 

 

 

 

14

 

 

 

3,992

 

Other

 

 

2,003

 

 

 

30

 

 

 

7

 

 

 

52

 

 

 

2,092

 

Total

 

$

129,839

 

 

$

1,724

 

 

$

339

 

 

$

2,166

 

 

$

134,068

 

 

 

(a)
Commercial real estate loans held for sale were $563 million at March 31, 2024 and $189 million at December 31, 2023.
(b)
One-to-four family residential mortgage loans held for sale were $165 million at March 31, 2024 and $190 million at December 31, 2023.

 

 

- 13 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

Credit quality indicators

The Company utilizes a loan grading system to differentiate risk amongst its commercial and industrial loans and commercial real estate loans. Loans with a lower expectation of default are assigned one of ten possible “pass” loan grades and are generally ascribed lower loss factors when determining the allowance for credit losses. Loans with an elevated level of credit risk are classified as “criticized” and are ascribed a higher loss factor when determining the allowance for credit losses. Criticized loans may be classified as “nonaccrual” if the Company no longer expects to collect all amounts according to the contractual terms of the loan agreement or the loan is delinquent 90 days or more.

Line of business personnel in different geographic locations with support from and review by the Company’s credit risk personnel review and reassign loan grades based on their detailed knowledge of individual borrowers and their judgment of the impact on such borrowers resulting from changing conditions in their respective regions. Factors considered in assigning loan grades include borrower-specific information related to expected future cash flows and operating results, collateral values, geographic location, financial condition and performance, payment status, and other information. The Company’s policy is that at least annually, updated financial information be obtained from commercial borrowers associated with pass grade loans and additional analysis performed. On a quarterly basis, the Company’s credit personnel review all criticized commercial and industrial loans and commercial real estate loans greater than $5 million to determine the appropriateness of the assigned loan grade, including whether the loan should be reported as accruing or nonaccruing.

The following table summarizes the loan grades applied at March 31, 2024 to the various classes of the Company’s commercial and industrial loans and commercial real estate loans and gross charge-offs for those types of loans for the three-month period ended March 31, 2024 by origination year.

 

 

Term Loans by Origination Year

 

 

Revolving

 

 

Revolving Loans Converted to Term

 

 

 

 

(Dollars in millions)

 

2024

 

 

2023

 

 

2022

 

 

2021

 

 

2020

 

 

Prior

 

 

Loans

 

 

Loans

 

 

Total

 

Commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

$

2,012

 

 

$

8,129

 

 

$

7,567

 

 

$

4,441

 

 

$

2,099

 

 

$

6,456

 

 

$

22,719

 

 

$

74

 

 

$

53,497

 

Criticized accrual

 

 

32

 

 

 

306

 

 

 

422

 

 

 

277

 

 

 

117

 

 

 

602

 

 

 

1,745

 

 

 

35

 

 

 

3,536

 

Criticized nonaccrual

 

 

2

 

 

 

54

 

 

 

89

 

 

 

62

 

 

 

71

 

 

 

206

 

 

 

364

 

 

 

16

 

 

 

864

 

Total commercial and industrial

 

$

2,046

 

 

$

8,489

 

 

$

8,078

 

 

$

4,780

 

 

$

2,287

 

 

$

7,264

 

 

$

24,828

 

 

$

125

 

 

$

57,897

 

Gross charge-offs

 

$

 

 

$

7

 

 

$

9

 

 

$

4

 

 

$

3

 

 

$

5

 

 

$

50

 

 

$

 

 

$

78

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

$

696

 

 

$

1,783

 

 

$

1,652

 

 

$

1,331

 

 

$

2,013

 

 

$

11,278

 

 

$

435

 

 

$

 

 

$

19,188

 

Criticized accrual

 

 

 

 

 

273

 

 

 

815

 

 

 

464

 

 

 

558

 

 

 

3,008

 

 

 

7

 

 

 

 

 

 

5,125

 

Criticized nonaccrual

 

 

 

 

 

 

 

 

46

 

 

 

11

 

 

 

101

 

 

 

695

 

 

 

2

 

 

 

 

 

 

855

 

Total commercial real estate

 

$

696

 

 

$

2,056

 

 

$

2,513

 

 

$

1,806

 

 

$

2,672

 

 

$

14,981

 

 

$

444

 

 

$

 

 

$

25,168

 

Gross charge-offs

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

13

 

 

$

 

 

$

 

 

$

13

 

Residential builder and
   developer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

$

89

 

 

$

509

 

 

$

187

 

 

$

34

 

 

$

5

 

 

$

14

 

 

$

102

 

 

$

 

 

$

940

 

Criticized accrual

 

 

 

 

 

2

 

 

 

21

 

 

 

21

 

 

 

 

 

 

46

 

 

 

2

 

 

 

 

 

 

92

 

Criticized nonaccrual

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

3

 

Total residential builder
   and developer

 

$

89

 

 

$

511

 

 

$

208

 

 

$

57

 

 

$

5

 

 

$

61

 

 

$

104

 

 

$

 

 

$

1,035

 

Gross charge-offs

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

1

 

 

$

 

 

$

 

 

$

1

 

Other commercial construction:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass

 

$

27

 

 

$

990

 

 

$

1,231

 

 

$

590

 

 

$

273

 

 

$

589

 

 

$

45

 

 

$

 

 

$

3,745

 

Criticized accrual

 

 

 

 

 

75

 

 

 

538

 

 

 

460

 

 

 

567

 

 

 

687

 

 

 

 

 

 

 

 

 

2,327

 

Criticized nonaccrual

 

 

 

 

 

 

 

 

11

 

 

 

10

 

 

 

45

 

 

 

75

 

 

 

 

 

 

 

 

 

141

 

Total other commercial
   construction

 

$

27

 

 

$

1,065

 

 

$

1,780

 

 

$

1,060

 

 

$

885

 

 

$

1,351

 

 

$

45

 

 

$

 

 

$

6,213

 

Gross charge-offs

 

$

 

 

$

 

 

$

2

 

 

$

 

 

$

 

 

$

7

 

 

$

2

 

 

$

 

 

$

11

 

- 14 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

The Company considers repayment performance a significant indicator of credit quality for its residential real estate loan and consumer loan portfolios. A summary of loans in accrual and nonaccrual status at March 31, 2024 for the various classes of the Company’s residential real estate loans and consumer loans and gross charge-offs for those types of loans for the three-month period ended March 31, 2024 by origination year follows:

 

 

Term Loans by Origination Year

 

 

Revolving

 

 

Revolving Loans Converted to Term

 

 

 

 

(Dollars in millions)

 

2024

 

 

2023

 

 

2022

 

 

2021

 

 

2020

 

 

Prior

 

 

Loans

 

 

Loans

 

 

Total

 

Residential:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

478

 

 

$

1,499

 

 

$

4,667

 

 

$

3,717

 

 

$

2,533

 

 

$

8,131

 

 

$

93

 

 

$

 

 

$

21,118

 

30-89 days past due

 

 

 

 

 

6

 

 

 

107

 

 

 

62

 

 

 

30

 

 

 

422

 

 

 

 

 

 

 

 

 

627

 

Accruing loans past due
    90 days or more

 

 

 

 

 

2

 

 

 

21

 

 

 

19

 

 

 

15

 

 

 

188

 

 

 

 

 

 

 

 

 

245

 

Nonaccrual

 

 

 

 

 

1

 

 

 

15

 

 

 

10

 

 

 

2

 

 

 

173

 

 

 

1

 

 

 

 

 

 

202

 

Total residential

 

$

478

 

 

$

1,508

 

 

$

4,810

 

 

$

3,808

 

 

$

2,580

 

 

$

8,914

 

 

$

94

 

 

$

 

 

$

22,192

 

Gross charge-offs

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

1

 

 

$

 

 

$

 

 

$

1

 

Residential - limited documentation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

801

 

 

$

 

 

$

 

 

$

801

 

30-89 days past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30

 

 

 

 

 

 

 

 

 

30

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

53

 

 

 

 

 

 

 

 

 

53

 

Total residential - limited
   documentation

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

884

 

 

$

 

 

$

 

 

$

884

 

Gross charge-offs

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

 

 

$

 

 

$

 

 

$

2

 

 

$

2

 

 

$

105

 

 

$

2,972

 

 

$

1,356

 

 

$

4,437

 

30-89 days past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

 

 

 

 

 

31

 

 

 

34

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

1

 

 

 

81

 

 

 

87

 

Total home equity lines and loans

 

$

 

 

$

 

 

$

 

 

$

2

 

 

$

2

 

 

$

113

 

 

$

2,973

 

 

$

1,468

 

 

$

4,558

 

Gross charge-offs

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

1

 

 

$

1

 

Recreational finance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

1,028

 

 

$

2,531

 

 

$

2,252

 

 

$

1,790

 

 

$

1,233

 

 

$

1,719

 

 

$

 

 

$

 

 

$

10,553

 

30-89 days past due

 

 

1

 

 

 

11

 

 

 

12

 

 

 

14

 

 

 

13

 

 

 

20

 

 

 

 

 

 

 

 

 

71

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

4

 

 

 

6

 

 

 

6

 

 

 

4

 

 

 

10

 

 

 

 

 

 

 

 

 

30

 

Total recreational finance

 

$

1,029

 

 

$

2,546

 

 

$

2,270

 

 

$

1,810

 

 

$

1,250

 

 

$

1,749

 

 

$

 

 

$

 

 

$

10,654

 

Gross charge-offs

 

$

 

 

$

3

 

 

$

5

 

 

$

6

 

 

$

4

 

 

$

7

 

 

$

 

 

$

 

 

$

25

 

Automobile:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

684

 

 

$

1,026

 

 

$

1,004

 

 

$

942

 

 

$

371

 

 

$

225

 

 

$

 

 

$

 

 

$

4,252

 

30-89 days past due

 

 

1

 

 

 

7

 

 

 

11

 

 

 

11

 

 

 

6

 

 

 

7

 

 

 

 

 

 

 

 

 

43

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

2

 

 

 

2

 

 

 

3

 

 

 

2

 

 

 

4

 

 

 

 

 

 

 

 

 

13

 

Total automobile

 

$

685

 

 

$

1,035

 

 

$

1,017

 

 

$

956

 

 

$

379

 

 

$

236

 

 

$

 

 

$

 

 

$

4,308

 

Gross charge-offs

 

$

 

 

$

2

 

 

$

2

 

 

$

2

 

 

$

1

 

 

$

1

 

 

$

 

 

$

 

 

$

8

 

Other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

69

 

 

$

219

 

 

$

155

 

 

$

105

 

 

$

28

 

 

$

27

 

 

$

1,378

 

 

$

1

 

 

$

1,982

 

30-89 days past due

 

 

1

 

 

 

1

 

 

 

3

 

 

 

1

 

 

 

 

 

 

1

 

 

 

12

 

 

 

1

 

 

 

20

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8

 

 

 

 

 

 

8

 

Nonaccrual

 

 

1

 

 

 

1

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

51

 

 

 

 

 

 

54

 

Total other

 

$

71

 

 

$

221

 

 

$

159

 

 

$

106

 

 

$

28

 

 

$

28

 

 

$

1,449

 

 

$

2

 

 

$

2,064

 

Gross charge-offs

 

$

1

 

 

$

3

 

 

$

3

 

 

$

1

 

 

$

1

 

 

$

 

 

$

16

 

 

$

 

 

$

25

 

Total loans and leases at
   March 31, 2024

 

$

5,121

 

 

$

17,431

 

 

$

20,835

 

 

$

14,385

 

 

$

10,088

 

 

$

35,581

 

 

$

29,937

 

 

$

1,595

 

 

$

134,973

 

Total gross charge-offs for
   the three months ended
   March 31, 2024

 

$

1

 

 

$

15

 

 

$

21

 

 

$

13

 

 

$

9

 

 

$

35

 

 

$

68

 

 

$

1

 

 

$

163

 

 

 

- 15 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

The following table summarizes the loan grades applied at December 31, 2023 to the various classes of the Company’s commercial and industrial loans and commercial real estate loans by origination year.

 

 

Term Loans by Origination Year

 

 

Revolving

 

 

Revolving Loans Converted to Term

 

 

 

 

(Dollars in millions)

 

2023

 

 

2022

 

 

2021

 

 

2020

 

 

2019

 

 

Prior

 

 

Loans

 

 

Loans

 

 

Total

 

Commercial and industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

         Pass

 

$

8,689

 

 

$

8,087

 

 

$

4,800

 

 

$

2,248

 

 

$

2,169

 

 

$

4,843

 

 

$

22,345

 

 

$

70

 

 

$

53,251

 

         Criticized accrual

 

 

292

 

 

 

279

 

 

 

277

 

 

 

142

 

 

 

127

 

 

 

481

 

 

 

1,460

 

 

 

31

 

 

 

3,089

 

         Criticized nonaccrual

 

 

29

 

 

 

68

 

 

 

56

 

 

 

75

 

 

 

36

 

 

 

150

 

 

 

243

 

 

 

13

 

 

 

670

 

Total commercial and industrial

 

$

9,010

 

 

$

8,434

 

 

$

5,133

 

 

$

2,465

 

 

$

2,332

 

 

$

5,474

 

 

$

24,048

 

 

$

114

 

 

$

57,010

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

         Pass

 

$

2,048

 

 

$

1,742

 

 

$

1,367

 

 

$

2,011

 

 

$

3,059

 

 

$

8,491

 

 

$

440

 

 

$

 

 

$

19,158

 

         Criticized accrual

 

 

227

 

 

 

891

 

 

 

465

 

 

 

456

 

 

 

966

 

 

 

2,238

 

 

 

7

 

 

 

 

 

 

5,250

 

         Criticized nonaccrual

 

 

 

 

 

46

 

 

 

3

 

 

 

113

 

 

 

93

 

 

 

611

 

 

 

3

 

 

 

 

 

 

869

 

Total commercial real estate

 

$

2,275

 

 

$

2,679

 

 

$

1,835

 

 

$

2,580

 

 

$

4,118

 

 

$

11,340

 

 

$

450

 

 

$

 

 

$

25,277

 

Residential builder and
   developer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

         Pass

 

$

530

 

 

$

252

 

 

$

41

 

 

$

6

 

 

$

2

 

 

$

12

 

 

$

116

 

 

$

 

 

$

959

 

         Criticized accrual

 

 

1

 

 

 

18

 

 

 

30

 

 

 

 

 

 

59

 

 

 

 

 

 

3

 

 

 

 

 

 

111

 

         Criticized nonaccrual

 

 

 

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

Total residential builder
   and developer

 

$

531

 

 

$

270

 

 

$

74

 

 

$

6

 

 

$

61

 

 

$

12

 

 

$

119

 

 

$

 

 

$

1,073

 

Other commercial construction:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

         Pass

 

$

813

 

 

$

1,366

 

 

$

651

 

 

$

373

 

 

$

646

 

 

$

187

 

 

$

30

 

 

$

 

 

$

4,066

 

         Criticized accrual

 

 

53

 

 

 

391

 

 

 

390

 

 

 

691

 

 

 

565

 

 

 

326

 

 

 

 

 

 

 

 

 

2,416

 

         Criticized nonaccrual

 

 

 

 

 

14

 

 

 

10

 

 

 

46

 

 

 

50

 

 

 

49

 

 

 

2

 

 

 

 

 

 

171

 

Total other commercial
   construction

 

$

866

 

 

$

1,771

 

 

$

1,051

 

 

$

1,110

 

 

$

1,261

 

 

$

562

 

 

$

32

 

 

$

 

 

$

6,653

 

 

- 16 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

A summary of loans in accrual and nonaccrual status at December 31, 2023 for the various classes of the Company’s residential real estate loans and consumer loans by origination year follows:

 

 

Term Loans by Origination Year

 

 

Revolving

 

 

Revolving Loans Converted to Term

 

 

 

 

(Dollars in millions)

 

2023

 

 

2022

 

 

2021

 

 

2020

 

 

2019

 

 

Prior

 

 

Loans

 

 

Loans

 

 

Total

 

Residential:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

1,726

 

 

$

4,709

 

 

$

3,732

 

 

$

2,543

 

 

$

1,215

 

 

$

7,060

 

 

$

95

 

 

$

 

 

$

21,080

 

30-89 days past due

 

 

18

 

 

 

120

 

 

 

88

 

 

 

52

 

 

 

28

 

 

 

457

 

 

 

 

 

 

 

 

 

763

 

Accruing loans past due
    90 days or more

 

 

1

 

 

 

30

 

 

 

28

 

 

 

17

 

 

 

14

 

 

 

205

 

 

 

 

 

 

 

 

 

295

 

Nonaccrual

 

 

1

 

 

 

17

 

 

 

10

 

 

 

3

 

 

 

4

 

 

 

179

 

 

 

1

 

 

 

 

 

 

215

 

Total residential

 

$

1,746

 

 

$

4,876

 

 

$

3,858

 

 

$

2,615

 

 

$

1,261

 

 

$

7,901

 

 

$

96

 

 

$

 

 

$

22,353

 

Residential - limited
   documentation:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

825

 

 

$

 

 

$

 

 

$

825

 

30-89 days past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31

 

 

 

 

 

 

 

 

 

31

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

55

 

 

 

 

 

 

 

 

 

55

 

Total residential - limited
   documentation

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

911

 

 

$

 

 

$

 

 

$

911

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

 

 

$

 

 

$

2

 

 

$

2

 

 

$

13

 

 

$

98

 

 

$

3,022

 

 

$

1,391

 

 

$

4,528

 

30-89 days past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

 

 

 

 

 

37

 

 

 

40

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

3

 

 

 

73

 

 

 

81

 

Total home equity lines and
   loans

 

$

 

 

$

 

 

$

2

 

 

$

2

 

 

$

13

 

 

$

106

 

 

$

3,025

 

 

$

1,501

 

 

$

4,649

 

Recreational finance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

2,653

 

 

$

2,338

 

 

$

1,857

 

 

$

1,286

 

 

$

781

 

 

$

1,020

 

 

$

 

 

$

 

 

$

9,935

 

30-89 days past due

 

 

11

 

 

 

16

 

 

 

19

 

 

 

14

 

 

 

11

 

 

 

16

 

 

 

 

 

 

 

 

 

87

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

3

 

 

 

5

 

 

 

8

 

 

 

6

 

 

 

5

 

 

 

9

 

 

 

 

 

 

 

 

 

36

 

Total recreational finance

 

$

2,667

 

 

$

2,359

 

 

$

1,884

 

 

$

1,306

 

 

$

797

 

 

$

1,045

 

 

$

 

 

$

 

 

$

10,058

 

Automobile:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

1,063

 

 

$

1,096

 

 

$

1,047

 

 

$

427

 

 

$

198

 

 

$

87

 

 

$

 

 

$

 

 

$

3,918

 

30-89 days past due

 

 

8

 

 

 

15

 

 

 

17

 

 

 

9

 

 

 

6

 

 

 

5

 

 

 

 

 

 

 

 

 

60

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual

 

 

2

 

 

 

3

 

 

 

3

 

 

 

2

 

 

 

2

 

 

 

2

 

 

 

 

 

 

 

 

 

14

 

Total automobile

 

$

1,073

 

 

$

1,114

 

 

$

1,067

 

 

$

438

 

 

$

206

 

 

$

94

 

 

$

 

 

$

 

 

$

3,992

 

Other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current

 

$

250

 

 

$

176

 

 

$

118

 

 

$

33

 

 

$

13

 

 

$

18

 

 

$

1,392

 

 

$

3

 

 

$

2,003

 

30-89 days past due

 

 

3

 

 

 

3

 

 

 

2

 

 

 

 

 

 

 

 

 

1

 

 

 

20

 

 

 

1

 

 

 

30

 

Accruing loans past due
    90 days or more

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

 

 

 

 

 

 

7

 

Nonaccrual

 

 

2

 

 

 

1

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

48

 

 

 

 

 

 

52

 

Total other

 

$

255

 

 

$

180

 

 

$

121

 

 

$

33

 

 

$

13

 

 

$

19

 

 

$

1,467

 

 

$

4

 

 

$

2,092

 

Total loans and leases at
   December 31, 2023

 

$

18,423

 

 

$

21,683

 

 

$

15,025

 

 

$

10,555

 

 

$

10,062

 

 

$

27,464

 

 

$

29,237

 

 

$

1,619

 

 

$

134,068

 

 

 

- 17 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

Allowance for credit losses

For purposes of determining the level of the allowance for credit losses, the Company evaluates its loan and lease portfolio by type. Changes in the allowance for credit losses for the three months ended March 31, 2024 and 2023 were as follows:

 

 

Commercial and

 

 

Real Estate

 

 

 

 

 

 

 

(Dollars in millions)

 

industrial

 

 

Commercial

 

 

Residential

 

 

Consumer

 

 

Total

 

Three Months Ended March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning balance

 

$

620

 

 

$

764

 

 

$

116

 

 

$

629

 

 

$

2,129

 

Provision for credit losses

 

 

137

 

 

 

9

 

 

 

2

 

 

 

52

 

 

 

200

 

Net charge-offs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Charge-offs

 

 

(78

)

 

 

(25

)

 

 

(1

)

 

 

(59

)

 

 

(163

)

Recoveries

 

 

5

 

 

 

6

 

 

 

1

 

 

 

13

 

 

 

25

 

Net charge-offs

 

 

(73

)

 

 

(19

)

 

 

 

 

 

(46

)

 

 

(138

)

Ending balance

 

$

684

 

 

$

754

 

 

$

118

 

 

$

635

 

 

$

2,191

 

 

Three Months Ended March 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning balance

 

$

568

 

 

$

611

 

 

$

115

 

 

$

631

 

 

$

1,925

 

Provision for credit losses

 

 

21

 

 

 

86

 

 

 

(1

)

 

 

14

 

 

 

120

 

Net charge-offs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Charge-offs

 

 

(20

)

 

 

(29

)

 

 

(2

)

 

 

(44

)

 

 

(95

)

Recoveries

 

 

10

 

 

 

1

 

 

 

1

 

 

 

13

 

 

 

25

 

Net charge-offs

 

 

(10

)

 

 

(28

)

 

 

(1

)

 

 

(31

)

 

 

(70

)

Ending balance

 

$

579

 

 

$

669

 

 

$

113

 

 

$

614

 

 

$

1,975

 

 

Despite the allocation in the preceding tables, the allowance for credit losses is general in nature and is available to absorb losses from any loan or lease type. In determining the allowance for credit losses, accruing loans with similar risk characteristics are generally evaluated collectively. The Company utilizes statistically developed models to project principal balances over the remaining contractual lives of the loan portfolios and to determine estimated credit losses through a reasonable and supportable forecast period. Individual loan credit quality indicators, including loan grade and borrower repayment performance, can inform the models, which have been statistically developed based on historical correlations of credit losses with prevailing economic metrics, including unemployment, GDP and real estate prices. Model forecasts may be adjusted for inherent limitations or biases that have been identified through independent validation and back-testing of model performance to actual realized results. At each of March 31, 2024 and December 31, 2023, the Company utilized a reasonable and supportable forecast period of two years. Subsequent to this forecast period the Company reverted, ratably over a one-year period, to historical loss experience to inform its estimate of losses for the remaining contractual life of each portfolio.

- 18 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

The Company also estimates losses attributable to specific troubled credits identified through both normal and targeted credit review processes. The amounts of specific loss components in the Company’s loan and lease portfolios are determined through a loan-by-loan analysis of larger balance commercial and industrial loans and commercial real estate loans that are in nonaccrual status. Such loss estimates are typically based on expected future cash flows, collateral values and other factors that may impact the borrower’s ability to pay. To the extent that those loans are collateral-dependent, they are evaluated based on the fair value of the loan’s collateral as estimated at or near the financial statement date. As the quality of a loan deteriorates to the point of classifying the loan as “criticized,” the process of obtaining updated collateral valuation information is usually initiated, unless it is not considered warranted given factors such as the relative size of the loan, the characteristics of the collateral or the age of the last valuation. In those cases where current appraisals may not yet be available, prior appraisals are utilized with adjustments, as deemed necessary, for estimates of subsequent declines in values as determined by line of business and/or loan workout personnel. Those adjustments are reviewed and assessed for reasonableness by the Company’s credit risk personnel. Accordingly, for real estate collateral securing larger nonaccrual commercial and industrial loans and commercial real estate loans, estimated collateral values are based on current appraisals and estimates of value. For non-real estate loans, collateral is assigned a discounted estimated liquidation value and, depending on the nature of the collateral, is verified through field exams or other procedures. In assessing collateral, real estate and non-real estate values are reduced by an estimate of selling costs.

For residential real estate loans, including home equity loans and lines of credit, the excess of the loan balance over the net realizable value of the property collateralizing the loan is charged-off when the loan becomes 150 days delinquent. That charge-off is based on recent indications of value from external parties that are generally obtained shortly after a loan becomes nonaccrual. Loans to consumers that file for bankruptcy are generally charged-off to estimated net collateral value shortly after the Company is notified of such filings. When evaluating individual home equity loans and lines of credit for charge-off and for purposes of estimating losses in determining the allowance for credit losses, the Company gives consideration to the required repayment of any first lien positions related to collateral property.

Changes in the amount of the allowance for credit losses reflect the outcome of the procedures described herein, including the impact of changes in macroeconomic forecasts as compared with previous forecasts, as well as the impact of portfolio concentrations, imprecision in economic forecasts, geopolitical conditions and other risk factors that might influence the loss estimation process.

The Company’s reserve for off-balance sheet credit exposures was not material at March 31, 2024 and December 31, 2023.

 

- 19 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

Information with respect to loans and leases that were considered nonaccrual at the beginning and end of the reporting period and the interest income recognized on such loans for the three-month periods ended March 31, 2024 and 2023 follows:

 

 

Amortized Cost with Allowance

 

 

Amortized Cost without Allowance

 

 

Total

 

Amortized Cost

 

 

Interest Income Recognized

 

(Dollars in millions)

 

March 31, 2024

 

 

January 1, 2024

 

 

Three Months Ended March 31,
2024

 

Commercial and industrial

 

$

590

 

 

$

274

 

 

$

864

 

 

$

670

 

 

$

2

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

379

 

 

 

476

 

 

 

855

 

 

 

869

 

 

 

6

 

Residential builder and developer

 

 

3

 

 

 

 

 

 

3

 

 

 

3

 

 

 

 

Other commercial construction

 

 

33

 

 

 

108

 

 

 

141

 

 

 

171

 

 

 

 

Residential

 

 

82

 

 

 

120

 

 

 

202

 

 

 

215

 

 

 

3

 

Residential — limited documentation

 

 

18

 

 

 

35

 

 

 

53

 

 

 

55

 

 

 

1

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

48

 

 

 

39

 

 

 

87

 

 

 

81

 

 

 

1

 

Recreational finance

 

 

18

 

 

 

12

 

 

 

30

 

 

 

36

 

 

 

 

Automobile

 

 

7

 

 

 

6

 

 

 

13

 

 

 

14

 

 

 

 

Other

 

 

54

 

 

 

 

 

 

54

 

 

 

52

 

 

 

 

Total

 

$

1,232

 

 

$

1,070

 

 

$

2,302

 

 

$

2,166

 

 

$

13

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Dollars in millions)

 

March 31, 2023

 

 

January 1, 2023

 

 

Three Months Ended March 31,
2023

 

Commercial and industrial

 

$

227

 

 

$

342

 

 

$

569

 

 

$

504

 

 

$

3

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

364

 

 

 

966

 

 

 

1,330

 

 

 

1,240

 

 

 

5

 

Residential builder and developer

 

 

3

 

 

 

 

 

 

3

 

 

 

1

 

 

 

 

Other commercial construction

 

 

94

 

 

 

49

 

 

 

143

 

 

 

125

 

 

 

2

 

Residential

 

 

125

 

 

 

129

 

 

 

254

 

 

 

272

 

 

 

5

 

Residential — limited documentation

 

 

40

 

 

 

29

 

 

 

69

 

 

 

78

 

 

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

39

 

 

 

42

 

 

 

81

 

 

 

85

 

 

 

2

 

Recreational finance

 

 

24

 

 

 

10

 

 

 

34

 

 

 

45

 

 

 

 

Automobile

 

 

23

 

 

 

4

 

 

 

27

 

 

 

40

 

 

 

 

Other

 

 

47

 

 

 

 

 

 

47

 

 

 

49

 

 

 

 

Total

 

$

986

 

 

$

1,571

 

 

$

2,557

 

 

$

2,439

 

 

$

17

 

 

- 20 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

Loan modifications

During the normal course of business, the Company modifies loans to maximize recovery efforts from borrowers experiencing financial difficulty. Such loan modifications typically include payment deferrals and interest rate reductions but may also include other modified terms. Those modified loans may be considered nonaccrual if the Company does not expect to collect the contractual cash flows owed under the loan agreement. The table that follows summarizes the Company’s loan modification activities to borrowers experiencing financial difficulty for the three-month periods ended March 31, 2024 and 2023:

 

 

Amortized cost at March 31, 2024

 

(Dollars in millions)

 

Payment Deferral

 

 

Interest Rate Reduction

 

 

Other

 

 

Combination of Modification Types (a)

 

 

Total (b) (c)

 

 

Percent of Total Loan Class

 

Three Months Ended March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

184

 

 

$

 

 

$

 

 

$

 

 

$

184

 

 

 

.32

%

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

267

 

 

 

 

 

 

 

 

 

3

 

 

 

270

 

 

1.07

 

Residential builder and developer

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

.18

 

Other commercial construction

 

 

131

 

 

 

 

 

 

 

 

 

 

 

 

131

 

 

2.11

 

Residential

 

 

48

 

 

 

 

 

 

 

 

 

1

 

 

 

49

 

 

 

.22

 

Residential — limited documentation

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

.17

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recreational finance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Automobile

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

634

 

 

$

 

 

$

 

 

$

4

 

 

$

638

 

 

 

.47

%

 

 

 

Amortized cost at March 31, 2023

 

(Dollars in millions)

 

Payment Deferral

 

 

Interest Rate Reduction

 

 

Other

 

 

Combination of Modification Types (a)

 

 

Total (b) (c)

 

 

Percent of Total Loan Class

 

Three Months Ended March 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

70

 

 

$

 

 

$

 

 

$

 

 

$

70

 

 

 

.13

%

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

94

 

 

 

 

 

 

 

 

 

 

 

 

94

 

 

 

.35

 

Residential builder and developer

 

 

8

 

 

 

 

 

 

 

 

 

 

 

 

8

 

 

 

.64

 

Other commercial construction

 

 

92

 

 

 

 

 

 

 

 

 

 

 

 

92

 

 

1.39

 

Residential

 

 

33

 

 

 

 

 

 

 

 

 

2

 

 

 

35

 

 

 

.15

 

Residential — limited documentation

 

 

5

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

.51

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recreational finance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Automobile

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

302

 

 

$

 

 

$

 

 

$

2

 

 

$

304

 

 

 

.23

%

 

(a)
Predominantly payment deferrals combined with interest rate reductions.
(b)
Includes approximately $44 million and $23 million of loans guaranteed by government-related entities (predominantly first lien residential mortgage loans) for the three-month periods ended March 31, 2024 and 2023, respectively.
(c)
Excludes unfunded commitments to extend credit totaling $29 million and $11 million for the three-month periods ended March 31, 2024 and 2023, respectively.

- 21 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

4. Loans and leases and the allowance for credit losses, continued

The financial effects of the modifications for the three-month periods ended March 31, 2024 and 2023 include an increase in the weighted-average remaining term for commercial and industrial loans of 0.7 years and 1.2 years, respectively, for commercial real estate loans, inclusive of residential builder and development loans and other commercial construction loans of 0.8 years and 1.2 years, respectively, and for residential real estate loans of 11.4 years and 9.1 years, respectively.

Modified loans to borrowers experiencing financial difficulty are subject to the allowance for credit losses methodology described herein, including the use of models to inform credit loss estimates and, to the extent larger balance commercial and industrial loans and commercial real estate loans are in nonaccrual status, a loan-by-loan analysis of expected credit losses on those individual loans. Loans to borrowers experiencing financial difficulty that were modified during the three months ended March 31, 2023 and for which there was a subsequent payment default during that period were not material. The following table summarizes the payment status, at March 31, 2024, of loans that were modified during the twelve-month period ended March 31, 2024.

 

 

Payment status at March 31, 2024 (amortized cost)

 

(Dollars in millions)

 

Current

 

 

30-89 Days Past Due

 

 

Past Due 90 Days or More (a)

 

 

Total

 

Twelve Months Ended March 31, 2024

 

 

 

Commercial and industrial

 

$

310

 

 

$

7

 

 

$

10

 

 

$

327

 

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

715

 

 

 

33

 

 

 

24

 

 

 

772

 

Residential builder and developer

 

 

14

 

 

 

39

 

 

 

 

 

 

53

 

Other commercial construction

 

 

534

 

 

 

5

 

 

 

 

 

 

539

 

Residential (b)

 

 

112

 

 

 

35

 

 

 

30

 

 

 

177

 

Residential — limited documentation

 

 

6

 

 

 

2

 

 

 

 

 

 

8

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

2

 

 

 

 

 

 

 

 

 

2

 

Recreational finance

 

 

 

 

 

 

 

 

 

 

 

 

Automobile

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,693

 

 

$

121

 

 

$

64

 

 

$

1,878

 

 

(a) Predominantly loan modifications with payment deferrals.

(b) Includes loans guaranteed by government-related entities classified as 30 to 89 days past due of $30 million and as past due 90 days or more of $27 million.

The amount of foreclosed property held by the Company, predominantly consisting of residential real estate, was $38 million and $39 million at March 31, 2024 and December 31, 2023, respectively. There were $165 million and $170 million at March 31, 2024 and December 31, 2023, respectively, of loans secured by residential real estate that were in the process of foreclosure. Of all loans in the process of foreclosure at March 31, 2024, approximately 35% were government guaranteed.

At March 31, 2024, approximately $14.9 billion of commercial and industrial loans, including leases, $16.2 billion of commercial real estate loans, $18.6 billion of one-to-four family residential real estate loans, $2.6 billion of home equity loans and lines of credit and $10.9 billion of other consumer loans were pledged to secure outstanding borrowings and available lines of credit from FHLB and the FRB of New York. At December 31, 2023, approximately $13.4 billion of commercial and industrial loans, including leases, $16.4 billion of commercial real estate loans, $18.8 billion of one-to-four family residential real estate loans, $2.6 billion of home equity loans and lines of credit and $11.0 billion of other consumer loans were pledged to secure outstanding borrowings and available lines of credit from the FHLB and the FRB of New York as described in note 5.

- 22 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

5. Borrowings

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

Short-term borrowings

 

 

 

 

 

 

Federal funds purchased and repurchase agreements

 

$

295

 

 

$

316

 

FHLB advances

 

 

4,500

 

 

 

5,000

 

Total short-term borrowings

 

$

4,795

 

 

$

5,316

 

 

 

 

 

 

 

 

Long-term borrowings

 

 

 

 

 

 

Senior notes - M&T

 

$

3,276

 

 

$

2,482

 

Senior notes - M&T Bank

 

 

3,743

 

 

 

3,741

 

FHLB advances

 

 

2,005

 

 

 

5

 

Subordinated notes - M&T

 

 

75

 

 

 

76

 

Subordinated notes - M&T Bank

 

 

866

 

 

 

873

 

Junior subordinated debentures - M&T

 

 

541

 

 

 

540

 

Asset-backed notes

 

 

934

 

 

 

474

 

Other

 

 

10

 

 

 

10

 

Total long-term borrowings

 

$

11,450

 

 

$

8,201

 

In February 2024, M&T Bank advanced $2.0 billion from the FHLB of New York which matures in February 2025 at a variable rate of SOFR plus 25 basis points payable quarterly until maturity. In March 2024, M&T issued $850 million of senior notes that mature in March 2032 and pay a 6.082% fixed rate semi-annually until March 2031 after which SOFR plus 2.26% will be paid quarterly until maturity. Also in March 2024, M&T Bank issued asset-backed notes secured by automobile loans. A total of $511 million of such notes were purchased by third parties. Those asset-backed notes had a weighted-average estimated life of approximately two years and a weighted-average interest rate of 5.29% at the time of securitization. Further information about this financing transaction is provided in note 11.

M&T Bank had secured borrowing facilities available with the FHLB of New York and the FRB of New York totaling approximately $14.6 billion and $18.4 billion, respectively, at March 31, 2024. M&T Bank is required to pledge loans and investment securities as collateral for these borrowing facilities and could increase the availability under such facilities by pledging additional assets.

- 23 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

6. Revenue from contracts with customers

The Company generally charges customer accounts or otherwise bills customers upon completion of its services. Typically, the Company’s contracts with customers have a duration of one year or less and payment for services is received at least annually, but oftentimes more frequently as services are provided. At March 31, 2024 and December 31, 2023, the Company had $63 million and $68 million, respectively, of amounts receivable related to recognized revenue from the sources in the accompanying tables. Such amounts are classified in "accrued interest and other assets" in the Company’s Consolidated Balance Sheet. In certain situations, the Company is paid in advance of providing services and defers the recognition of revenue until its service obligation is satisfied. At March 31, 2024 and December 31, 2023, the Company had deferred revenue of $52 million and $54 million, respectively, related to the sources in the accompanying tables recorded in "accrued interest and other liabilities" in the Consolidated Balance Sheet.

The following tables summarize sources of the Company’s noninterest income during the three-month periods ended March 31, 2024 and 2023 that are subject to the revenue recognition accounting guidance.

(Dollars in millions)

Commercial Bank

 

 

Retail Bank

 

 

Institutional Services and Wealth Management

 

 

Total

 

Three Months Ended March 31, 2024

 

 

Classification in Consolidated
   Statement of Income

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

$

40

 

 

$

84

 

 

$

 

 

$

124

 

Trust income

 

1

 

 

 

 

 

 

159

 

 

 

160

 

Brokerage services income

 

2

 

 

 

 

 

 

27

 

 

 

29

 

Other revenues from operations:

 

 

 

 

 

 

 

 

 

 

 

Merchant discount and credit card interchange fees

 

17

 

 

 

20

 

 

 

 

 

 

37

 

Other

 

8

 

 

 

7

 

 

 

2

 

 

 

17

 

 

$

68

 

 

$

111

 

 

$

188

 

 

$

367

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2023

 

 

 

 

 

 

 

 

 

 

 

Classification in Consolidated
   Statement of Income

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

$

34

 

 

$

79

 

 

$

 

 

$

113

 

Trust income

 

 

 

 

 

 

 

194

 

 

 

194

 

Brokerage services income

 

2

 

 

 

 

 

 

22

 

 

 

24

 

Other revenues from operations:

 

 

 

 

 

 

 

 

 

 

 

Merchant discount and credit card interchange fees

 

17

 

 

 

20

 

 

 

 

 

 

37

 

Other

 

6

 

 

 

8

 

 

 

1

 

 

 

15

 

 

$

59

 

 

$

107

 

 

$

217

 

 

$

383

 

 

7. Pension plans and other postretirement benefits

The Company provides defined pension and other postretirement benefits (including health care and life insurance benefits) to qualified retired employees. Net periodic benefit for defined benefit plans consisted of the following:

 

 

Pension
Benefits

 

 

Other
Postretirement
Benefits

 

 

 

Three Months Ended March 31,

 

(Dollars in millions)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Service cost

 

$

2

 

 

$

3

 

 

$

 

 

$

 

Interest cost on projected benefit obligation

 

 

29

 

 

 

29

 

 

 

1

 

 

 

1

 

Expected return on plan assets

 

 

(51

)

 

 

(51

)

 

 

 

 

 

 

Amortization of net actuarial gain

 

 

 

 

 

(1

)

 

 

(1

)

 

 

(1

)

Net periodic benefit

 

$

(20

)

 

$

(20

)

 

$

 

 

$

 

Service cost is reflected in "salaries and employee benefits" and the other components of net periodic benefit cost are reflected in "other costs of operations" in the Consolidated Statement of Income. Expenses incurred in connection with the Company's defined contribution pension and retirement savings plans totaled $45 million and $44 million for the three months ended March 31, 2024 and 2023, respectively.

- 24 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

8. Earnings per common share

The computations of basic earnings per common share follow:

 

 

Three Months Ended March 31,

 

(Dollars in millions, except per share, shares in thousands)

 

2024

 

 

2023

 

Income available to common shareholders:

 

 

 

 

 

 

Net income

 

$

531

 

 

$

702

 

Less: Preferred stock dividends

 

 

(25

)

 

 

(25

)

Net income available to common equity

 

 

506

 

 

 

677

 

Less: Income attributable to unvested stock-based
   compensation awards

 

 

(1

)

 

 

(1

)

Net income available to common shareholders

 

$

505

 

 

$

676

 

Weighted-average shares outstanding:

 

 

 

 

 

 

Common shares outstanding (including common stock
   issuable) and unvested stock-based compensation awards

 

 

166,738

 

 

 

168,010

 

Less: Unvested stock-based compensation awards

 

 

(278

)

 

 

(278

)

Weighted-average shares outstanding

 

 

166,460

 

 

 

167,732

 

 

 

 

 

 

 

 

Basic earnings per common share

 

$

3.04

 

 

$

4.03

 

 

The computations of diluted earnings per common share follow:

 

 

Three Months Ended March 31,

 

(Dollars in millions, except per share, shares in thousands)

 

2024

 

 

2023

 

Net income available to common equity

 

$

506

 

 

$

677

 

Less: Income attributable to unvested stock-based
   compensation awards

 

 

(1

)

 

 

(1

)

Net income available to common shareholders

 

$

505

 

 

$

676

 

Adjusted weighted-average shares outstanding:

 

 

 

 

 

 

Common shares outstanding (including common stock
   issuable) and unvested stock-based compensation awards

 

 

166,738

 

 

 

168,010

 

Less: Unvested stock-based compensation awards

 

 

(278

)

 

 

(278

)

Plus: Incremental shares from assumed conversion
   of stock-based compensation awards

 

 

624

 

 

 

678

 

Adjusted weighted-average shares outstanding

 

 

167,084

 

 

 

168,410

 

 

 

 

 

 

 

 

Diluted earnings per common share

 

$

3.02

 

 

$

4.01

 

GAAP defines unvested share-based awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities that shall be included in the computation of earnings per common share pursuant to the two-class method. The Company has issued stock-based compensation awards in the form of restricted stock and restricted stock units which, in accordance with GAAP, are considered participating securities.

Stock-based compensation awards to purchase common stock of M&T representing 1,328,190 common shares and 1,367,054 common shares during the three months ended March 31, 2024 and 2023, respectively, were not included in the computations of diluted earnings per common share because the effect on those periods would have been antidilutive.

- 25 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

9. Comprehensive income

The following tables display the components of other comprehensive income (loss) and amounts reclassified from accumulated other comprehensive income (loss) to net income:

 

Investment

 

 

Cash Flow

 

 

Defined Benefit

 

 

 

 

 

Total
Amount

 

 

 

Income

 

 

 

 

(Dollars in millions)

Securities

 

 

Hedges

 

 

Plans

 

 

Other

 

 

Before Tax

 

 

 

Tax

 

 

Net

 

Balance — January 1, 2024

$

(251

)

 

$

(203

)

 

$

(155

)

 

$

(7

)

 

$

(616

)

 

 

$

157

 

 

$

(459

)

Other comprehensive income (loss) before reclassifications:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized holding losses, net

 

(13

)

 

 

 

 

 

 

 

 

 

 

 

(13

)

 

 

 

2

 

 

 

(11

)

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

(2

)

 

 

(2

)

 

 

 

 

 

 

(2

)

Unrealized losses on cash flow hedges

 

 

 

 

(243

)

 

 

 

 

 

 

 

 

(243

)

 

 

 

60

 

 

 

(183

)

Total other comprehensive income (loss) before
   reclassifications

 

(13

)

 

 

(243

)

 

 

 

 

 

(2

)

 

 

(258

)

 

 

 

62

 

 

 

(196

)

Amounts reclassified from accumulated other comprehensive
   income (loss) that (increase) decrease net income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses realized in net income

 

1

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

 

1

 

Net yield adjustment from cash flow hedges
   currently in effect

 

 

 

 

87

 

 

 

 

 

 

 

 

 

87

 

(a)

 

 

(21

)

 

 

66

 

Amortization of actuarial losses

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

(1

)

(b)

 

 

 

 

 

(1

)

Total other comprehensive income (loss)

 

(12

)

 

 

(156

)

 

 

(1

)

 

 

(2

)

 

 

(171

)

 

 

 

41

 

 

 

(130

)

Balance — March 31, 2024

$

(263

)

 

$

(359

)

 

$

(156

)

 

$

(9

)

 

$

(787

)

 

 

$

198

 

 

$

(589

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance — January 1, 2023

$

(444

)

 

$

(336

)

 

$

(273

)

 

$

(13

)

 

$

(1,066

)

 

 

$

276

 

 

$

(790

)

Other comprehensive income (loss) before reclassifications:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized holding gains, net

 

89

 

 

 

 

 

 

 

 

 

 

 

 

89

 

 

 

 

(24

)

 

 

65

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

2

 

 

 

2

 

 

 

 

(1

)

 

 

1

 

Unrealized losses on cash flow hedges

 

 

 

 

51

 

 

 

 

 

 

 

 

 

51

 

 

 

 

(13

)

 

 

38

 

Total other comprehensive income (loss) before
   reclassifications

 

89

 

 

 

51

 

 

 

 

 

 

2

 

 

 

142

 

 

 

 

(38

)

 

 

104

 

Amounts reclassified from accumulated other comprehensive
   income (loss) that (increase) decrease net income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net yield adjustment from cash flow hedges
   currently in effect

 

 

 

 

59

 

 

 

 

 

 

 

 

 

59

 

(a)

 

 

(16

)

 

 

43

 

Amortization of actuarial losses

 

 

 

 

 

 

 

(2

)

 

 

 

 

 

(2

)

(b)

 

 

 

 

 

(2

)

Total other comprehensive income (loss)

 

89

 

 

 

110

 

 

 

(2

)

 

 

2

 

 

 

199

 

 

 

 

(54

)

 

 

145

 

Balance — March 31, 2023

$

(355

)

 

$

(226

)

 

$

(275

)

 

$

(11

)

 

$

(867

)

 

 

$

222

 

 

$

(645

)

 

(a)
Included in "interest income" in the Consolidated Statement of Income.
(b)
Included in "other costs of operations" in the Consolidated Statement of Income.

Accumulated other comprehensive income (loss), net consisted of the following:

 

 

 

 

 

 

 

 

Defined

 

 

 

 

 

 

 

 

 

Investment

 

 

Cash Flow

 

 

Benefit

 

 

 

 

 

 

 

(Dollars in millions)

 

Securities

 

 

Hedges

 

 

Plans

 

 

Other

 

 

Total

 

Balance — December 31, 2023

 

$

(187

)

 

$

(151

)

 

$

(115

)

 

$

(6

)

 

$

(459

)

Net loss during period

 

 

(10

)

 

 

(117

)

 

 

(1

)

 

 

(2

)

 

 

(130

)

Balance — March 31, 2024

 

$

(197

)

 

$

(268

)

 

$

(116

)

 

$

(8

)

 

$

(589

)

 

- 26 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

10. Derivative financial instruments

As part of managing interest rate risk, the Company enters into interest rate swap agreements to modify the repricing characteristics of certain portions of the Company’s portfolios of earning assets and interest-bearing liabilities. The Company designates interest rate swap agreements utilized in the management of interest rate risk as either fair value hedges or cash flow hedges. Interest rate swap agreements are generally entered into with counterparties that meet established credit standards and most contain master netting, collateral and/or settlement provisions protecting the at-risk party. Based on adherence to the Company’s credit standards and the presence of the netting, collateral or settlement provisions, the Company believes that the credit risk inherent in these contracts was not material as of March 31, 2024.

The net effect of interest rate swap agreements was to decrease net interest income by $100 million and $69 million during the three-month periods ended March 31, 2024 and 2023, respectively.

Information about interest rate swap agreements entered into for interest rate risk management purposes summarized by type of financial instrument the swap agreements were intended to hedge follows:

 

 

 

 

 

Average

 

 

Weighted-

 

 

Estimated

 

 

 

Notional

 

 

Maturity

 

 

Average Rate

 

 

Fair Value

 

(Dollars in millions)

 

Amount

 

 

(In years)

 

 

Fixed

 

 

Variable

 

 

Gain (Loss) (a)

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate long-term borrowings (b) (c)

 

$

3,850

 

 

 

5.9

 

 

 

3.48

%

 

 

5.51

%

 

$

 

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest payments on variable rate commercial real estate
   loans (b) (d)

 

 

23,427

 

 

 

1.7

 

 

3.38

 

 

5.33

 

 

 

2

 

     Total

 

$

27,277

 

 

 

2.3

 

 

 

 

 

 

 

 

$

2

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate long-term borrowings (b) (e)

 

$

3,000

 

 

 

5.8

 

 

 

3.45

%

 

 

5.62

%

 

$

(1

)

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest payments on variable rate commercial real estate
   loans (b) (f)

 

 

23,977

 

 

 

1.7

 

 

3.45

 

 

5.36

 

 

 

11

 

     Total

 

$

26,977

 

 

 

2.2

 

 

 

 

 

 

 

 

$

10

 

 

(a)
Certain clearinghouse exchanges consider payments by counterparties for variation margin on derivative instruments to be settlements of those positions. The impact of such payments for interest rate swap agreements designated as fair value hedges was a net settlement of losses of $104 million at March 31, 2024 and $43 million at December 31, 2023. The impact of such payments on interest rate swap agreements designated as cash flow hedges was a net settlement of losses of $361 million at March 31, 2024 and $214 million at December 31, 2023.
(b)
Under the terms of these agreements, the Company receives settlement amounts at a fixed rate and pays at a variable rate.
(c)
Includes notional amount and terms of $1.8 billion of forward-starting interest rate swap agreements that become effective in 2025.
(d)
Includes notional amount and terms of $6.0 billion of forward-starting interest rate swap agreements that become effective in 2024 and 2025.
(e)
Includes notional amount and terms of $1.0 billion of forward-starting interest rate swap agreements that become effective in 2025.
(f)
Includes notional amount and terms of $9.0 billion of forward-starting interest rate swap agreements that become effective in 2024.

The Company utilizes commitments to sell residential and commercial real estate loans to hedge the exposure to changes in the fair value of real estate loans held for sale. Such commitments have generally been designated as fair value hedges. The Company also utilizes commitments to sell real estate loans to offset the exposure to changes in the fair value of certain commitments to originate real estate loans for sale.

Other derivative financial instruments not designated as hedging instruments included interest rate contracts, foreign exchange and other option and futures contracts. Interest rate contracts not designated as hedging instruments had notional values of $43.4 billion and $44.4 billion at March 31, 2024 and December 31, 2023, respectively. The notional amounts of foreign exchange and other option and futures contracts not designated as hedging instruments aggregated $1.7 billion and $1.5 billion at March 31, 2024 and December 31, 2023, respectively.

 

- 27 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

10. Derivative financial instruments, continued

Information about the fair values of derivative instruments in the Company’s Consolidated Balance Sheet and Consolidated Statement of Income follows:

 

 

Asset Derivatives

 

 

Liability Derivatives

 

 

 

Fair Value

 

 

Fair Value

 

 

 

March 31,

 

 

December 31,

 

 

March 31,

 

 

December 31,

 

(Dollars in millions)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Derivatives designated and qualifying as hedging
   instruments (a)

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap agreements

 

$

3

 

 

$

12

 

 

$

1

 

 

$

2

 

Commitments to sell real estate loans

 

 

11

 

 

 

6

 

 

 

1

 

 

 

8

 

 

 

 

14

 

 

 

18

 

 

 

2

 

 

 

10

 

Derivatives not designated and qualifying as hedging
   instruments (a)

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage banking:

 

 

 

 

 

 

 

 

 

 

 

 

Commitments to originate real estate loans for sale

 

 

6

 

 

 

15

 

 

 

36

 

 

 

32

 

Commitments to sell real estate loans

 

 

40

 

 

 

35

 

 

 

2

 

 

 

3

 

 

 

 

46

 

 

 

50

 

 

 

38

 

 

 

35

 

Other:

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts (b)

 

 

243

 

 

 

237

 

 

 

1,019

 

 

 

879

 

Foreign exchange and other option and futures contracts

 

 

15

 

 

 

19

 

 

 

13

 

 

 

19

 

 

 

 

258

 

 

 

256

 

 

 

1,032

 

 

 

898

 

Total derivatives

 

$

318

 

 

$

324

 

 

$

1,072

 

 

$

943

 

 

(a)
Asset derivatives are reported in "accrued interest and other assets" and liability derivatives are reported in "accrued interest and other liabilities" in the Consolidated Balance Sheet.
(b)
The impact of variation margin payments at March 31, 2024 and December 31, 2023 was a reduction of the estimated fair value of interest rate contracts not designated as hedging instruments in an asset position of $893 million and $783 million, respectively, as of each period end, and in a liability position of $16 million and $32 million, respectively.

 

 

Amount of Gain (Loss) Recognized

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

(Dollars in millions)

 

Derivative

 

 

Hedged Item

 

 

Derivative

 

 

Hedged Item

 

Derivatives in fair value hedging relationships

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap agreements:

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate long-term borrowings (a)

 

$

(60

)

 

$

60

 

 

$

12

 

 

$

(12

)

Derivatives not designated as hedging instruments

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts (b)

 

$

3

 

 

 

 

 

$

8

 

 

 

 

Foreign exchange and other option and futures contracts (b)

 

 

4

 

 

 

 

 

 

4

 

 

 

 

Total

 

$

7

 

 

 

 

 

$

12

 

 

 

 

 

(a)
Reported as an adjustment to "interest expense" in the Consolidated Statement of Income.
(b)
Reported as "trading account and other non-hedging derivative gains" in the Consolidated Statement of Income.

 

 

Carrying Amount of the Hedged Item

 

 

Cumulative Amount of Fair Value Hedging Adjustment Increasing (Decreasing) the Carrying Amount of the Hedged Item

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2024

 

 

December 31, 2023

 

Location in the Consolidated Balance Sheet
   of the Hedged Items in Fair Value
Hedges

 

Long-term borrowings

 

$

3,742

 

 

$

2,954

 

 

$

(104

)

 

$

(44

)

 

The amount of interest income recognized in the Consolidated Statement of Income associated with derivatives designated as cash flow hedges was a decrease of $87 million and $59 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the unrealized net loss recognized in other comprehensive income related to cash flow hedges was $359 million, of which losses of $1 million, $227 million, $129 million and $2 million relate to interest rate swap agreements maturing in 2024, 2025, 2026 and 2027, respectively.

- 28 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

10. Derivative financial instruments, continued

The Company does not offset derivative asset and liability positions in its consolidated financial statements. The Company’s exposure to credit risk by entering into derivative contracts is mitigated through master netting agreements and collateral posting or settlement requirements. Master netting agreements covering interest rate and foreign exchange contracts with the same party include a right to set-off that becomes enforceable in the event of default, early termination or under other specific conditions.

The aggregate fair value of derivative financial instruments in a liability position, which are subject to enforceable master netting arrangements and the related collateral posted, was not material at each of March 31, 2024 and December 31, 2023. Certain of the Company’s derivative financial instruments contain provisions that require the Company to maintain specific credit ratings from credit rating agencies to avoid higher collateral posting requirements. If the Company’s debt ratings were to fall below specified ratings, the counterparties of the derivative financial instruments could demand immediate incremental collateralization on those instruments in a net liability position. The aggregate fair value of all derivative financial instruments with such credit risk-related contingent features in a net liability position on March 31, 2024 was not material.

The aggregate fair value of derivative financial instruments in an asset position with counterparties, which are subject to enforceable master netting arrangements, was $232 million at March 31, 2024 and $179 million at December 31, 2023. Counterparties posted collateral relating to those positions of $231 million at March 31, 2024 and $179 million at December 31, 2023, respectively. Interest rate swap agreements entered into with customers are subject to the Company’s credit risk standards and often contain collateral provisions.

In addition to the derivative contracts noted above, the Company clears certain derivative transactions through a clearinghouse, rather than directly with counterparties. Those transactions cleared through a clearinghouse require initial margin collateral and variation margin payments depending on the contracts being in a net asset or liability position. The amount of initial margin collateral posted by the Company was $146 million and $129 million at March 31, 2024 and December 31, 2023, respectively. The fair value asset and liability amounts of derivative contracts have been reduced by variation margin payments treated as settlements as described herein. Variation margin on derivative contracts not treated as settlements continues to represent collateral posted or received by the Company.

11. Variable interest entities and asset securitizations

The Company’s securitization activity includes securitizing loans originated for sale into government issued or guaranteed mortgage-backed securities. The Company has not recognized any material losses as a result of having securitized assets.

In March 2024, M&T Bank issued asset-backed notes secured by automobile loans. Approximately $526 million of such loans were sold into a special purpose trust which in turn issued asset-backed notes to investors. The loans continue to be serviced by the Company. A total of $511 million of such notes, representing the senior-most notes in the securitization, were purchased by third parties. Those asset-backed notes had a weighted-average estimated life of approximately two years and a weighted-average interest rate of 5.29% at the time of securitization. Additionally, $15 million of certificates representing the residual interests of the trust were retained by the Company. As a result of the retention of the residual interests and its continued role as servicer of the loans, the Company is considered to be the primary beneficiary of the securitization trust and, accordingly, the trust has been included in the Company's consolidated financial statements.

- 29 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

11. Variable interest entities and asset securitizations, continued

M&T has issued junior subordinated debentures payable to various trusts that have issued preferred capital securities. M&T owns the common securities of those trust entities. The Company is not considered to be the primary beneficiary of those entities and, accordingly, the trusts are not included in the Company’s consolidated financial statements. At each of March 31, 2024 and December 31, 2023, the Company included the junior subordinated debentures as “long-term borrowings” in its Consolidated Balance Sheet and recognized $22 million in other assets for its “investment” in the common securities of the trusts that will be concomitantly repaid to M&T by the respective trust from the proceeds of M&T’s repayment of the junior subordinated debentures associated with preferred capital securities.

The Company has invested as a limited partner in various partnerships that collectively had total assets of approximately $9.8 billion at each of March 31, 2024 and December 31, 2023. Those partnerships generally construct or acquire properties, including properties and facilities that produce renewable energy, for which the investing partners are eligible to receive certain federal income tax credits in accordance with government guidelines. Such investments may also provide tax deductible losses to the partners. The partnership investments also assist the Company in achieving its community reinvestment initiatives. The Company, in its position as limited partner, does not direct the activities that most significantly impact the economic performance of the partnerships and, therefore, the partnership entities are not included in the Company's consolidated financial statements. The Company's investments in qualified affordable housing projects are accounted for using the proportional amortization method whereby those investments are amortized to "income taxes" in the Consolidated Statement of Income as tax credits and other tax benefits resulting from deductible losses associated with the projects are received. Effective January 1, 2024, the Company adopted amended guidance which permits an election to account for other tax equity investments using the proportional amortization method if certain conditions are met. The Company has elected to apply the proportional amortization method to eligible renewable energy and certain other tax credit investments in addition to the low income housing tax credit investments for which the proportional amortization method had previously been applied. Information on the Company’s carrying amount of its investments in tax equity partnerships and its related future funding commitments are presented in the following table:

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

Affordable housing projects:

 

 

 

 

 

 

Carrying amount (a)

 

$

1,323

 

 

$

1,340

 

Amount of future funding commitments included in carrying amount (b)

 

 

379

 

 

 

410

 

Contingent commitments

 

 

55

 

 

 

55

 

Renewable energy:

 

 

 

 

 

 

Carrying amount (a)

 

 

79

 

 

 

80

 

Amount of future funding commitments included in carrying amount (b)

 

 

49

 

 

 

31

 

Other:

 

 

 

 

 

 

Carrying amount (a)

 

 

40

 

 

 

41

 

Amount of future funding commitments included in carrying amount (b)

 

 

 

 

 

 

 

(a)
Included in "accrued interest and other assets" in the Consolidated Balance Sheet.
(b)
Included in "accrued interest and other liabilities" in the Consolidated Balance Sheet.

- 30 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

11. Variable interest entities and asset securitizations, continued

The reduction to income tax expense recognized from the Company's investments in partnerships accounted for using the proportional amortization method was $7 million (net of $43 million of investment amortization) and $6 million (net of $41 million of investment amortization) for the three months ended March 31, 2024 and 2023, respectively. The net reduction to income tax expense has been reported in "net change in other accrued income and expense" in the Consolidated Statement of Cash Flows. While the Company has elected to apply the proportional amortization method for renewable energy credit investments, at March 31, 2024 no such investments met the eligibility criteria for application of that method. The reduction to income tax expense recognized from renewable energy credit investments was $11 million and $8 million for the three months ended March 31, 2024 and 2023, respectively. As a limited partner, there is no recourse to the Company by creditors of the partnerships. However, the tax credits that result from the Company’s investments in such partnerships are generally subject to recapture should a partnership fail to comply with the respective government regulations. The Company has not provided financial or other support to the partnerships that was not contractually required. Although the Company currently estimates that no material losses are probable, its maximum exposure to loss from its investments in such partnerships as of March 31, 2024 was $2.2 billion, including possible recapture of certain tax credits.

The Company serves as investment advisor for certain registered money-market funds. The Company has no explicit arrangement to provide support to those funds, but may waive portions of its allowable management fees as a result of market conditions.

12. Fair value measurements

GAAP permits an entity to choose to measure eligible financial instruments and other items at fair value. The Company has not made any fair value elections at March 31, 2024.

Pursuant to GAAP, fair value is defined as 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. A three-level hierarchy exists in GAAP for fair value measurements based upon the inputs to the valuation of an asset or liability.

Level 1 — Valuation is based on quoted prices in active markets for identical assets and liabilities.
Level 2 — Valuation is determined from quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar instruments in markets that are not active or by model-based techniques in which all significant inputs are observable in the market.
Level 3 — Valuation is derived from model-based and other techniques in which at least one significant input is unobservable and which may be based on the Company's own estimates about the assumptions that market participants would use to value the asset or liability.

When available, the Company attempts to use quoted market prices in active markets to determine fair value and classifies such items as Level 1 or Level 2. If quoted market prices in active markets are not available, fair value is often determined using model-based techniques incorporating various assumptions including interest rates, prepayment speeds and credit losses. Assets and liabilities valued using model-based techniques are classified as either Level 2 or Level 3, depending on the lowest level classification of an input that is considered significant to the overall valuation. The following is a description of the valuation methodologies used for the Company's assets and liabilities that are measured on a recurring basis at estimated fair value.

- 31 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

12. Fair value measurements, continued

Trading account

Mutual funds held in connection with deferred compensation and other arrangements have been classified as Level 1 valuations. Valuations of investments in debt securities can generally be obtained through reference to quoted prices in less active markets for the same or similar securities or through model-based techniques in which all significant inputs are observable and, therefore, such valuations have been classified as Level 2.

Available-for-sale investment securities and equity securities

The majority of the Company's available-for-sale investment securities have been valued by reference to prices for similar securities or through model-based techniques in which all significant inputs are observable and, therefore, such valuations have been classified as Level 2. Certain investments in mutual funds and equity securities are actively traded and, therefore, have been classified as Level 1 valuations.

Real estate loans held for sale

The Company utilizes commitments to sell real estate loans to hedge the exposure to changes in fair value of real estate loans held for sale. The carrying value of hedged real estate loans held for sale includes changes in estimated fair value during the hedge period. Typically, the Company attempts to hedge real estate loans held for sale from the date of close through the sale date. The fair value of hedged real estate loans held for sale is generally calculated by reference to quoted prices in secondary markets for commitments to sell real estate loans with similar characteristics and, accordingly, such loans have been classified as a Level 2 valuation.

Commitments to originate real estate loans for sale and commitments to sell real estate loans

The Company enters into various commitments to originate real estate loans for sale and commitments to sell real estate loans. Such commitments are accounted for as derivative financial instruments and, therefore, are carried at estimated fair value on the Consolidated Balance Sheet. The estimated fair values of such commitments were generally calculated by reference to quoted prices in secondary markets for commitments to sell real estate loans to certain government-sponsored entities and other parties. The fair valuations of commitments to sell real estate loans generally result in a Level 2 classification. The estimated fair value of commitments to originate real estate loans for sale are adjusted to reflect the Company's anticipated commitment expirations. The estimated commitment expirations are considered significant unobservable inputs contributing to the Level 3 classification of commitments to originate real estate loans for sale. Significant unobservable inputs used in the determination of estimated fair value of commitments to originate real estate loans for sale are included in the accompanying table of significant unobservable inputs to Level 3 measurements.

Interest rate swap agreements used for interest rate risk management

The Company utilizes interest rate swap agreements as part of the management of interest rate risk to modify the repricing characteristics of certain portions of its portfolios of earning assets and interest-bearing liabilities. The Company generally determines the fair value of its interest rate swap agreements using externally developed pricing models based on market observable inputs and, therefore, classifies such valuations as Level 2. The Company has considered counterparty credit risk in the valuation of its interest rate swap agreement assets and has considered its own credit risk in the valuation of its interest rate swap agreement liabilities.

Other non-hedging derivatives

Other non-hedging derivatives consist primarily of interest rate contracts and foreign exchange contracts with customers who require such services with offsetting positions with third parties to minimize the Company's risk with respect to such transactions. The Company generally determines the fair value of its other non-hedging derivative assets and liabilities using externally developed pricing models based on market observable inputs and, therefore, classifies such valuations as Level 2.

- 32 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

12. Fair value measurements, continued

The following tables present assets and liabilities at March 31, 2024 and December 31, 2023 measured at estimated fair value on a recurring basis:

(Dollars in millions)

 

Fair Value Measurements

 

 

Level 1

 

 

Level 2

 

 

Level 3 (a)

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Trading account

 

$

99

 

 

$

99

 

 

$

 

 

$

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

7,719

 

 

 

 

 

 

7,719

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

1,343

 

 

 

 

 

 

1,343

 

 

 

 

Residential

 

 

2,910

 

 

 

 

 

 

2,910

 

 

 

 

Other debt securities

 

 

162

 

 

 

 

 

 

162

 

 

 

 

 

 

 

12,134

 

 

 

 

 

 

12,134

 

 

 

 

Equity securities

 

 

356

 

 

 

343

 

 

 

13

 

 

 

 

Real estate loans held for sale

 

 

728

 

 

 

 

 

 

728

 

 

 

 

Other assets (b)

 

 

318

 

 

 

 

 

 

312

 

 

 

6

 

Total assets

 

$

13,635

 

 

$

442

 

 

$

13,187

 

 

$

6

 

Other liabilities (b)

 

$

1,072

 

 

$

 

 

$

1,036

 

 

$

36

 

Total liabilities

 

$

1,072

 

 

$

 

 

$

1,036

 

 

$

36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Trading account

 

$

106

 

 

$

101

 

 

$

5

 

 

$

 

Investment securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

7,705

 

 

 

 

 

 

7,705

 

 

 

 

Mortgage-backed securities:

 

 

 

 

 

 

 

 

 

 

 

 

Government issued or guaranteed

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

416

 

 

 

 

 

 

416

 

 

 

 

Residential

 

 

2,154

 

 

 

 

 

 

2,154

 

 

 

 

Other debt securities

 

 

165

 

 

 

 

 

 

165

 

 

 

 

 

 

 

10,440

 

 

 

 

 

 

10,440

 

 

 

 

Equity securities

 

 

268

 

 

 

258

 

 

 

10

 

 

 

 

Real estate loans held for sale

 

 

379

 

 

 

 

 

 

379

 

 

 

 

Other assets (b)

 

 

324

 

 

 

 

 

 

309

 

 

 

15

 

Total assets

 

$

11,517

 

 

$

359

 

 

$

11,143

 

 

$

15

 

Other liabilities (b)

 

$

943

 

 

$

 

 

$

911

 

 

$

32

 

Total liabilities

 

$

943

 

 

$

 

 

$

911

 

 

$

32

 

 

(a)
Significant unobservable inputs used in the fair value measurement of commitments to originate real estate loans held for sale included weighted-average commitment expirations of 8% at March 31, 2024 and 5% at December 31, 2023. An increase (decrease) in the estimate of expirations for commitments to originate real estate loans would generally result in a lower (higher) fair value measurement. Estimated commitment expirations are derived considering loan type, changes in interest rates and remaining length of time until closing.
(b)
Comprised predominantly of interest rate swap agreements used for interest rate risk management (Level 2), interest rate and foreign exchange contracts not designated as hedging instruments (Level 2), commitments to sell real estate loans (Level 2) and commitments to originate real estate loans to be held for sale (Level 3).

 

- 33 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

12. Fair value measurements, continued

The Company is required, on a nonrecurring basis, to adjust the carrying value of certain assets or provide valuation allowances related to certain assets using fair value measurements. The more significant of those assets follow.

Loans

Loans are generally not recorded at fair value on a recurring basis. Periodically, the Company records nonrecurring adjustments to the carrying value of loans based on fair value measurements for partial charge-offs of the uncollectable portions of those loans. Nonrecurring adjustments also include certain impairment amounts for collateral-dependent loans when establishing the allowance for credit losses. Such amounts are generally based on the fair value of the underlying collateral supporting the loan and, as a result, the carrying value of the loan less the calculated valuation amount does not necessarily represent the fair value of the loan. Real estate collateral is typically valued using appraisals or other indications of value based on recent comparable sales of similar properties or assumptions generally observable in the marketplace and the related nonrecurring fair value measurement adjustments have been classified as Level 2, unless significant adjustments have been made to the valuation that are not readily observable by market participants. Non-real estate collateral supporting commercial and industrial loans generally consists of business assets such as receivables, inventory and equipment. Fair value estimations are typically determined by discounting recorded values of those assets to reflect estimated net realizable value considering specific borrower facts and circumstances and the experience of credit personnel in their dealings with similar borrower collateral liquidations. Such discounts were in the range of 10% to 90% with a weighted-average of 38% at March 31, 2024. As these discounts are not readily observable and are considered significant, the valuations have been classified as Level 3. Automobile collateral is typically valued by reference to independent pricing sources based on recent sales transactions of similar vehicles and, accordingly, the related nonrecurring fair value measurement adjustments have been classified as Level 2. Collateral values for other consumer installment loans are generally estimated based on historical recovery rates for similar types of loans which at March 31, 2024 was 46%. As these recovery rates are not readily observable by market participants, such valuation adjustments have been classified as Level 3. Loans subject to nonrecurring fair value measurement were $1.0 billion at March 31, 2024 ($312 million and $707 million of which were classified as Level 2 and Level 3, respectively), $923 million at December 31, 2023 ($234 million and $689 million of which were classified as Level 2 and Level 3, respectively) and $670 million at March 31, 2023 ($374 million and $296 million of which were classified as Level 2 and Level 3, respectively). Changes in the fair value recognized for partial charge-offs of loans and loan impairment reserves on loans held by the Company on March 31, 2024 and 2023 were decreases of $175 million and $69 million for the three-month periods ended March 31, 2024 and 2023, respectively.

Assets taken in foreclosure of defaulted loans

Assets taken in foreclosure of defaulted loans are primarily comprised of commercial and residential real property and are generally measured at the lower of cost or fair value less costs to sell. The fair value of the real property is generally determined using appraisals or other indications of value based on recent comparable sales of similar properties or assumptions generally observable in the marketplace and the related nonrecurring fair value measurement adjustments have generally been classified as Level 2. Assets taken into foreclosure of defaulted loans subject to nonrecurring fair value measurement were not material at each of March 31, 2024 and 2023. Changes in fair value recognized for those foreclosed assets held by the Company were not material during the three-month periods ended March 31, 2024 and 2023.

- 34 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

12. Fair value measurements, continued

Capitalized servicing rights

Capitalized servicing rights are initially measured at fair value in the Company’s Consolidated Balance Sheet. The Company utilizes the amortization method to subsequently measure its capitalized servicing assets. In accordance with GAAP, the Company must record impairment charges, on a nonrecurring basis, when the carrying value of certain strata exceed their estimated fair value. To estimate the fair value of servicing rights, the Company considers market prices for similar assets, if available, and the present value of expected future cash flows associated with the servicing rights calculated using assumptions that market participants would use in estimating future servicing income and expense. Such assumptions include estimates of the cost of servicing loans, loan default rates, an appropriate discount rate and prepayment speeds. For purposes of evaluating and measuring impairment of capitalized servicing rights, the Company stratifies such assets based on the predominant risk characteristics of the underlying financial instruments that are expected to have the most impact on projected prepayments, cost of servicing and other factors affecting future cash flows associated with the servicing rights. Such factors may include financial asset or loan type, note rate and term. The amount of impairment recognized is the amount by which the carrying value of the capitalized servicing rights for a stratum exceed estimated fair value. Impairment is recognized through a valuation allowance. The determination of fair value of capitalized servicing rights is considered a Level 3 valuation. Capitalized servicing rights related to residential mortgage loans required no valuation allowance at each of March 31, 2024, December 31, 2023 and March 31, 2023.

Disclosures of fair value of financial instruments

The carrying amounts and estimated fair value for certain financial instruments that are not recorded at fair value in the Consolidated Balance Sheet are presented in the following tables:

(Dollars in millions)

 

Carrying
Amount

 

 

Estimated
 Fair Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,695

 

 

$

1,695

 

 

$

1,396

 

 

$

299

 

 

$

 

Interest-bearing deposits at banks

 

 

32,144

 

 

 

32,144

 

 

 

 

 

 

32,144

 

 

 

 

Investment securities held to maturity

 

 

15,078

 

 

 

13,865

 

 

 

 

 

 

13,821

 

 

 

44

 

Loans and leases, net

 

 

132,782

 

 

 

129,771

 

 

 

 

 

 

7,354

 

 

 

122,417

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time deposits

 

 

20,279

 

 

 

20,236

 

 

 

 

 

 

20,236

 

 

 

 

Short-term borrowings

 

 

4,795

 

 

 

4,795

 

 

 

 

 

 

4,795

 

 

 

 

Long-term borrowings

 

 

11,450

 

 

 

11,370

 

 

 

 

 

 

11,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

1,731

 

 

 

1,731

 

 

 

1,668

 

 

 

63

 

 

 

 

Interest-bearing deposits at banks

 

 

28,069

 

 

 

28,069

 

 

 

 

 

 

28,069

 

 

 

 

Investment securities held to maturity

 

 

15,330

 

 

 

14,308

 

 

 

 

 

 

14,262

 

 

 

46

 

Loans and leases, net

 

 

131,939

 

 

 

129,138

 

 

 

 

 

 

7,240

 

 

 

121,898

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time deposits

 

 

20,759

 

 

 

20,715

 

 

 

 

 

 

20,715

 

 

 

 

Short-term borrowings

 

 

5,316

 

 

 

5,316

 

 

 

 

 

 

5,316

 

 

 

 

Long-term borrowings

 

 

8,201

 

 

 

8,107

 

 

 

 

 

 

8,107

 

 

 

 

 

 

- 35 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

12. Fair value measurements, continued

With the exception of marketable securities and mortgage loans originated for sale, the Company's financial instruments presented in the preceding tables are not readily marketable and market prices do not exist. The Company, in attempting to comply with the provisions of GAAP that require disclosures of fair value of financial instruments, has not attempted to market its financial instruments to potential buyers, if any exist. Since negotiated prices in illiquid markets depend greatly upon the then present motivations of the buyer and seller, it is reasonable to assume that actual sales prices could vary widely from any estimate of fair value made without the benefit of negotiations. Additionally, changes in market interest rates can dramatically impact the value of financial instruments in a short period of time.

The Company does not believe that the estimated information presented herein is representative of the earnings power or value of the Company. The preceding analysis, which is inherently limited in depicting fair value, also does not consider any value associated with existing customer relationships nor the ability of the Company to create value through loan origination, deposit gathering or fee generating activities. Many of the estimates presented herein are based upon the use of highly subjective information and assumptions and, accordingly, the results may not be precise. Management believes that fair value estimates may not be comparable between financial institutions due to the wide range of permitted valuation techniques and numerous estimates which must be made. Furthermore, because the disclosed fair value amounts were estimated as of the balance sheet date, the amounts actually realized or paid upon maturity or settlement of the various financial instruments could be significantly different.

13. Commitments and contingencies

In the normal course of business, various commitments and contingent liabilities are outstanding. The following table presents the Company's significant commitments. Certain of these commitments are not included in the Company's Consolidated Balance Sheet.

 

March 31,

 

 

December 31,

 

(Dollars in millions)

2024

 

 

2023

 

Commitments to extend credit:

 

 

 

 

 

Commercial and industrial

$

28,439

 

 

$

28,566

 

Commercial real estate loans to be sold

 

451

 

 

 

916

 

Other commercial real estate

 

4,413

 

 

 

5,019

 

Residential real estate loans to be sold

 

211

 

 

 

163

 

Other residential real estate

 

393

 

 

 

331

 

Home equity lines of credit

 

8,080

 

 

 

8,109

 

Credit cards

 

5,651

 

 

 

5,578

 

Other

 

389

 

 

 

413

 

Standby letters of credit

 

2,230

 

 

 

2,289

 

Commercial letters of credit

 

56

 

 

 

62

 

Financial guarantees and indemnification contracts

 

4,129

 

 

 

4,036

 

Commitments to sell real estate loans

 

1,329

 

 

 

1,400

 

Commitments to extend credit are agreements to lend to customers, generally having fixed expiration dates or other termination clauses that may require payment of a fee. In addition to the amounts in the preceding table, the Company had discretionary funding commitments to commercial customers of $12.4 billion and $12.3 billion at March 31, 2024 and December 31, 2023, respectively, that the Company had the unconditional right to cancel prior to funding. Standby and commercial letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party, whereas commercial letters of credit are issued to facilitate commerce and typically result in the commitment being funded when the underlying transaction is consummated between the customer and a third party. The credit risk associated with commitments to extend credit and standby and commercial letters of credit is essentially the same as that involved with extending loans to customers and is subject to normal credit policies. Collateral may be obtained based on management's assessment of the customer's creditworthiness.

- 36 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

13. Commitments and contingencies, continued

Financial guarantees and indemnification contracts are predominantly comprised of recourse obligations associated with sold loans and other guarantees and commitments. Included in financial guarantees and indemnification contracts are loan principal amounts sold with recourse in conjunction with the Company's involvement in the Fannie Mae DUS program. The Company's maximum credit risk for recourse associated with loans sold under this program totaled approximately $4.0 billion and $3.9 billion at March 31, 2024 and December 31, 2023, respectively. At March 31, 2024, the Company estimated that the recourse obligations described above were not material to the Company's consolidated financial position. There have been no material losses incurred as a result of those credit recourse arrangements.

Since many loan commitments, standby letters of credit, and guarantees and indemnification contracts expire without being funded in whole or in part, the contract amounts are not necessarily indicative of future cash flows.

The Company utilizes commitments to sell real estate loans to hedge exposure to changes in the fair value of real estate loans held for sale. Such commitments are accounted for as derivatives and along with commitments to originate real estate loans to be held for sale are recorded in the Consolidated Balance Sheet at estimated fair market value.

The Company is contractually obligated to repurchase previously sold residential real estate loans that do not ultimately meet investor sale criteria related to underwriting procedures or loan documentation. When required to do so, the Company may reimburse loan purchasers for losses incurred or may repurchase certain loans. The Company reduces residential mortgage banking revenues by an estimate for losses related to its obligations to loan purchasers. The amount of those charges is based on the volume of loans sold, the level of reimbursement requests received from loan purchasers and estimates of losses that may be associated with previously sold loans. At March 31, 2024, the Company's estimated obligation to loan purchasers was not material to the Company’s consolidated financial position.

M&T and its subsidiaries are subject in the normal course of business to various pending and threatened legal proceedings and other matters in which claims for monetary damages are asserted. On an on-going basis management, after consultation with legal counsel, assesses the Company’s liabilities and contingencies in connection with such proceedings. For those matters where it is probable that the Company will incur losses and the amounts of the losses can be reasonably estimated, the Company records an expense and corresponding liability in its consolidated financial statements. To the extent pending or threatened litigation could result in exposure in excess of that liability, the amount of such excess is not currently estimable. Although not considered probable, the range of reasonably possible losses for such matters in the aggregate, beyond the existing recorded liability, was between $0 and $25 million as of March 31, 2024. Although the Company does not believe that the outcome of pending legal matters will be material to the Company’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations for a particular reporting period in the future.

In February 2024, the FDIC notified member banks that the loss estimate attributable to certain failed banks in 2023 was approximately $20.4 billion, an increase of approximately $4.1 billion from the estimate of $16.3 billion described in the final rule. The FDIC also indicated that through the receivership of one of the failed banks, it had estimated residual interests in securities that were sold into trusts that could potentially reduce that loss estimate in the amount of $1.7 billion. The FDIC is expected to provide an updated estimate of the Company's special assessment amount with its first quarter 2024 invoice, which is anticipated to be received in June 2024. Reflecting the update to the loss estimate and related residual interest, the Company recorded an expense of $29 million in the Consolidated Statement of Income in the first quarter of 2024 in addition to the $197 million recorded in the fourth quarter of 2023, resulting in an accrued liability recorded in "accrued interest and other liabilities" in the Company's Consolidated Balance Sheet of $226 million at March 31, 2024 and $197 million at December 31, 2023. The FDIC has indicated that the amount of the special assessment will be adjusted as its loss estimates change.

- 37 -


NOTES TO FINANCIAL STATEMENTS, CONTINUED

 

14. Segment information

Reportable segments have been determined based upon the Company's organizational structure and its internal profitability reporting system, which is organized by strategic business unit. The reportable segments are Commercial Bank, Retail Bank and Institutional Services and Wealth Management.

The financial information of the Company's segments was compiled utilizing the accounting policies described in note 23 of Notes to Financial Statements in the 2023 Annual Report. The management accounting policies and processes utilized in compiling segment financial information are highly subjective and, unlike financial accounting, are not based on authoritative guidance similar to GAAP. As a result, the financial information of the reported segments is not necessarily comparable with similar information reported by other financial institutions. Furthermore, changes in management structure or allocation methodologies and procedures may result in changes in reported segment financial data.

Information about the Company's segments follows:

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

(Dollars in millions)

 

Total Revenues(a)

 

 

Inter-
segment
Revenues

 

 

Net
Income
(Loss)

 

 

Total Average Assets

 

 

Total Revenues(a)

 

 

Inter-
segment
Revenues

 

 

Net
Income
(Loss)

 

 

Total Average Assets

 

Commercial Bank

 

$

699

 

 

$

2

 

 

$

201

 

 

$

81,083

 

 

$

811

 

 

$

2

 

 

$

333

 

 

$

79,034

 

Retail Bank

 

 

1,268

 

 

 

 

 

 

446

 

 

 

52,232

 

 

 

1,234

 

 

 

 

 

 

452

 

 

 

51,293

 

Institutional Services and Wealth
   Management

 

 

377

 

 

 

3

 

 

 

128

 

 

 

3,636

 

 

 

390

 

 

 

3

 

 

 

110

 

 

 

3,655

 

All Other

 

 

(84

)

 

 

(5

)

 

 

(244

)

 

 

74,527

 

 

 

(30

)

 

 

(5

)

 

 

(193

)

 

 

68,617

 

Total

 

$

2,260

 

 

$

 

 

$

531

 

 

$

211,478

 

 

$

2,405

 

 

$

 

 

$

702

 

 

$

202,599

 

 

(a)
Total revenues are comprised of net interest income and other income. Net interest income is the difference between taxable-equivalent interest earned on assets and interest paid on liabilities owed by a segment and a funding charge (credit) based on the Company's internal funds transfer and allocation methodology. Segments are charged a cost to fund any assets (e.g. loans) and are paid a funding credit for any funds provided (e.g. deposits). The taxable-equivalent adjustment aggregated $12 million and $14 million for the three-month periods ended March 31, 2024 and 2023 and is eliminated in "All Other" total revenues.

15. Relationship with BLG and Bayview Financial

M&T holds a 20% minority interest in BLG, a privately-held commercial mortgage company. That investment had no remaining carrying value at March 31, 2024 as a result of cumulative losses recognized and cash distributions received in prior years. Cash distributions now received from BLG are recognized as income by M&T and included in "other revenues from operations" in the Consolidated Statement of Income. That income totaled $25 million and $20 million for the three-month periods ended March 31, 2024 and 2023, respectively.

Bayview Financial, a privately-held specialty finance company, is BLG's majority investor. In addition to their common investment in BLG, the Company and Bayview Financial conduct other business activities with each other. The Company has obtained loan servicing rights for mortgage loans from BLG and Bayview Financial having outstanding principal balances of $1.1 billion and $1.2 billion at March 31, 2024 and December 31, 2023, respectively. Revenues from those servicing rights were $1 million and $2 million in the three-month periods ended March 31, 2024 and 2023, respectively. The Company sub-services residential mortgage loans for Bayview Financial having outstanding principal balances of $112.0 billion and $115.3 billion at March 31, 2024 and December 31, 2023, respectively. Revenues earned for sub-servicing loans for Bayview Financial were $32 million in each of the three-month periods ended March 31, 2024 and 2023. In addition, the Company held $41 million and $42 million of mortgage-backed securities in its held-to-maturity portfolio at March 31, 2024 and December 31, 2023, respectively, that were securitized by Bayview Financial. At March 31, 2024, the Company held $674 million of Bayview Financial's $3.7 billion syndicated loan facility.

 

- 38 -


 

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

This Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements and other information included in this Quarterly Report on Form 10-Q as well as with M&T's 2023 Annual Report. Information regarding the Company's business, its supervision and regulation and potential risks and uncertainties that may affect the Company's business, financial condition, liquidity and results of operations are also included in M&T's 2023 Annual Report.

As described in note 1 of Notes to Financial Statements in M&T's 2023 Annual Report, certain financial reporting changes became effective in the fourth quarter of 2023. Prior periods have been presented in conformity with the new classifications.

Overview

The Company's results of operations for the first quarter of 2024 reflect an elevated interest rate environment which has led to higher costs of interest-bearing liabilities that have modestly outpaced increased yields on the Company's earning assets and an elevated level of provision for credit losses. The FOMC hiked its federal funds target rate four times in the first three quarters of 2023, totaling 100 basis points, but has not adjusted that rate since. Included in each of the first quarters of 2024 and 2023 results were seasonal salaries and employee benefits expenses of $99 million. Results for the first quarter of 2024 also included a $29 million estimated increase in the Company's FDIC special assessment. In the fourth quarter of 2023, an estimate of the FDIC special assessment for M&T of $197 million was recorded in the Consolidated Statement of Income. Additional information about the FDIC special assessment is included in note 13 of Notes to Financial Statements. A summary of financial results for the Company is provided below:

SUMMARY OF FINANCIAL RESULTS

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions, except per share)

March 31,
2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31,
2024

 

 

March 31,
2023

 

 

Amount

 

 

%

 

Net interest income

$

1,680

 

 

$

1,722

 

 

$

(42

)

 

 

-2

%

 

$

1,680

 

 

$

1,818

 

 

$

(138

)

 

 

-8

%

Taxable-equivalent adjustment (a)

 

12

 

 

 

13

 

 

 

(1

)

 

 

-2

 

 

 

12

 

 

 

14

 

 

 

(2

)

 

 

-6

 

Net interest income (taxable-equivalent basis) (a)

 

1,692

 

 

 

1,735

 

 

 

(43

)

 

 

-2

 

 

 

1,692

 

 

 

1,832

 

 

 

(140

)

 

 

-8

 

Provision for credit losses

 

200

 

 

 

225

 

 

 

(25

)

 

 

-11

 

 

 

200

 

 

 

120

 

 

 

80

 

 

 

67

 

Other income

 

580

 

 

 

578

 

 

 

2

 

 

 

 

 

 

580

 

 

 

587

 

 

 

(7

)

 

 

-1

 

Other expense

 

1,396

 

 

 

1,450

 

 

 

(54

)

 

 

-4

 

 

 

1,396

 

 

 

1,359

 

 

 

37

 

 

 

3

 

Net income

 

531

 

 

 

482

 

 

 

49

 

 

 

10

 

 

 

531

 

 

 

702

 

 

 

(171

)

 

 

-24

 

Per common share data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings

 

3.04

 

 

 

2.75

 

 

 

0.29

 

 

 

11

 

 

 

3.04

 

 

 

4.03

 

 

 

(0.99

)

 

 

-25

 

Diluted earnings

 

3.02

 

 

 

2.74

 

 

 

0.28

 

 

 

10

 

 

 

3.02

 

 

 

4.01

 

 

 

(0.99

)

 

 

-25

 

Performance ratios, annualized

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average assets

 

1.01

%

 

 

.92

%

 

 

 

 

 

 

 

 

1.01

%

 

 

1.40

%

 

 

 

 

 

 

Average common shareholders’ equity

8.14

 

 

7.41

 

 

 

 

 

 

 

 

8.14

 

 

11.74

 

 

 

 

 

 

 

Net interest margin

3.52

 

 

3.61

 

 

 

 

 

 

 

 

3.52

 

 

4.04

 

 

 

 

 

 

 

 

(a)
Net interest income data are presented on a taxable-equivalent basis which is a non-GAAP measure. The taxable-equivalent adjustment represents additional income taxes that would be due if all interest income were subject to income taxes. This adjustment, which is related to interest received on qualified municipal securities, industrial revenue financings and preferred equity securities, is based on a composite income tax rate of approximately 25%.

The increase in net income in the recent quarter as compared with the fourth quarter of 2023 resulted from the following:

Net interest income on a taxable-equivalent basis declined $43 million reflecting a narrowing of the net interest margin by 9 basis points.
Provision for credit losses declined $25 million reflecting a modest improvement in economic forecasts, partially offset by an increase in criticized commercial and industrial loans.
Other expenses declined $54 million reflecting a $29 million FDIC assessment in the recent quarter as compared with $197 million in the fourth quarter of 2023, partially offset by seasonally higher salaries and employee benefits expenses.

- 39 -


 

The decrease in net income in the first quarter of 2024 as compared with 2023's initial quarter reflects the following:

Taxable-equivalent net interest income in the first quarter of 2024 declined $140 million, or 8%, when compared with the first quarter of 2023, reflecting a narrowing of the net interest margin by 52 basis points.
The comparatively higher provision for credit losses in the recent quarter as compared with the first quarter of 2023 reflects declines in commercial real estate values and higher interest rates contributing to a deterioration in the performance of loans to commercial borrowers, including nonautomotive finance dealers and healthcare facilities, and growth in loans to certain sectors of the Company's commercial and industrial and consumer loan portfolios.
Noninterest income in the first quarter of 2024 declined $7 million as compared with 2023's initial quarter. Lower trust income reflecting the CIT divestiture in April 2023 was partially offset by higher mortgage banking revenues and an increase in service charges on commercial deposit accounts.
Noninterest expenses, excluding the increased FDIC special assessment, rose modestly from 2023's initial quarter. Higher levels of salaries and employee benefits expense, outside data processing and software expense and other costs of operations were partially offset by lower professional and other services, reflecting the CIT divestiture, and lower advertising and marketing costs.

The Company's effective tax rate was 20.0% in the first quarter of 2024, compared with 22.9% in the fourth quarter of 2023 and 24.2% in the first quarter of 2023. The first quarter of 2024 income tax expense reflects a net discrete benefit related to the resolution of a tax matter inherited from the acquisition of People's United.

Supplemental Reporting of Non-GAAP Results of Operations

M&T consistently provides supplemental reporting of its results on a “net operating” or “tangible” basis, from which M&T excludes the after-tax effect of amortization of core deposit and other intangible assets (and the related goodwill, core deposit intangible and other intangible asset balances, net of applicable deferred tax amounts) and gains (when realized) and expenses (when incurred) associated with merging acquired operations into the Company, since such items are considered by management to be “nonoperating” in nature. Although “net operating income” as defined by M&T is not a GAAP measure, M&T’s management believes that this information helps investors understand the effect of acquisition activity in reported results.

SUPPLEMENTAL REPORTING OF NON-GAAP RESULTS OF OPERATIONS

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions, except per share data)

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Net operating income

$

543

 

 

$

494

 

 

$

49

 

 

 

10

%

 

$

543

 

 

$

715

 

 

$

(172

)

 

 

-24

%

Diluted net operating earnings per share

 

3.09

 

 

 

2.81

 

 

 

0.28

 

 

 

10

 

 

 

3.09

 

 

 

4.09

 

 

 

(1.00

)

 

 

-24

 

Return on:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average tangible assets

 

1.08

%

 

 

.98

%

 

 

 

 

 

 

 

 

1.08

%

 

 

1.49

%

 

 

 

 

 

 

Average tangible common equity

 

12.67

 

 

 

11.70

 

 

 

 

 

 

 

 

 

12.67

 

 

 

19.00

 

 

 

 

 

 

 

Efficiency ratio

 

60.8

 

 

 

62.1

 

 

 

 

 

 

 

 

 

60.8

 

 

 

55.5

 

 

 

 

 

 

 

Tangible equity per common share (a)

$

99.54

 

 

$

98.54

 

 

$

1.00

 

 

 

1

%

 

$

99.54

 

 

$

88.81

 

 

$

10.73

 

 

 

12

%

 

(a)
At the period end.

The efficiency ratio measures the relationship of noninterest operating expenses, which exclude expenses M&T considers to be "nonoperating" in nature consisting of amortization of core deposit and other intangible assets and merger-related expenses, to revenues. The calculations of the Company’s efficiency ratio, or noninterest operating expenses divided by the sum of taxable-equivalent net interest income and noninterest income (exclusive of gains and losses from bank investment securities), and reconciliations of GAAP amounts with corresponding non-GAAP amounts are presented in Table 2.

- 40 -


 

Taxable-equivalent Net Interest Income

Interest income earned on certain of the Company's assets is exempt from federal income tax. Taxable-equivalent net interest income is a non-GAAP measure that adjusts income earned on a tax-exempt asset to present it on an equivalent basis to interest income earned on a fully taxable asset. The Company's average balance sheets accompanied by the annualized taxable-equivalent interest income and expense and the average rate on the Company's earning assets and interest-bearing liabilities are presented as follows.

AVERAGE BALANCE SHEETS AND ANNUALIZED TAXABLE-EQUIVALENT RATES

 

 

2024 First Quarter

 

 

2023 Fourth Quarter

 

 

2023 Third Quarter

 

 

(Dollars in millions)

 

Average
Balance

 

 

Interest

 

 

Average
Rate

 

 

Average
Balance

 

 

Interest

 

 

Average
Rate

 

 

Average
Balance

 

 

Interest

 

 

Average
Rate

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and leases, net of unearned discount (a):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

56,821

 

 

$

987

 

 

 

6.99

%

 

$

55,420

 

 

$

979

 

 

 

7.01

%

 

$

54,567

 

 

$

943

 

 

 

6.86

%

 

Commercial real estate

 

 

32,696

 

 

 

526

 

 

 

6.36

 

 

 

33,455

 

 

 

560

 

 

 

6.54

 

 

 

34,288

 

 

 

570

 

 

 

6.50

 

 

Residential real estate

 

 

23,136

 

 

 

247

 

 

 

4.28

 

 

 

23,339

 

 

 

248

 

 

 

4.25

 

 

 

23,573

 

 

 

244

 

 

 

4.14

 

 

Consumer

 

 

21,143

 

 

 

343

 

 

 

6.54

 

 

 

20,556

 

 

 

332

 

 

 

6.42

 

 

 

20,189

 

 

 

313

 

 

 

6.16

 

 

Total loans and leases, net

 

 

133,796

 

 

 

2,103

 

 

 

6.32

 

 

 

132,770

 

 

 

2,119

 

 

 

6.33

 

 

 

132,617

 

 

 

2,070

 

 

 

6.19

 

 

Interest-bearing deposits at banks

 

 

30,647

 

 

 

419

 

 

 

5.49

 

 

 

30,153

 

 

 

416

 

 

 

5.48

 

 

 

26,657

 

 

 

363

 

 

 

5.40

 

 

Trading account

 

 

105

 

 

 

1

 

 

 

3.42

 

 

 

123

 

 

 

1

 

 

 

3.80

 

 

 

136

 

 

 

1

 

 

 

4.05

 

 

Investment securities (b):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

24,625

 

 

 

191

 

 

 

3.11

 

 

 

23,675

 

 

 

173

 

 

 

2.90

 

 

 

24,166

 

 

 

177

 

 

 

2.90

 

 

Obligations of states and political subdivisions

 

 

2,489

 

 

 

23

 

 

 

3.77

 

 

 

2,507

 

 

 

24

 

 

 

3.75

 

 

 

2,527

 

 

 

24

 

 

 

3.70

 

 

Other

 

 

1,473

 

 

 

20

 

 

 

5.54

 

 

 

1,308

 

 

 

20

 

 

 

6.04

 

 

 

1,300

 

 

 

21

 

 

 

6.51

 

 

Total investment securities

 

 

28,587

 

 

 

234

 

 

 

3.30

 

 

 

27,490

 

 

 

217

 

 

 

3.13

 

 

 

27,993

 

 

 

222

 

 

 

3.14

 

 

Total earning assets

 

 

193,135

 

 

 

2,757

 

 

 

5.74

 

 

 

190,536

 

 

 

2,753

 

 

 

5.73

 

 

 

187,403

 

 

 

2,656

 

 

 

5.62

 

 

Allowance for credit losses

 

 

(2,156

)

 

 

 

 

 

 

 

 

(2,073

)

 

 

 

 

 

 

 

 

(1,998

)

 

 

 

 

 

 

 

Cash and due from banks

 

 

1,687

 

 

 

 

 

 

 

 

 

1,634

 

 

 

 

 

 

 

 

 

1,730

 

 

 

 

 

 

 

 

Other assets

 

 

18,812

 

 

 

 

 

 

 

 

 

18,655

 

 

 

 

 

 

 

 

 

18,656

 

 

 

 

 

 

 

 

Total assets

 

$

211,478

 

 

 

 

 

 

 

 

$

208,752

 

 

 

 

 

 

 

 

$

205,791

 

 

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Savings and interest-checking deposits

 

$

94,867

 

 

$

615

 

 

 

2.61

%

 

$

93,365

 

 

$

606

 

 

 

2.58

%

 

$

89,274

 

 

$

494

 

 

 

2.20

%

 

Time deposits

 

 

20,583

 

 

 

225

 

 

 

4.41

 

 

 

21,224

 

 

 

230

 

 

 

4.30

 

 

 

19,528

 

 

 

202

 

 

 

4.09

 

 

Total interest-bearing deposits

 

 

115,450

 

 

 

840

 

 

 

2.93

 

 

 

114,589

 

 

 

836

 

 

 

2.90

 

 

 

108,802

 

 

 

696

 

 

 

2.54

 

 

Short-term borrowings

 

 

6,228

 

 

 

84

 

 

 

5.42

 

 

 

5,156

 

 

 

69

 

 

 

5.27

 

 

 

5,346

 

 

 

69

 

 

 

5.16

 

 

Long-term borrowings

 

 

9,773

 

 

 

141

 

 

 

5.81

 

 

 

7,901

 

 

 

113

 

 

 

5.70

 

 

 

7,240

 

 

 

101

 

 

 

5.52

 

 

Total interest-bearing liabilities

 

 

131,451

 

 

 

1,065

 

 

 

3.26

 

 

 

127,646

 

 

 

1,018

 

 

 

3.17

 

 

 

121,388

 

 

 

866

 

 

 

2.83

 

 

Noninterest-bearing deposits

 

 

48,615

 

 

 

 

 

 

 

 

 

50,124

 

 

 

 

 

 

 

 

 

53,886

 

 

 

 

 

 

 

 

Other liabilities

 

 

4,393

 

 

 

 

 

 

 

 

 

4,482

 

 

 

 

 

 

 

 

 

4,497

 

 

 

 

 

 

 

 

Total liabilities

 

 

184,459

 

 

 

 

 

 

 

 

 

182,252

 

 

 

 

 

 

 

 

 

179,771

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

27,019

 

 

 

 

 

 

 

 

 

26,500

 

 

 

 

 

 

 

 

 

26,020

 

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

211,478

 

 

 

 

 

 

 

 

$

208,752

 

 

 

 

 

 

 

 

$

205,791

 

 

 

 

 

 

 

 

Net interest spread

 

 

 

 

 

 

 

 

2.48

 

 

 

 

 

 

 

 

 

2.56

 

 

 

 

 

 

 

 

 

2.79

 

 

Contribution of interest-free funds

 

 

 

 

 

 

 

 

1.04

 

 

 

 

 

 

 

 

 

1.05

 

 

 

 

 

 

 

 

 

1.00

 

 

Net interest income/margin on earning assets

 

 

 

 

$

1,692

 

 

 

3.52

%

 

 

 

 

$

1,735

 

 

 

3.61

%

 

 

 

 

$

1,790

 

 

 

3.79

%

 

 

(a)
Includes nonaccrual loans.
(b)
Includes available-for-sale securities at amortized cost.

 

 

 

- 41 -


 

AVERAGE BALANCE SHEETS AND ANNUALIZED TAXABLE-EQUIVALENT RATES (continued)

 

 

2023 Second Quarter

 

 

2023 First Quarter

 

(Dollars in millions)

 

Average
Balance

 

 

Interest

 

 

Average
Rate

 

 

Average
Balance

 

 

Interest

 

 

Average
Rate

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and leases, net of unearned discount (a):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

54,572

 

 

$

901

 

 

 

6.63

%

 

$

52,510

 

 

$

816

 

 

 

6.30

%

Commercial real estate

 

 

34,903

 

 

 

563

 

 

 

6.38

 

 

 

35,245

 

 

 

519

 

 

 

5.89

 

Residential real estate

 

 

23,781

 

 

 

244

 

 

 

4.10

 

 

 

23,770

 

 

 

235

 

 

 

3.96

 

Consumer

 

 

20,289

 

 

 

298

 

 

 

5.88

 

 

 

20,487

 

 

 

287

 

 

 

5.67

 

Total loans and leases, net

 

 

133,545

 

 

 

2,006

 

 

 

6.02

 

 

 

132,012

 

 

 

1,857

 

 

 

5.70

 

Interest-bearing deposits at banks

 

 

23,617

 

 

 

302

 

 

 

5.14

 

 

 

24,312

 

 

 

277

 

 

 

4.64

 

Trading account

 

 

151

 

 

 

1

 

 

 

2.66

 

 

 

123

 

 

 

1

 

 

 

2.32

 

Investment securities (b):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury and federal agencies

 

 

24,630

 

 

 

179

 

 

 

2.92

 

 

 

23,795

 

 

 

167

 

 

 

2.85

 

Obligations of states and political subdivisions

 

 

2,555

 

 

 

24

 

 

 

3.71

 

 

 

2,570

 

 

 

24

 

 

 

3.75

 

Other

 

 

1,438

 

 

 

18

 

 

 

4.83

 

 

 

1,257

 

 

 

15

 

 

 

4.38

 

Total investment securities

 

 

28,623

 

 

 

221

 

 

 

3.09

 

 

 

27,622

 

 

 

206

 

 

 

3.00

 

Total earning assets

 

 

185,936

 

 

 

2,530

 

 

 

5.46

 

 

 

184,069

 

 

 

2,341

 

 

 

5.16

 

Allowance for credit losses

 

 

(1,985

)

 

 

 

 

 

 

 

 

(1,938

)

 

 

 

 

 

 

Cash and due from banks

 

 

1,747

 

 

 

 

 

 

 

 

 

1,952

 

 

 

 

 

 

 

Other assets

 

 

18,678

 

 

 

 

 

 

 

 

 

18,516

 

 

 

 

 

 

 

Total assets

 

$

204,376

 

 

 

 

 

 

 

 

$

202,599

 

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Savings and interest-checking deposits

 

$

87,210

 

 

$

369

 

 

 

1.69

%

 

$

88,053

 

 

$

277

 

 

 

1.28

%

Time deposits

 

 

16,009

 

 

 

150

 

 

 

3.77

 

 

 

11,630

 

 

 

89

 

 

 

3.11

 

Total interest-bearing deposits

 

 

103,219

 

 

 

519

 

 

 

2.02

 

 

 

99,683

 

 

 

366

 

 

 

1.49

 

Short-term borrowings

 

 

7,539

 

 

 

96

 

 

 

5.11

 

 

 

4,994

 

 

 

58

 

 

 

4.69

 

Long-term borrowings

 

 

7,516

 

 

 

102

 

 

 

5.43

 

 

 

6,511

 

 

 

85

 

 

 

5.27

 

Total interest-bearing liabilities

 

 

118,274

 

 

 

717

 

 

 

2.43

 

 

 

111,188

 

 

 

509

 

 

 

1.86

 

Noninterest-bearing deposits

 

 

56,180

 

 

 

 

 

 

 

 

 

61,854

 

 

 

 

 

 

 

Other liabilities

 

 

4,237

 

 

 

 

 

 

 

 

 

4,180

 

 

 

 

 

 

 

Total liabilities

 

 

178,691

 

 

 

 

 

 

 

 

 

177,222

 

 

 

 

 

 

 

Shareholders’ equity

 

 

25,685

 

 

 

 

 

 

 

 

 

25,377

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

204,376

 

 

 

 

 

 

 

 

$

202,599

 

 

 

 

 

 

 

Net interest spread

 

 

 

 

 

 

 

 

3.03

 

 

 

 

 

 

 

 

 

3.30

 

Contribution of interest-free funds

 

 

 

 

 

 

 

 

.88

 

 

 

 

 

 

 

 

 

.74

 

Net interest income/margin on earning assets

 

 

 

 

$

1,813

 

 

 

3.91

%

 

 

 

 

$

1,832

 

 

 

4.04

%

 

(a)
Includes nonaccrual loans.
(b)
Includes available-for-sale securities at amortized cost.

Expressed on a taxable-equivalent basis net interest income was $1.69 billion in the first quarter of 2024, compared with $1.74 billion and $1.83 billion, respectively, in the fourth and first quarters of 2023. The decrease in net interest income in the recent quarter reflects a 9 basis point reduction from the fourth quarter of 2023 and a 52 basis point reduction from the year-earlier quarter of the net interest margin, or taxable-equivalent net interest income expressed as an annualized percentage of average earning assets, to 3.52% in the recent quarter. The lower net interest margin in the first quarter of 2024 compared with the fourth and first quarters of 2023 predominantly reflects a comparatively higher interest rate environment, which has resulted in increases in rates paid on interest-bearing deposit products and borrowings outpacing increases in yields on the Company's interest-earning assets. Although the FOMC has not raised its federal funds target rate since July 2023, interest rates have remained elevated and the Company has experienced increased competition for customer deposits in the marketplace and a mix shift in those deposits toward higher cost interest-bearing products, including time deposits. The Company has also altered its use of other funding sources including borrowings and placement of brokered deposits. Average short-term and long-term borrowings in the recent quarter collectively rose by $2.9 billion, or 23%, while average brokered deposits decreased $736 million, or 5%, from the fourth quarter of 2023. As compared with the first quarter of 2023, average short-term and long-term borrowings collectively rose by $4.5 billion, or 39%, and average brokered deposits increased $5.2 billion, or 64% in the recent quarter.

- 42 -


 

Lending Activities

The following table summarizes average loans and leases outstanding in the first quarter of 2024 and percentage changes in the major components of the portfolio over comparable periods.

AVERAGE LOANS AND LEASES

 

 

 

 

 

Percent Change from

 

(Dollars in millions)

 

First Quarter 2024

 

 

Fourth Quarter 2023

 

 

First Quarter 2023

 

Commercial and industrial

 

$

56,821

 

 

 

3

%

 

 

8

%

Commercial real estate

 

 

32,696

 

 

 

-2

 

 

 

-7

 

Residential real estate

 

 

23,136

 

 

 

-1

 

 

 

-3

 

Consumer:

 

 

 

 

 

 

 

 

 

Recreational finance

 

 

10,306

 

 

 

5

 

 

 

13

 

Automobile

 

 

4,177

 

 

 

6

 

 

 

-6

 

Home equity lines and loans

 

 

4,597

 

 

 

-1

 

 

 

-7

 

Other

 

 

2,063

 

 

 

-2

 

 

 

3

 

Total consumer

 

 

21,143

 

 

 

3

 

 

 

3

 

Total

 

$

133,796

 

 

 

1

%

 

 

1

%

Average loans and leases totaled $133.8 billion in the first quarter of 2024, up $1.0 billion or 1% from the fourth quarter of 2023.

Commercial and industrial loans and leases averaged $56.8 billion in the recent quarter, up $1.4 billion from the fourth quarter of 2023 reflecting growth which spanned most industry types.
Average commercial real estate loans were $32.7 billion in the first quarter of 2024, $759 million lower than the final quarter of 2023 reflecting declines of $296 million in average construction loans and $463 million in average permanent commercial real estate loans.
Average residential real estate loans decreased $203 million to $23.1 billion in the first quarter of 2024 as compared with the fourth quarter of 2023, largely attributable to customer payments on loans held for investment.
Consumer loans averaged $21.1 billion in the first quarter of 2024 or $587 million higher than the fourth quarter of 2023. That growth reflected an increase in average balances of $452 million and $247 million in M&T's portfolio of recreational finance loans and automobile loans, respectively.

Average loans and leases increased $1.8 billion or 1% from $132.0 billion in the similar quarter of 2023.

Average commercial and industrial loans and leases increased $4.3 billion from the year-earlier quarter predominantly reflecting growth in loans to financial and insurance industry customers and to motor vehicle and recreational finance dealers.
Average commercial real estate loans decreased $2.5 billion in the recent quarter as compared with the first quarter of 2023 reflecting decreases of $1.0 billion in average construction loans and $1.5 billion in average permanent commercial real estate loans.
Average residential real estate loans decreased $634 million in the first quarter of 2024 from the year-earlier quarter. That decrease was largely attributable to customer payments on loans held for investment. In the first quarter of 2023, the Company returned to originating for sale the majority of its newly originated residential mortgage loans.
Average consumer loans in the first quarter of 2024 increased $656 million from the year-earlier quarter. That growth reflected higher average balances of $1.2 billion of recreational finance loans, partially offset by declines of $252 million and $332 million in average balances of automobile loans and home equity loans and lines of credit, respectively.

 

- 43 -


 

Investing Activities

The investment securities portfolio averaged $28.6 billion in the first quarter of 2024, up $1.1 billion and $965 million from the fourth and first quarters of 2023, respectively. The higher average balance in the recent quarter when compared with the fourth quarter of 2023 and year-earlier quarter reflects the purchase of $4.1 billion of debt securities during the three-month period ended March 31, 2024. Those purchases were predominantly U.S. Treasury notes and fixed rate government issued or guaranteed mortgage-backed securities. There were no significant sales of investment securities during the three months ended March 31, 2024, December 31, 2023 and March 31, 2023. The Company routinely increases and decreases its holdings of capital stock of the FHLB of New York and the FRB of New York based on amounts of outstanding borrowings and available lines of credit with those entities.

The investment securities portfolio is largely comprised of government issued or guaranteed residential mortgage-backed securities and shorter-term U.S. Treasury and federal agency notes, but also includes commercial mortgage-backed securities and municipal securities. When purchasing investment securities, the Company considers its liquidity position and its overall interest rate risk profile as well as the adequacy of expected returns relative to risks assumed, including prepayments. The Company may occasionally sell investment securities as a result of movements in interest rates and spreads, changes in liquidity needs, actual or anticipated prepayments, credit risk associated with a particular security, or as a result of restructuring its investment securities portfolio in connection with a business combination. The amounts of investment securities held by the Company are influenced by such factors as available yield in comparison with alternative investments, demand for loans, which generally yield more than investment securities, ongoing repayments, the levels of deposits, and management of liquidity and balance sheet size and resulting capital ratios.

The Company regularly reviews its debt investment securities for declines in value below amortized cost that might be indicative of credit-related losses. In light of such reviews, there were no credit-related losses on debt investment securities recognized in any of the three months ended March 31, 2024, December 31, 2023 and March 31, 2023. A further discussion of fair values of investment securities is included herein under the heading "Capital." Additional information about the investment securities portfolio is included in notes 3 and 12 of Notes to Financial Statements.

Other earning assets include interest-bearing deposits at banks, trading account assets, federal funds sold and agreements to resell securities. Those other earning assets in the aggregate averaged $30.8 billion in the recently completed quarter, compared with $30.3 billion and $24.4 billion during the three months ended December 31, 2023 and March 31, 2023, respectively. Interest-bearing deposits at banks averaged $30.6 billion, $30.2 billion and $24.3 billion during the three months ended March 31, 2024, December 31, 2023 and March 31, 2023, respectively. The amounts of interest-bearing deposits at banks at those respective dates were predominantly comprised of deposits held at the FRB of New York. In general, the levels of those deposits often fluctuate due to changes in deposits of retail and commercial customers, trust-related deposits and additions to or maturities of investment securities or borrowings.

Funding Activities - Deposits

The most significant source of funding for the Company is core deposits. The Company considers noninterest-bearing deposits, interest-bearing transaction accounts, savings deposits and time deposits of $250,000 or less as core deposits. The Company’s branch network is its principal source of core deposits, which generally carry lower interest rates than wholesale funds of comparable maturities. Average core deposits totaled $147.4 billion, or 76% of average earning assets, for the quarter ended March 31, 2024, compared with $147.6 billion, or 77%, and $152.0 billion, or 83%, for the quarters ended December 31, 2023 and March 31, 2023, respectively. The lower level of core deposits in the two most recent quarters as compared with the first quarter of 2023 reflects a shift in the mix of funding sources, including from other deposit sources such as branch-related time deposits over $250,000 and brokered deposits. Brokered savings and interest-bearing transaction accounts and brokered time deposit accounts averaged $8.0 billion and $5.2 billion, respectively, in the recent quarter, compared with $6.7 billion and $7.3 billion, respectively, in the fourth quarter of 2023 and $3.4 billion and $4.6 billion, respectively, in the first quarter of 2023. Additional brokered deposits may be added in the future depending on market conditions, including demand by customers and other investors for those deposits, and the cost of funds available from alternative sources at that time. The following table provides an analysis of quarterly changes in the components of average deposits.

- 44 -


 

AVERAGE DEPOSITS

 

 

 

 

 

Percent Change from

 

(Dollars in millions)

 

First Quarter 2024

 

 

Fourth Quarter 2023

 

 

First Quarter 2023

 

Noninterest-bearing deposits

 

$

48,615

 

 

 

-3

%

 

 

-21

%

Savings and interest-checking deposits

 

 

86,837

 

 

 

 

 

 

3

 

Time deposits of $250,000 or less

 

 

11,985

 

 

 

11

 

 

 

117

 

Total core deposits

 

 

147,437

 

 

 

 

 

-3

 

 

 

 

 

 

 

 

 

 

 

Time deposits greater than $250,000

 

 

3,405

 

 

 

7

 

 

 

130

 

Brokered deposits

 

 

13,223

 

 

-5

 

 

 

64

 

Total deposits

 

$

164,065

 

 

 

%

 

 

2

%

Deposits averaged $164.1 billion in the recent quarter, a $648 million decline from $164.7 billion in the fourth quarter of 2023.

Average core deposits decreased nominally from the fourth quarter of 2023 reflecting a stabilization of customer deposits in the higher rate environment.
The decrease in average brokered deposits in the recent quarter reflected a mix shift in the Company's wholesale funding strategies. Average brokered time deposits decreased $2.1 billion to $5.2 billion in the recent quarter from $7.3 billion in the fourth quarter of 2023 and the rates paid on those deposits averaged 5.01% and 4.97%, respectively. Average brokered savings and interest-bearing transaction accounts increased $1.3 billion to $8.0 billion in the recent quarter from $6.7 billion in the fourth quarter of 2023 and the rates paid on those deposits averaged 4.78% and 4.66%, respectively. The rate paid on total non-brokered interest-bearing deposits was 2.67% in the first quarter of 2024, compared with 2.62% in the fourth quarter of 2023.

Average deposits increased $2.5 billion from $161.5 billion in the year-earlier quarter.

The decrease in average core deposits in the recent quarter as compared with the year-earlier quarter reflects the impact of an elevated interest rate environment that influenced customers to seek higher rate alternatives, including a shift from noninterest-bearing deposit accounts to commercial sweep products and time deposits over $250,000.
The increase in average brokered deposits in the recent quarter as compared with the first quarter of 2023 reflects the Company's liquidity management and funding strategies during a period of rising interest rates, partially offset by the maturity of some brokered time deposits in the recent quarter. The Company had brokered savings and interest-bearing transaction accounts and brokered time deposits that averaged $3.4 billion and $4.6 billion, respectively, in the year-earlier quarter and the rates paid on those deposits averaged 3.54% and 4.82%, respectively. The rate paid on total non-brokered interest-bearing deposits in the first quarter of 2023 was 1.24%.

- 45 -


 

The accompanying table summarizes the components of average total deposits by segment for the quarters ended March 31, 2024, December 31, 2023 and March 31, 2023.

AVERAGE DEPOSITS BY SEGMENT

(Dollars in millions)

 

Commercial Bank

 

 

Retail Bank

 

 

Institutional Services and Wealth Management

 

 

All Other

 

 

Total

 

Three Months Ended March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

$

13,459

 

 

$

25,380

 

 

$

9,081

 

 

$

695

 

 

$

48,615

 

Savings and interest-checking deposits

 

 

29,721

 

 

 

51,274

 

 

 

7,131

 

 

 

6,741

 

 

 

94,867

 

Time deposits

 

 

353

 

 

 

14,995

 

 

 

37

 

 

 

5,198

 

 

 

20,583

 

Total

 

$

43,533

 

 

$

91,649

 

 

$

16,249

 

 

$

12,634

 

 

$

164,065

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

$

14,527

 

 

$

26,474

 

 

$

8,477

 

 

$

646

 

 

$

50,124

 

Savings and interest-checking deposits

 

 

28,702

 

 

 

51,941

 

 

 

6,728

 

 

 

5,994

 

 

 

93,365

 

Time deposits

 

 

425

 

 

 

13,507

 

 

 

31

 

 

 

7,261

 

 

 

21,224

 

Total

 

$

43,654

 

 

$

91,922

 

 

$

15,236

 

 

$

13,901

 

 

$

164,713

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

$

20,206

 

 

$

30,552

 

 

$

10,363

 

 

$

733

 

 

$

61,854

 

Savings and interest-checking deposits

 

 

22,263

 

 

 

54,650

 

 

 

7,957

 

 

 

3,183

 

 

 

88,053

 

Time deposits

 

 

330

 

 

 

6,667

 

 

 

13

 

 

 

4,620

 

 

 

11,630

 

Total

 

$

42,799

 

 

$

91,869

 

 

$

18,333

 

 

$

8,536

 

 

$

161,537

 

Funding Activities - Borrowings

The following table summarizes the average balances utilized from the Company's short-term and long-term borrowing facilities and note programs.

AVERAGE BORROWINGS

 

 

Three Months Ended

 

 

 

March 31,

 

 

December 31,

 

 

March 31,

 

(Dollars in millions)

 

2024

 

 

2023

 

 

2023

 

Short-term borrowings:

 

 

 

 

 

 

 

 

 

Federal funds purchased and repurchase agreements

 

$

307

 

 

$

404

 

 

$

364

 

FHLB advances

 

 

5,921

 

 

 

4,752

 

 

 

4,630

 

Total short-term borrowings

 

$

6,228

 

 

$

5,156

 

 

$

4,994

 

 

 

 

 

 

 

 

 

 

 

Long-term borrowings:

 

 

 

 

 

 

 

 

 

Senior notes

 

$

6,418

 

 

$

5,863

 

 

$

4,979

 

FHLB advances

 

 

1,323

 

 

 

5

 

 

 

5

 

Subordinated notes

 

 

977

 

 

 

989

 

 

 

980

 

Junior subordinated debentures

 

 

540

 

 

 

539

 

 

 

537

 

Asset-backed notes

 

 

505

 

 

 

495

 

 

 

 

Other

 

 

10

 

 

 

10

 

 

 

10

 

Total long-term borrowings

 

 

9,773

 

 

 

7,901

 

 

 

6,511

 

Total borrowed funds

 

$

16,001

 

 

$

13,057

 

 

$

11,505

 

The Company also uses borrowing capacity from banks, the FHLBs, the FRB of New York and others as sources of funding. Short-term borrowings represent arrangements that at the time they were entered into had a contractual maturity of one year or less. The higher levels of short-term borrowings in the first quarter of 2024 as compared with the fourth quarter of 2023 and year-earlier first quarter reflect the Company's management of liquidity.

Long-term borrowings averaged $9.8 billion, $7.9 billion and $6.5 billion in the three-month periods ending March 31, 2024, December 31, 2023 and March 31, 2023, respectively. In February 2024, M&T Bank advanced $2.0 billion from the FHLB of New York which matures in February 2025 at a variable rate of SOFR plus 25 basis points payable quarterly until maturity. In March 2024, M&T issued $850 million of senior notes that mature in March 2032 and pay a 6.08% fixed rate semi-annually until March 2031 after which SOFR plus 2.26% will be paid quarterly until maturity. Also in March 2024, M&T Bank issued $511 million of asset-backed notes secured by automobile loans with a weighted-average estimated life of approximately two years and a weighted-average interest rate of 5.29% at the time

- 46 -


 

of securitization. The increased usage of borrowing facilities reflects the Company's strategies to diversify its wholesale funding options to provide long-term funding stabilization and prepare for proposed regulations enumerating certain long-term debt requirements as described in Part I, Item 1 of M&T's 2023 Annual Report.

Additional information regarding borrowings is provided in notes 5 and 11 of Notes to Financial Statements.

Net Interest Margin

Net interest income can be impacted by changes in the composition of the Company's earning assets and interest-bearing liabilities, as discussed herein, as well as changes in interest rates and spreads. Net interest spread, or the difference between the taxable-equivalent yield on earning assets and the rate paid on interest-bearing liabilities, was 2.48% in the recent quarter, down 8 basis points from 2.56% in the fourth quarter of 2023. The decline in the net interest spread from the fourth quarter of 2023 reflects higher levels of average borrowings, partially offset by higher rates earned on investment securities. The yield on earning assets during the first quarter of 2024 was 5.74%, up 1 basis point from 5.73% in the fourth quarter of 2023. The rate paid on interest-bearing liabilities was 3.26% in the recent quarter, compared with 3.17% in the final quarter of 2023. In the first quarter of 2023, the net interest spread was 3.30%, the yield on earning assets was 5.16% and the rate paid on interest-bearing liabilities was 1.86%. The decline in the net interest spread in the recent quarter as compared with the first quarter of 2023 reflects the impact of higher rates paid on interest-bearing liabilities (predominantly interest-bearing deposits) resulting from a general rise in interest rates during the first three quarters of 2023, which outpaced higher yields earned on loans and leases, deposits at the FRB of New York and investment securities.

Net interest-free funds consist largely of noninterest-bearing demand deposits and shareholders’ equity, partially offset by bank owned life insurance and non-earning assets, including goodwill and core deposit and other intangible assets. Net interest-free funds averaged $61.7 billion in the first quarter of 2024, compared with $62.9 billion in the fourth quarter of 2023 and $72.9 billion in the year-earlier quarter. The lower level of average net interest-free funds in the recent quarter as compared with the fourth and first quarters of 2023 is predominantly the result of a decline in the average balance of noninterest-bearing deposits, partially offset by increases in common shareholders equity from retained earnings, net of common and preferred stock dividends. Noninterest-bearing deposits averaged $48.6 billion in the first quarter of 2024, compared with $50.1 billion in the last quarter of 2023 and $61.9 billion in the first quarter of 2023. The decline in average noninterest-bearing deposits since the first quarter of 2023 reflects customer use of off-balance sheet investment products and a shift in deposits to interest-bearing accounts as interest rates rose. The contribution of net interest-free funds to net interest margin was 1.04% in the first quarter of 2024, compared with 1.05% in the fourth quarter of 2023 and .74% in the first quarter of 2023. The increased contribution of net interest-free funds to net interest margin in the two most recent quarters as compared with the first 2023 quarter reflects higher rates paid on interest-bearing liabilities used to value net interest-free funds.

Reflecting the changes to the net interest spread and the contribution of net interest-free funds as described herein, the Company’s net interest margin was 3.52% in the first quarter of 2024, compared with 3.61% in the fourth quarter of 2023 and 4.04% in the year-earlier period. The higher interest rate environment has led to an increase in the rates paid on the Company's sources of funding which has outpaced the rise in yields on earning assets. Future changes in market interest rates or spreads, as well as changes in the composition of the Company’s portfolios of earning assets and interest-bearing liabilities that result in changes to spreads, could impact the Company’s net interest income and net interest margin.

Management assesses the potential impact of future changes in interest rates and spreads by projecting net interest income under several interest rate scenarios. In managing interest rate risk, the Company has utilized interest rate swap agreements to modify the repricing characteristics of certain portions of its earning assets and interest-bearing liabilities. Under the terms of those interest rate swap agreements, the Company received payments based on the outstanding notional amount at fixed rates and made payments at variable rates. Periodic settlement amounts arising from these agreements are reflected in either the yields on earning assets or the rates paid on interest-bearing liabilities. The Company enters into forward-starting interest rate swap agreements predominantly to hedge interest rate exposures expected in future periods. The following table summarizes information about interest rate swap agreements entered into for interest rate risk management purposes at March 31, 2024 and December 31, 2023.

- 47 -


 

INTEREST RATE SWAP AGREEMENTS - DESIGNATED AS HEDGES

 

 

Notional Amount

 

 

Average

 

 

Weighted-

 

 

 

 

 

 

Forward-

 

 

 

 

 

Maturity

 

 

Average Rate

 

(Dollars in millions)

 

Active

 

 

Starting

 

 

Total

 

 

(In years)

 

 

Fixed

 

 

Variable

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate long-term borrowings

 

$

2,000

 

 

$

1,850

 

 

$

3,850

 

 

 

5.9

 

 

 

3.48

%

 

 

5.51

%

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest payments on variable rate commercial
   real estate loans

 

 

17,477

 

 

 

5,950

 

 

 

23,427

 

 

 

1.7

 

 

3.38

 

 

5.33

 

     Total

 

$

19,477

 

 

$

7,800

 

 

$

27,277

 

 

 

2.3

 

 

 

 

 

 

 

December 31, 2023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate long-term borrowings

 

$

2,000

 

 

$

1,000

 

 

$

3,000

 

 

 

5.8

 

 

 

3.45

%

 

 

5.62

%

Cash flow hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest payments on variable rate commercial
   real estate loans

 

 

14,977

 

 

 

9,000

 

 

 

23,977

 

 

 

1.7

 

 

3.45

 

 

5.36

 

     Total

 

$

16,977

 

 

$

10,000

 

 

$

26,977

 

 

 

2.2

 

 

 

 

 

 

 

Information regarding the fair value of interest rate swap agreements is presented in note 10 of Notes to Financial Statements. The average notional amounts of interest rate swap agreements entered into for interest rate risk management purposes (excluding forward-starting interest rate swap agreements not in effect during the quarter), the related effect on net interest income and margin and the weighted-average interest rates paid or received on those swap agreements is presented in the table that follows.

INTEREST RATE SWAP AGREEMENTS - EFFECT ON NET INTEREST INCOME

 

 

Three Months Ended March 31,

 

.

 

2024

 

 

2023

 

(Dollars in millions)

 

Amount

 

 

Rate (a)

 

 

Amount

 

 

Rate (a)

 

Increase (decrease) in:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income (cash flow hedges)

 

$

(87

)

 

 

-.18

%

 

$

(59

)

 

 

-.13

%

Interest expense (fair value hedges)

 

 

13

 

 

 

.04

 

 

 

10

 

 

 

.04

 

Net interest income/margin

 

$

(100

)

 

 

-.21

%

 

$

(69

)

 

 

-.15

%

Average notional amount (b)

 

$

19,202

 

 

 

 

 

$

11,069

 

 

 

 

Rate received (c)

 

 

 

 

 

3.32

%

 

 

 

 

 

2.68

%

Rate paid (c)

 

 

 

 

 

5.38

 

 

 

 

 

 

5.17

 

 

(a)
Computed as an annualized percentage of average earning assets or interest-bearing liabilities.
(b)
Excludes forward-starting interest rate swap agreements not in effect during the period.
(c)
Weighted-average rate paid or received on interest rate swap agreements in effect during the period.

Provision for Credit Losses

A provision for credit losses is recorded to adjust the level of the allowance to reflect expected credit losses that are based on economic forecasts as of each reporting date. A provision for credit losses of $200 million was recorded in the first quarter of 2024, compared with $225 million in the fourth quarter of 2023 and $120 million in the year-earlier quarter. The comparatively higher provisions for credit losses in the most recent two quarters as compared with the first quarter of 2023 reflect declines in commercial real estate values and higher interest rates contributing to a deterioration in the performance of loans to commercial borrowers, including nonautomotive dealers and healthcare facilities, as well as growth in certain sectors of M&T's commercial and industrial and consumer loan portfolios. Net charge-offs totaled $138 million in 2024's first quarter as compared with $148 million in 2023's final quarter and $70 million in the year-earlier quarter. The lower level of net charge-offs in the first quarter of 2024 as compared with the preceding quarter included a decline in commercial real estate loan net charge-offs, partially offset by an increase in net charge-offs of commercial and industrial and consumer loans. As compared with year-earlier first quarter, the recent quarter net charge-offs reflect higher levels of commercial and industrial and consumer loan net charge-offs.

- 48 -


 

A summary of net charge-offs by loan type and as an annualized percentage of such average loans is presented in the table that follows.

NET CHARGE-OFF (RECOVERY) INFORMATION

 

 

First Quarter 2024

 

 

Fourth Quarter 2023

 

 

First Quarter 2023

 

(Dollars in millions)

 

Net Charge-Offs (Recoveries)

 

 

Annualized Percentage of Average Loans

 

 

Net Charge-Offs (Recoveries)

 

 

Annualized Percentage of Average Loans

 

 

Net Charge-Offs (Recoveries)

 

 

Annualized Percentage of Average Loans

 

Commercial and industrial

 

$

73

 

 

 

.51

%

 

$

42

 

 

 

.30

%

 

$

10

 

 

 

.08

%

Real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

 

8

 

 

 

.13

 

 

 

63

 

 

 

.98

 

 

 

28

 

 

 

.43

 

Residential builder and developer

 

 

 

 

 

.03

 

 

 

 

 

 

.10

 

 

 

2

 

 

 

.48

 

Other commercial construction

 

 

11

 

 

 

.69

 

 

 

7

 

 

 

.39

 

 

 

(2

)

 

 

-.09

 

Residential

 

 

 

 

 

-.01

 

 

 

3

 

 

 

.07

 

 

 

1

 

 

 

.01

 

Residential - limited documentation

 

 

 

 

 

 

 

 

 

 

 

-.01

 

 

 

 

 

 

 

Consumer:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Home equity lines and loans

 

 

 

 

 

.02

 

 

 

 

 

 

.04

 

 

 

 

 

 

.04

 

Recreational finance

 

 

21

 

 

 

.80

 

 

 

18

 

 

 

.72

 

 

 

11

 

 

 

.50

 

Automobile

 

 

5

 

 

 

.46

 

 

 

3

 

 

 

.32

 

 

 

2

 

 

 

.21

 

Other

 

 

20

 

 

 

4.03

 

 

 

12

 

 

 

2.14

 

 

 

18

 

 

 

3.51

 

Total

 

$

138

 

 

 

.42

%

 

$

148

 

 

 

.44

%

 

$

70

 

 

 

.22

%

Asset Quality

A summary of nonperforming assets and certain past due loan data and credit quality ratios is presented in the accompanying table.

NONPERFORMING ASSET AND PAST DUE LOAN DATA

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Nonaccrual loans

 

$

2,302

 

 

$

2,166

 

 

$

2,557

 

Real estate and other foreclosed assets

 

 

38

 

 

 

39

 

 

 

44

 

Total nonperforming assets

 

$

2,340

 

 

$

2,205

 

 

$

2,601

 

Accruing loans past due 90 days or more (a)

 

$

297

 

 

$

339

 

 

$

407

 

Government-guaranteed loans included in totals above:

 

 

 

 

 

 

 

 

 

   Nonaccrual loans

 

$

62

 

 

$

53

 

 

$

42

 

   Accruing loans past due 90 days or more (a)

 

 

244

 

 

 

298

 

 

 

306

 

Loans 30-89 days past due

 

 

1,410

 

 

 

1,724

 

 

 

1,892

 

 

 

 

 

 

 

 

 

 

 

Nonaccrual loans to total net loans and leases

 

 

1.71

%

 

 

1.62

%

 

 

1.92

%

Nonperforming assets to total net loans and
   leases and real estate and other foreclosed assets

 

 

1.73

 

 

 

1.64

 

 

 

1.96

 

Accruing loans past due 90 days or more to
   total net loans and leases

 

 

.22

 

 

 

.25

 

 

 

.31

 

Loans 30-89 days past due to total net loans and leases

 

 

1.04

 

 

 

1.29

 

 

 

1.42

 

 

(a)
Predominantly residential real estate loans.

Nonaccrual loans were $2.3 billion at March 31, 2024, $136 million higher than December 31, 2023 and $255 million lower than March 31, 2023. The higher level of nonaccrual loans at the recent quarter end as compared with the immediately preceding quarter end was largely attributable to an increase in commercial and industrial nonaccrual loans, most notably loans to nonautomotive finance dealers and the manufacturing and services industries, partially offset by a decrease in commercial real estate nonaccrual loans. The decrease in nonaccrual loans at March 31, 2024 as compared with year-earlier quarter was predominantly due to lower levels of commercial real estate nonaccrual loans, including net charge-offs, and residential real estate nonaccrual loans, partially offset by a rise in commercial and industrial nonaccrual loans.

- 49 -


 

Government-guaranteed loans classified as accruing loans past due 90 days or more included one-to-four family residential mortgage loans serviced by the Company that were repurchased to reduce associated servicing costs, including a requirement to advance principal and interest payments that had not been received from individual mortgagors. Despite the loans being purchased by the Company, the insurance or guarantee by the applicable government-related entity remains in force. The outstanding principal balances of the repurchased loans included in the amounts noted herein that are guaranteed by government-related entities totaled $195 million at March 31, 2024, $228 million at December 31, 2023 and $242 million at March 31, 2023. The remaining accruing loans past due 90 days or more not guaranteed by government-related entities were loans considered to be with creditworthy borrowers that were in the process of collection or renewal.

Approximately 73% of loans 30 to 89 days past due were less than 60 days delinquent at each of March 31, 2024 and December 31, 2023. Information about past due and nonaccrual loans at March 31, 2024 and December 31, 2023 is also included in note 4 of Notes to Financial Statements.

During the normal course of business, the Company modifies loans to maximize recovery efforts. The types of modifications that the Company grants typically include principal deferrals and interest rate reductions but may also include other types of modifications. The Company may offer such modified terms to borrowers experiencing financial difficulty. Such modified loans may be considered nonaccrual if the Company does not expect to collect the contractual cash flows owed under the loan agreement. Information about modifications of loans to borrowers experiencing financial difficulty is included in note 4 of Notes to Financial Statements.

The Company utilizes a loan grading system to differentiate risk amongst its commercial and industrial loans and commercial real estate loans. Loans with a lower expectation of default are assigned one of ten possible “pass” loan grades while specific loans determined to have an elevated level of credit risk are classified as “criticized.” A criticized loan may be classified as “nonaccrual” if the Company no longer expects to collect all amounts according to the contractual terms of the loan agreement or the loan is delinquent 90 days or more.

Line of business personnel in different geographic locations with support from and review by the Company’s credit risk personnel review and reassign loan grades based on their detailed knowledge of individual borrowers and their judgment of the impact on such borrowers resulting from changing conditions in their respective regions. The Company’s policy is that, at least annually, updated financial information is obtained from commercial borrowers associated with pass grade loans and additional analysis performed. On a quarterly basis, the Company’s centralized credit risk department personnel reviews all criticized commercial and industrial loans and commercial real estate loans greater than $5 million to determine the appropriateness of the assigned loan grade, including whether the loan should be reported as accruing or nonaccruing. For criticized nonaccrual loans, additional meetings are held with loan officers and their managers, workout specialists and senior management to discuss each of the relationships. In analyzing criticized loans, borrower-specific information is reviewed, including operating results, future cash flows, recent developments and the borrower’s outlook, and other pertinent data. The timing and extent of potential losses, considering collateral valuation and other factors, and the Company’s potential courses of action are contemplated.

Targeted loan reviews have periodically been performed over segments of loan portfolios that are experiencing heightened credit risk due to current or anticipated economic conditions. The intention of such reviews is to identify trends across such portfolios and inform portfolio risk limits and loss mitigation strategies. The business climate in the first quarter of 2024 has continued to be subjected to inflationary pressures and elevated interest rates. These conditions have impacted many borrowers, particularly those with investor-owned commercial real estate loans in the hotel, office, retail, multifamily and healthcare sectors, including construction-related financing, and commercial and industrial loans to nonautomotive dealers and manufacturing and transportation industries. In 2023 and 2024, the Company completed targeted loan reviews covering the majority of its investor-owned commercial real estate portfolio, inclusive of construction loans, with a focus on criticized loans and loans with maturities in the next twelve months. The primary source of repayment of these loans is typically tenant lease payments to the investor/borrower. Vacancies, which have been influenced by certain demographic changes, and higher interest rates have contributed to lower current and anticipated future debt service coverage ratios, which has and could continue to influence the ability of borrowers to make existing loan payments. Lower debt service coverage ratios and reduced commercial real estate values also impact the ability of borrowers to refinance their obligations at loan maturity. As a result, criticized

- 50 -


 

investor-owned commercial real estate loans have remained elevated at $8.5 billion or 26% of such loans at March 31, 2024 and $8.8 billion or 27% of such loans at December 31, 2023. Investor-owned commercial real estate loans comprised 66% and 70% of total criticized loans at March 31, 2024 and December 31, 2023, respectively. The weighted-average LTV ratios for investor-owned commercial real estate loans was approximately 56% at each of March 31, 2024 and December 31, 2023. Criticized loans secured by investor-owned commercial real estate had a weighted-average LTV ratio of approximately 62% at March 31, 2024 and 61% at December 31, 2023.

The Company monitors its concentration of commercial real estate lending as a percentage of its Tier 1 capital plus its allowable allowance for credit losses, consistent with a metric utilized to differentiate such concentrations amongst regulated financial institutions. This metric, as prescribed in supervisory guidance, excludes loans secured by commercial real estate considered to be owner-occupied, but includes certain other loans, such as loans to real estate investment trusts, that are classified as commercial and industrial loans. The Company's commercial real estate loan concentration approximated 176% of Tier 1 capital plus its allowable allowance for credit losses at March 31, 2024, compared with 183% at December 31, 2023. The Company has reduced its relative concentration of investor-owned commercial real estate loans throughout 2023 and the first quarter of 2024.

The accompanying tables summarize the outstanding balances, and associated criticized balances, of commercial and industrial loans and leases by industry and commercial real estate loans by property type, respectively, at March 31, 2024 and December 31, 2023.

CRITICIZED COMMERCIAL AND INDUSTRIAL LOANS

 

 

 

March 31, 2024

 

 

December 31, 2023

 

(Dollars in millions)

 

 

Outstanding

 

 

Criticized Accrual

 

 

Criticized Nonaccrual

 

 

Total Criticized

 

 

Outstanding

 

 

Criticized Accrual

 

 

Criticized Nonaccrual

 

 

Total Criticized

 

Commercial and industrial excluding
   owner-occupied real estate by industry:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial and insurance

 

 

$

10,538

 

 

$

261

 

 

$

37

 

 

$

298

 

 

$

10,679

 

 

$

346

 

 

$

3

 

 

$

349

 

Services

 

 

 

7,180

 

 

 

260

 

 

 

130

 

 

 

390

 

 

 

6,715

 

 

 

295

 

 

 

100

 

 

 

395

 

Motor vehicle and recreational
   finance dealers

 

 

 

6,268

 

 

 

525

 

 

 

109

 

 

 

634

 

 

 

6,242

 

 

 

164

 

 

 

51

 

 

 

215

 

Manufacturing

 

 

 

6,226

 

 

 

616

 

 

 

122

 

 

 

738

 

 

 

5,981

 

 

 

549

 

 

 

65

 

 

 

614

 

Wholesale

 

 

 

3,955

 

 

 

268

 

 

 

34

 

 

 

302

 

 

 

3,803

 

 

 

180

 

 

 

45

 

 

 

225

 

Transportation, communications,
   utilities

 

 

 

3,525

 

 

 

233

 

 

 

70

 

 

 

303

 

 

 

3,342

 

 

 

195

 

 

 

71

 

 

 

266

 

Retail

 

 

 

2,893

 

 

 

83

 

 

 

41

 

 

 

124

 

 

 

2,727

 

 

 

102

 

 

 

35

 

 

 

137

 

Construction

 

 

 

2,089

 

 

 

176

 

 

 

68

 

 

 

244

 

 

 

2,092

 

 

 

173

 

 

 

62

 

 

 

235

 

Health services

 

 

 

1,991

 

 

 

286

 

 

 

34

 

 

 

320

 

 

 

1,950

 

 

 

297

 

 

 

28

 

 

 

325

 

Real estate investors

 

 

 

1,618

 

 

 

195

 

 

 

4

 

 

 

199

 

 

 

1,684

 

 

 

189

 

 

 

4

 

 

 

193

 

Other

 

 

 

1,676

 

 

 

100

 

 

 

54

 

 

 

154

 

 

 

1,889

 

 

 

123

 

 

 

50

 

 

 

173

 

Total commercial and industrial
   excluding owner-occupied real estate

 

 

$

47,959

 

 

$

3,003

 

 

$

703

 

 

$

3,706

 

 

$

47,104

 

 

$

2,613

 

 

$

514

 

 

$

3,127

 

Owner-occupied real estate by industry:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Services

 

 

$

2,122

 

 

$

140

 

 

$

51

 

 

$

191

 

 

$

2,162

 

 

$

154

 

 

$

51

 

 

$

205

 

Motor vehicle and recreational
   finance dealers

 

 

 

1,922

 

 

 

45

 

 

 

9

 

 

 

54

 

 

 

1,867

 

 

 

10

 

 

 

7

 

 

 

17

 

Retail

 

 

 

1,587

 

 

 

132

 

 

 

14

 

 

 

146

 

 

 

1,541

 

 

 

107

 

 

 

13

 

 

 

120

 

Wholesale

 

 

 

944

 

 

 

48

 

 

 

3

 

 

 

51

 

 

 

940

 

 

 

28

 

 

 

2

 

 

 

30

 

Manufacturing

 

 

 

837

 

 

 

58

 

 

 

29

 

 

 

87

 

 

 

842

 

 

 

64

 

 

 

24

 

 

 

88

 

Real estate investors

 

 

 

795

 

 

 

24

 

 

 

16

 

 

 

40

 

 

 

818

 

 

 

26

 

 

 

12

 

 

 

38

 

Health services

 

 

 

639

 

 

 

53

 

 

 

22

 

 

 

75

 

 

 

656

 

 

 

55

 

 

 

26

 

 

 

81

 

Other

 

 

 

1,092

 

 

 

33

 

 

 

17

 

 

 

50

 

 

 

1,080

 

 

 

32

 

 

 

21

 

 

 

53

 

Total owner-occupied real estate

 

 

 

9,938

 

 

 

533

 

 

 

161

 

 

 

694

 

 

 

9,906

 

 

 

476

 

 

 

156

 

 

 

632

 

Total

 

 

$

57,897

 

 

$

3,536

 

 

$

864

 

 

$

4,400

 

 

$

57,010

 

 

$

3,089

 

 

$

670

 

 

$

3,759

 

 

- 51 -


 

CRITICIZED COMMERCIAL REAL ESTATE LOANS

 

 

 

March 31, 2024

 

 

December 31, 2023

 

(Dollars in millions)

 

 

Outstanding

 

 

Criticized Accrual

 

 

Criticized Nonaccrual

 

 

Total Criticized

 

 

Outstanding

 

 

Criticized Accrual

 

 

Criticized Nonaccrual

 

 

Total Criticized

 

Permanent finance by property type:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Apartments/Multifamily

 

 

$

6,441

 

 

$

1,003

 

 

$

112

 

 

$

1,115

 

 

$

6,165

 

 

$

1,184

 

 

$

115

 

 

$

1,299

 

Retail/Service

 

 

 

5,795

 

 

 

1,039

 

 

 

229

 

 

 

1,268

 

 

 

5,912

 

 

 

1,075

 

 

 

227

 

 

 

1,302

 

Office

 

 

 

4,599

 

 

 

1,011

 

 

 

147

 

 

 

1,158

 

 

 

4,727

 

 

 

879

 

 

 

185

 

 

 

1,064

 

Health services

 

 

 

3,626

 

 

 

1,409

 

 

 

177

 

 

 

1,586

 

 

 

3,615

 

 

 

1,364

 

 

 

117

 

 

 

1,481

 

Hotel

 

 

 

2,485

 

 

 

485

 

 

 

175

 

 

 

660

 

 

 

2,510

 

 

 

496

 

 

 

210

 

 

 

706

 

Industrial/Warehouse

 

 

 

1,925

 

 

 

133

 

 

 

13

 

 

 

146

 

 

 

2,034

 

 

 

224

 

 

 

13

 

 

 

237

 

Other

 

 

 

297

 

 

 

45

 

 

 

2

 

 

 

47

 

 

 

314

 

 

 

28

 

 

 

2

 

 

 

30

 

Total permanent

 

 

 

25,168

 

 

 

5,125

 

 

 

855

 

 

 

5,980

 

 

 

25,277

 

 

 

5,250

 

 

 

869

 

 

 

6,119

 

Construction/Development

 

 

 

7,248

 

 

 

2,419

 

 

 

144

 

 

 

2,563

 

 

 

7,726

 

 

 

2,527

 

 

 

174

 

 

 

2,701

 

Total

 

 

$

32,416

 

 

$

7,544

 

 

$

999

 

 

$

8,543

 

 

$

33,003

 

 

$

7,777

 

 

$

1,043

 

 

$

8,820

 

Total criticized commercial and industrial loans and commercial real estate loans were $12.9 billion and $12.6 billion at March 31, 2024 and December 31, 2023, respectively. Criticized loans represented 14.3% of the total commercial and industrial and commercial real estate loans at March 31, 2024, compared with 14.0% at December 31, 2023. At March 31, 2024 and December 31, 2023, permanent finance commercial real estate loans comprised 46% and 49% of total criticized loans, respectively, whereas commercial and industrial loans represented 34% and 30%, respectively, and construction loans represented 20% and 21%, respectively. Loans to nonautomotive finance dealers and manufacturing, wholesale and transportation companies mainly contributed to the $641 million increase in commercial and industrial criticized loans from December 31, 2023 to March 31, 2024.

The Company’s loss identification and estimation techniques with respect to loans secured by residential real estate make reference to loan performance and house price data in specific areas of the country where collateral securing the Company’s residential real estate loans is located. For residential real estate-related loans, including home equity loans and lines of credit, the excess of the loan balance over the net realizable value of the property collateralizing the loan is charged-off when the loan becomes 150 days delinquent. That charge-off is based on recent indications of value from external parties that are generally obtained shortly after a loan becomes nonaccrual. Loans to consumers that file for bankruptcy are generally charged-off to estimated net collateral value shortly after the Company is notified of such filings. Limited documentation first lien mortgage loans represent loans secured by residential real estate that at origination typically included some form of limited borrower documentation requirements as compared with more traditional loans. The Company no longer originates limited documentation loans. With respect to junior lien loans, to the extent known by the Company, if a related senior lien loan would be on nonaccrual status because of payment delinquency, even if such senior lien loan was not owned by the Company, the junior lien loan or line that is owned by the Company is placed on nonaccrual status. In monitoring the credit quality of its home equity portfolio for purposes of determining the allowance for credit losses, the Company reviews delinquency and nonaccrual information and considers recent charge-off experience. When evaluating individual home equity loans and lines of credit for charge-off and for purposes of determining the allowance for credit losses, the Company considers the required repayment of any first lien positions related to collateral property. Information about the location of loans secured by residential real estate is presented in the following table.

- 52 -


 

NONACCRUAL LOANS SECURED BY RESIDENTIAL REAL ESTATE

 

 

March 31, 2024

 

 

 

 

 

 

Nonaccrual

 

 

 

 

 

 

 

 

 

Percent of

 

 

 

Outstanding

 

 

 

 

 

Outstanding

 

(Dollars in millions)

 

Balances

 

 

Balances

 

 

Balances

 

Residential mortgage loans:

 

 

 

 

 

 

 

 

 

 New York

 

$

6,625

 

 

$

85

 

 

 

1.28

%

 Mid-Atlantic (a)

 

 

6,605

 

 

 

57

 

 

 

.86

 

 New England (b)

 

 

6,010

 

 

 

43

 

 

 

.72

 

 Other

 

 

2,952

 

 

 

17

 

 

 

.58

 

 Total

 

$

22,192

 

 

$

202

 

 

 

.91

%

Limited documentation first lien mortgage loans:

 

 

 

 

 

 

 

 

 

 New York

 

$

403

 

 

$

24

 

 

 

5.81

%

 Mid-Atlantic (a)

 

 

361

 

 

 

20

 

 

 

5.52

 

 New England (b)

 

 

84

 

 

 

7

 

 

 

8.76

 

 Other

 

 

36

 

 

 

2

 

 

 

6.53

 

 Total

 

$

884

 

 

$

53

 

 

 

6.00

%

First lien home equity loans and lines of credit:

 

 

 

 

 

 

 

 

 

 New York

 

$

815

 

 

$

17

 

 

 

2.06

%

 Mid-Atlantic (a)

 

 

967

 

 

 

23

 

 

 

2.43

 

 New England (b)

 

 

456

 

 

 

6

 

 

 

1.25

 

 Other

 

 

17

 

 

 

3

 

 

 

16.54

 

 Total

 

$

2,255

 

 

$

49

 

 

 

2.16

%

Junior lien home equity loans and lines of credit:

 

 

 

 

 

 

 

 

 

 New York

 

$

767

 

 

$

16

 

 

 

2.15

%

 Mid-Atlantic (a)

 

 

910

 

 

 

15

 

 

 

1.64

 

 New England (b)

 

 

600

 

 

 

7

 

 

 

1.11

 

 Other

 

 

26

 

 

 

 

 

 

.52

 

 Total

 

$

2,303

 

 

$

38

 

 

 

1.66

%

 

(a)
Includes Delaware, Maryland, New Jersey, Pennsylvania, Virginia, West Virginia and the District of Columbia.
(b)
Includes Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island and Vermont.

Factors that influence the Company’s credit loss experience include overall economic conditions affecting businesses and consumers, generally, but also residential and commercial real estate valuations, in particular, given the size of the Company’s real estate loan portfolios. Commercial real estate valuations can be highly subjective, as they are based upon many assumptions. Such valuations can be significantly affected over relatively short periods of time by changes in business climate, economic conditions, interest rates and, in many cases, the results of operations of businesses and other occupants of the real property. Similarly, residential real estate valuations can be impacted by housing trends, the availability of financing at reasonable interest rates and general economic conditions affecting consumers.

A comparative summary of consumer loans in nonaccrual status by product is presented in the following table.

NONACCRUAL CONSUMER LOANS

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

Home equity lines and loans

 

$

87

 

 

$

81

 

Recreational finance

 

 

30

 

 

 

36

 

Automobile

 

 

13

 

 

 

14

 

Other

 

 

54

 

 

 

52

 

Total

 

$

184

 

 

$

183

 

 

- 53 -


 

Allowance for Credit Losses

Management determines the allowance for credit losses under accounting guidance that requires estimating the amount of current expected credit losses over the remaining contractual term of the loan and lease portfolio. A description of the methodologies used by the Company to estimate its allowance for credit losses can be found in note 4 of Notes to Financial Statements.

In establishing the allowance for credit losses, the Company estimates losses attributable to specific troubled credits identified through both normal and targeted credit review processes and also estimates losses for other loans and leases with similar risk characteristics on a collective basis. For purposes of determining the level of the allowance for credit losses, the Company evaluates its loan and lease portfolio by type. At the time of the Company’s analysis regarding the determination of the allowance for credit losses as of March 31, 2024 concerns existed about elevated levels of inflation; potential liquidity shortages and tightening credit in the financial services markets; a slowing economy or possible recession during the remainder of 2024; the volatile nature of global markets and international economic conditions that could impact the U.S. economy; Federal Reserve positioning of monetary policy; downward pressures on commercial and residential real estate values especially in the office, retail and healthcare sectors; higher interest rates and wage pressures impacting commercial borrowers, including nonautomotive finance dealers; the extent to which borrowers, in particular commercial real estate borrowers, may be negatively affected by general economic conditions; and continued stagnant population and economic growth in the upstate New York and central Pennsylvania regions (approximately 37% of the Company’s loans and leases are to customers in New York State and Pennsylvania) that historically lag other regions of the country.

The Company generally estimates current expected credit losses on loans with similar risk characteristics on a collective basis. To estimate expected losses, the Company utilizes statistically developed models to project principal balances over the remaining contractual lives of the loan portfolios and determine estimated credit losses through a reasonable and supportable forecast period. The Company’s approach for estimating current expected credit losses for loans and leases at March 31, 2024 and December 31, 2023 included utilizing macroeconomic assumptions to project losses over a two-year reasonable and supportable forecast period. Subsequent to the forecast period, the Company reverted to longer-term historical loss experience, over a period of one year, to estimate expected credit losses over the remaining contractual life. Forward-looking estimates of certain macroeconomic variables are determined by the M&T Scenario Review Committee, which is comprised of senior management business leaders and economists. The assumptions utilized as of March 31, 2024 and December 31, 2023 are presented in the following table and were based on information available at or near the time the Company was preparing its estimate of expected credit losses as of those dates.

ALLOWANCE FOR CREDIT LOSSES MACROECONOMIC ASSUMPTIONS

 

 

March 31, 2024

 

 

December 31, 2023

 

 

 

Year 1

 

 

Year 2

 

 

Cumulative

 

 

Year 1

 

 

Year 2

 

 

Cumulative

 

National unemployment rate

 

 

4.4

%

 

 

4.7

%

 

 

 

 

 

4.4

%

 

 

4.7

%

 

 

 

Real GDP growth rate

 

 

1.0

 

 

1.8

 

 

 

2.8

%

 

 

.9

 

 

1.9

 

 

 

2.8

%

Commercial real estate price
   index growth/decline rate

 

-6.9

 

 

5.5

 

 

-1.5

 

 

-9.1

 

 

4.8

 

 

-4.5

 

Home price index growth/
   decline rate

 

 

-2.0

 

 

 

.4

 

 

-1.6

 

 

-3.2

 

 

 

-.1

 

 

-3.3

 

In establishing the allowance for credit losses, the Company also considers the impact of portfolio concentrations, imprecision in economic forecasts, geopolitical conditions and other risk factors that influence the loss estimation process. With respect to economic forecasts, the Company assessed the likelihood of alternative economic scenarios during the two-year reasonable and supportable time period. Generally, an increase in unemployment rate or a decrease in any of the rate of change in GDP, commercial real estate prices or home prices could have an adverse impact on expected credit losses and may result in an increase to the allowance for credit losses. Forward-looking economic forecasts are subject to inherent imprecision and future events may differ materially from forecasted events. In consideration of such uncertainty, the following alternative economic scenarios were considered to estimate the possible impact on modeled credit losses.

- 54 -


 

ALLOWANCE FOR CREDIT LOSSES SENSITIVITIES

 

 

March 31, 2024

 

 

 

Year 1

 

 

Year 2

 

 

Cumulative

 

Potential downside economic scenario:

 

 

 

 

 

 

 

 

 

National unemployment rate

 

 

6.5

%

 

 

7.4

%

 

 

 

Real GDP growth/decline rate

 

-2.3

 

 

1.6

 

 

 

-.8

%

Commercial real estate price index decline rate

 

 

-18.0

 

 

 

-2.0

 

 

-19.6

 

Home price index growth/decline rate

 

 

-10.4

 

 

 

.5

 

 

 

-10.0

 

Potential upside economic scenario:

 

 

 

 

 

 

 

 

 

National unemployment rate

 

3.3

 

 

3.2

 

 

 

 

Real GDP growth rate

 

3.5

 

 

2.4

 

 

 

6.0

 

Commercial real estate price index growth/decline rate

 

-1.8

 

 

9.2

 

 

 

7.3

 

Home price index growth rate

 

2.7

 

 

2.2

 

 

 

5.0

 

 

(Dollars in millions)

 

Impact to Modeled Credit Losses
Increase (Decrease)

 

Potential downside economic scenario

 

$

347

 

Potential upside economic scenario

 

 

(170

)

These examples are only a few of the numerous possible economic scenarios that could be utilized in assessing the sensitivity of expected credit losses. The estimated impacts on credit losses in such scenarios pertain only to modeled credit losses and do not include consideration of other factors the Company may evaluate when determining its allowance for credit losses. As a result, it is possible that the Company may, at another point in time, reach different conclusions regarding credit loss estimates. The Company’s process for determining the allowance for credit losses undergoes quarterly and periodic evaluations by independent risk management personnel, which among many other considerations, evaluate the reasonableness of management’s methodology and significant assumptions. Further information about the Company’s methodology to estimate expected credit losses is included in note 4 of Notes to Financial Statements.

Management has assessed that the allowance for credit losses at March 31, 2024 appropriately reflected expected credit losses inherent in the portfolio as of that date. The allowance for credit losses totaled $2.2 billion at March 31, 2024, compared with $2.1 billion at December 31, 2023. As a percentage of loans outstanding, the allowance was 1.62% at March 31, 2024 and 1.59% at December 31, 2023. The increase in the allowance for credit losses as a percentage of loans and leases outstanding reflects a higher level of credit losses expected on certain commercial borrowers, including nonautomotive dealers and healthcare facilities. Included in the allocation of the allowance for credit losses were reserves for loans secured by office properties of 4.37% at each of March 31, 2024 and December 31, 2023. The level of the allowance reflects management’s evaluation of the loan and lease portfolio using the methodology and considering the factors as described herein. Should the various economic forecasts and credit factors considered by management in establishing the allowance for credit losses change and should management’s assessment of losses in the loan portfolio also change, the level of the allowance as a percentage of loans could increase or decrease in future periods. The reported level of the allowance reflects management’s evaluation of the loan and lease portfolio as of each respective date. Furthermore, the Company's allowance is general in nature and is available to absorb losses from any loan or lease category.

The ratio of the allowance for credit losses to total nonaccrual loans at March 31, 2024 and December 31, 2023 was 95% and 98%, respectively. Given the Company’s general position as a secured lender and its practice of charging off loan balances when collection is deemed doubtful, that ratio and changes in the ratio are generally not an indicative measure of the adequacy of the Company’s allowance for credit losses, nor does management rely upon that ratio in assessing the adequacy of the Company’s allowance for credit losses.

- 55 -


 

Other Income

The components of other income are presented in the accompanying table.

OTHER INCOME

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31,
2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Mortgage banking revenues

 

$

104

 

 

$

112

 

 

$

(8

)

 

 

-7

%

 

$

104

 

 

$

85

 

 

$

19

 

 

 

23

%

Service charges on deposit accounts

 

 

124

 

 

 

121

 

 

 

3

 

 

 

2

 

 

 

124

 

 

 

113

 

 

 

11

 

 

 

9

 

Trust income

 

 

160

 

 

 

159

 

 

 

1

 

 

 

1

 

 

 

160

 

 

 

194

 

 

 

(34

)

 

 

-17

 

Brokerage services income

 

 

29

 

 

 

26

 

 

 

3

 

 

 

10

 

 

 

29

 

 

 

24

 

 

 

5

 

 

 

20

 

Trading account and other non-hedging
   derivative gains

 

 

9

 

 

 

11

 

 

 

(2

)

 

 

-19

 

 

 

9

 

 

 

12

 

 

 

(3

)

 

 

-21

 

Gain (loss) on bank investment securities

 

 

2

 

 

 

4

 

 

 

(2

)

 

 

-35

 

 

 

2

 

 

 

 

 

 

2

 

 

 

 

Other revenues from operations

 

 

152

 

 

 

145

 

 

 

7

 

 

 

4

 

 

 

152

 

 

 

159

 

 

 

(7

)

 

 

-5

 

Total other income

 

$

580

 

 

$

578

 

 

$

2

 

 

 

%

 

$

580

 

 

$

587

 

 

$

(7

)

 

 

-1

%

Mortgage banking revenues

Mortgage banking revenues are comprised of both residential and commercial mortgage banking activities, which consist of realized gains and losses from sales of real estate loans and loan servicing rights, unrealized gains and losses on real estate loans held for sale and related commitments, real estate loan servicing fees, and other real estate loan related fees and income. The Company's involvement in commercial mortgage banking activities includes the origination, sales and servicing of loans under the multifamily loan programs of Fannie Mae, Freddie Mac, and the U.S. Department of Housing and Urban Development.

RESIDENTIAL MORTGAGE BANKING ACTIVITIES

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Residential mortgage banking revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains on loans originated for sale

 

$

7

 

 

$

5

 

 

$

2

 

 

 

35

%

 

$

7

 

 

$

3

 

 

$

4

 

 

 

138

%

Loan servicing fees

 

 

39

 

 

 

38

 

 

 

1

 

 

 

2

 

 

 

39

 

 

 

20

 

 

 

19

 

 

 

100

 

Loan sub-servicing and other fees

 

 

32

 

 

 

31

 

 

 

1

 

 

 

5

 

 

 

32

 

 

 

32

 

 

 

 

 

 

1

 

   Total loan servicing revenues

 

 

71

 

 

 

69

 

 

 

2

 

 

 

3

 

 

 

71

 

 

 

52

 

 

 

19

 

 

 

38

 

      Total residential mortgage banking revenues

 

$

78

 

 

$

74

 

 

$

4

 

 

 

5

%

 

$

78

 

 

$

55

 

 

$

23

 

 

 

43

%

New commitments to originate loans for sale

 

$

288

 

 

$

243

 

 

$

45

 

 

 

18

%

 

$

288

 

 

$

276

 

 

$

12

 

 

 

5

%

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Balances at period end

 

 

 

 

 

 

 

 

 

Loans held for sale

 

$

165

 

 

$

190

 

 

$

152

 

Commitments to originate loans for sale

 

 

211

 

 

 

163

 

 

 

199

 

Commitments to sell loans

 

 

315

 

 

 

295

 

 

 

284

 

Capitalized mortgage loan servicing assets

 

 

432

 

 

 

456

 

 

 

532

 

 

 

 

 

 

 

 

 

 

 

Loans serviced for others

 

 

39,598

 

 

 

40,021

 

 

 

41,547

 

Loans sub-serviced for others (a)

 

 

111,964

 

 

 

115,321

 

 

 

97,989

 

   Total loans serviced for others

 

$

151,562

 

 

$

155,342

 

 

$

139,536

 

 

(a)
The contractual servicing rights associated with residential mortgage loans sub-serviced by the Company were predominantly held by affiliates of BLG. Information about the Company’s relationship with BLG and its affiliates is included in note 15 of Notes to Financial Statements.
The increase in residential mortgage loan servicing fees of $19 million in the three-month period ending March 31, 2024 as compared with the similar 2023 period primarily reflects a $350 million bulk purchase of residential mortgage loan servicing rights associated with $19.5 billion of residential real estate loans on March 31, 2023.
The lower balance of capitalized residential mortgage servicing rights at March 31, 2024 and December 31, 2023 as compared with March 31, 2023 reflects amortization of those servicing rights.

- 56 -


 

COMMERCIAL MORTGAGE BANKING ACTIVITIES

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Commercial mortgage banking revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains on loans originated for sale

 

$

8

 

 

$

20

 

 

$

(12

)

 

 

-62

%

 

$

8

 

 

$

14

 

 

$

(6

)

 

 

-45

%

Loan servicing fees and other

 

 

18

 

 

 

18

 

 

 

 

 

 

2

 

 

 

18

 

 

 

16

 

 

 

2

 

 

 

12

 

   Total commercial mortgage banking revenues

 

$

26

 

 

$

38

 

 

$

(12

)

 

 

-32

%

 

$

26

 

 

$

30

 

 

$

(4

)

 

 

-14

%

Loans originated for sale to other investors

 

$

1,044

 

 

$

506

 

 

$

538

 

 

 

106

%

 

$

1,044

 

 

$

672

 

 

$

372

 

 

 

55

%

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Balances at period end

 

 

 

 

 

 

 

 

 

Loans held for sale

 

$

563

 

 

$

189

 

 

$

321

 

Commitments to originate loans for sale

 

 

451

 

 

 

916

 

 

 

588

 

Commitments to sell loans

 

 

1,014

 

 

 

1,105

 

 

 

909

 

Capitalized mortgage loan servicing assets

 

 

122

 

 

 

123

 

 

 

124

 

 

 

 

 

 

 

 

 

 

 

Loans serviced for others (a)

 

 

24,771

 

 

 

24,157

 

 

 

22,389

 

Loans sub-serviced for others

 

 

3,906

 

 

 

3,873

 

 

 

3,786

 

   Total loans serviced for others

 

$

28,677

 

 

$

28,030

 

 

$

26,175

 

 

(a)
Includes $4.0 billion, $3.9 billion and $3.8 billion of loan balances for which investors had recourse to the Company if such balances are ultimately uncollectible at March 31, 2024, December 31, 2023 and March 31, 2023, respectively.
The decline in gains on commercial mortgage loans originated for sale in the first three months of 2024 as compared with the fourth quarter of 2023 and the corresponding 2023 period reflects lower volumes of new commitments to originate commercial real estate loans for sale, which were influenced by a higher interest rate environment.

Service charges on deposit accounts

Service charges on deposit accounts in the recent quarter increased $3 million from the fourth quarter of 2023 reflecting higher commercial service charges from pricing changes. The $11 million increase in the recent quarter as compared with the similar 2023 quarter also reflects the increased customer usage of sweep products.

Trust income

Trust income includes fees from two significant businesses managed within the Company's Institutional Services and Wealth Management segment. The Institutional Services business provides a variety of trustee, agency, investment management and administrative services for corporations and institutions, investment bankers, corporate tax, finance and legal executives, and other institutional clients who: (i) use capital markets financing structures; (ii) use independent trustees to hold assets (including retirement plan assets prior to the sale of CIT); and (iii) need investment and cash management services. The Wealth Management business offers personal trust, planning, fiduciary, asset management, family office and other services designed to help high net worth individuals and families grow, preserve and transfer wealth.

TRUST INCOME AND ASSETS UNDER MANAGEMENT

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Trust income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Institutional Services

 

$

81

 

 

$

82

 

 

$

(1

)

 

 

-1

%

 

$

81

 

 

$

120

 

 

$

(39

)

 

 

-32

%

Wealth Management

 

 

78

 

 

 

76

 

 

 

2

 

 

 

3

 

 

 

78

 

 

 

74

 

 

 

4

 

 

 

4

 

Commercial

 

 

1

 

 

 

1

 

 

 

 

 

 

9

 

 

 

1

 

 

 

 

 

 

1

 

 

 

179

 

   Total trust income

 

$

160

 

 

$

159

 

 

$

1

 

 

 

1

%

 

$

160

 

 

$

194

 

 

$

(34

)

 

 

-17

%

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Assets under management at period end

 

 

 

 

 

 

 

 

 

Trust assets under management (excluding proprietary funds)

 

$

65,191

 

 

$

63,963

 

 

$

161,495

 

Proprietary mutual funds

 

 

15,280

 

 

 

14,772

 

 

 

14,124

 

   Total assets under management

 

$

80,471

 

 

$

78,735

 

 

$

175,619

 

 

- 57 -


 

In April 2023, M&T completed the divestiture of its CIT business to a private equity firm. Revenues associated with that business and included in Institutional Services trust income totaled $45 million in the first quarter of 2023. After considering expenses, the results of operations of that business were not material to M&T's net income in 2023's initial quarter.
Institutional Services trust income not related to the CIT business increased $6 million for the first three months of 2024 as compared with the similar 2023 period reflecting higher sales and fund management fees from its global capital markets business.
The lower assets under management at March 31, 2024 and December 31, 2023 as compared with March 31, 2023 reflects the sale of the CIT business in the second quarter of 2023.

Other revenues from operations

The components of other revenues from operations are presented in the accompanying table.

OTHER REVENUES FROM OPERATIONS

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Letter of credit and other credit-related fees

 

$

44

 

 

$

54

 

 

$

(10

)

 

 

-19

%

 

$

44

 

 

$

43

 

 

$

1

 

 

 

1

%

Merchant discount and credit card fees

 

 

40

 

 

 

42

 

 

 

(2

)

 

 

-6

 

 

 

40

 

 

 

39

 

 

 

1

 

 

 

1

 

Bank owned life insurance revenue (a)

 

 

16

 

 

 

19

 

 

 

(3

)

 

 

-18

 

 

 

16

 

 

 

13

 

 

 

3

 

 

 

23

 

Equipment operating lease income

 

 

11

 

 

 

12

 

 

 

(1

)

 

 

-7

 

 

 

11

 

 

 

21

 

 

 

(10

)

 

 

-49

 

BLG income (b)

 

 

25

 

 

 

 

 

 

25

 

 

 

 

 

 

25

 

 

 

20

 

 

 

5

 

 

 

25

 

Other

 

 

16

 

 

 

18

 

 

 

(2

)

 

 

-7

 

 

 

16

 

 

 

23

 

 

 

(7

)

 

 

-26

 

Total other revenues from operations

 

$

152

 

 

$

145

 

 

$

7

 

 

 

4

%

 

$

152

 

 

$

159

 

 

$

(7

)

 

 

-5

%

 

(a)
Tax-exempt income earned from bank owned life insurance includes increases in the cash surrender value of life insurance policies and benefits received. The Company owns both general account and separate account life insurance policies. To the extent market conditions change such that the market value of assets in a separate account bank owned life insurance policy becomes less than the previously recorded cash surrender value, an adjustment is recorded as a reduction to other revenues from operations.
(b)
During 2017, the operating losses of BLG resulted in M&T reducing the carrying value of its investment in BLG to zero. Subsequently, M&T has received cash distributions when declared by BLG that result in the recognition of income by M&T. M&T expects cash distributions from BLG in the future, but the timing and amount of those distributions are not within M&T's control. BLG is entitled to receive distributions from its affiliates that provide asset management and other services that are available for distribution to BLG’s owners, including M&T. Information about the Company’s relationship with BLG and its affiliates is included in note 15 of Notes to Financial Statements.
The decrease in letter of credit and other credit-related fees of $10 million in the recent quarter as compared with the fourth quarter of 2023 was primarily the result of lower loan syndication fees.
Equipment operating lease income declined $10 million in 2024's first quarter as compared with the similar 2023 quarter reflecting lower gains on sales of leased equipment.
Distributions from M&T's investment in BLG were $25 million and $20 million for the quarters ended March 31, 2024 and 2023, respectively. There were no such distributions in the fourth quarter of 2023.

Other Expense

The components of other expense are presented in the accompanying table.

OTHER EXPENSE

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Salaries and employee benefits

 

$

833

 

 

$

724

 

 

$

109

 

 

 

15

%

 

$

833

 

 

$

808

 

 

$

25

 

 

 

3

%

Equipment and net occupancy

 

 

129

 

 

 

134

 

 

 

(5

)

 

 

-4

 

 

 

129

 

 

 

127

 

 

 

2

 

 

 

2

 

Outside data processing and software

 

 

120

 

 

 

114

 

 

 

6

 

 

 

5

 

 

 

120

 

 

 

106

 

 

 

14

 

 

 

13

 

Professional and other services

 

 

85

 

 

 

99

 

 

 

(14

)

 

 

-13

 

 

 

85

 

 

 

125

 

 

 

(40

)

 

 

-31

 

FDIC assessments

 

 

60

 

 

 

228

 

 

 

(168

)

 

 

-74

 

 

 

60

 

 

 

30

 

 

 

30

 

 

 

101

 

Advertising and marketing

 

 

20

 

 

 

26

 

 

 

(6

)

 

 

-21

 

 

 

20

 

 

 

31

 

 

 

(11

)

 

 

-35

 

Amortization of core deposit and other
   intangible assets

 

 

15

 

 

 

15

 

 

 

 

 

 

 

 

 

15

 

 

 

17

 

 

 

(2

)

 

 

-13

 

Other costs of operations

 

 

134

 

 

 

110

 

 

 

24

 

 

 

21

 

 

 

134

 

 

 

115

 

 

 

19

 

 

 

16

 

Total other expense

 

$

1,396

 

 

$

1,450

 

 

$

(54

)

 

 

-4

%

 

$

1,396

 

 

$

1,359

 

 

$

37

 

 

 

3

%

 

- 58 -


 

Salaries and employee benefits

The number of full time equivalent employees was 21,927 at March 31, 2024, compared with 21,980 at December 31, 2023 and 23,004 at March 31, 2023. Included in each of the first quarters of 2024 and 2023 was $99 million of seasonally higher stock-based compensation, medical plan costs, payroll-related taxes and unemployment insurance.
Salaries and employee benefits expenses increased $109 million in the recent quarter as compared with the fourth quarter of 2023 reflecting the aforementioned seasonal costs, annual merit increases and a rise in incentive compensation, partially offset by lower severance expense.
Salaries and employee benefits expenses increased $25 million in the recent quarter as compared with the year-earlier quarter reflecting annual merit increases in the first quarter of 2024, other pay increases in 2023 and higher incentive compensation, partially offset by lower employee staffing levels.

Nonpersonnel expenses

FDIC assessments reflect a $197 million estimated special assessment in the fourth quarter of 2023 and $29 million of estimated incremental special assessment expense recorded in the first quarter of 2024.
Nonpersonnel expenses aggregated $563 million in the recent quarter as compared with $726 million in the fourth quarter of 2023. After considering the FDIC special assessments, the $5 million increase in the recent quarter as compared with 2023's fourth quarter reflects an increase in other costs of operations of $24 million, including higher costs associated with the Company's supplemental executive retirement savings plan, losses on lease terminations related to certain vacated properties and incremental charitable contributions. Those unfavorable factors were partially offset by lower professional and other services expenses of $14 million, reflecting the timing and level of consulting and legal-related fees.
Nonpersonnel expenses increased $12 million in the recent quarter from $551 million in the year-earlier first quarter. That increase includes an FDIC special assessment of $29 million, higher outside data processing and software costs of $14 million and a rise in other costs of operations of $19 million, reflecting amortization of mortgage loan servicing rights obtained through a bulk purchase in March 2023. Those unfavorable factors were partially offset by lower professional and other services expenses of $40 million reflecting lower sub-advisory fees following the sale of the CIT business in April 2023 and a decline in advertising and marketing costs of $11 million.

Income Taxes

Income tax expense was $133 million in the first quarter of 2024, compared with $143 million in the fourth quarter of 2023 and $224 million in the year-earlier quarter. The effective tax rates were 20.0%, 22.9% and 24.2% for the quarters ended March 31, 2024, December 31, 2023 and March 31, 2023, respectively. The first quarter of 2024 income tax expense included a net discrete benefit related to the resolution of a tax matter inherited from the acquisition of People's United. The effective tax rate is affected by the level of income earned that is exempt from tax relative to the overall level of pre-tax income, the amount of income allocated to the various state and local jurisdictions where the Company operates, because tax rates differ among such jurisdictions, and the impact of any large discrete or infrequently occurring items. The Company’s effective tax rate in future periods may also be affected by any change in income tax laws or regulations and interpretations of income tax regulations that differ from the Company’s interpretations by any of various tax authorities that may examine tax returns filed by M&T or any of its subsidiaries.

- 59 -


 

Liquidity Risk

As a financial intermediary, the Company is exposed to various risks, including liquidity and market risk. Liquidity refers to the Company’s ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future obligations, including demands for loans and deposit withdrawals, funding operating costs and other corporate purposes. Liquidity risk arises whenever cash flows associated with financial instruments included in assets and liabilities differ.

The most significant source of funding for the Company is core deposits, which are generated from a large base of consumer, corporate and institutional customers. That customer base has, over the past several years, become more geographically diverse as a result of expansion of the Company’s businesses. Nevertheless, the Company faces competition in offering products and services from a large array of financial market participants, including banks, thrifts, mutual funds, securities dealers and others. Core deposits totaled $151.5 billion and $146.5 billion at March 31, 2024 and December 31, 2023, respectively. The increase in core deposits at March 31, 2024 as compared with December 31, 2023 reflects a higher level of trust customer deposits.

The Company supplements funding provided through deposits with various short-term and long-term wholesale borrowings, including overnight federal funds purchased, repurchase agreements, advances from FHLBs, brokered deposits and longer-term borrowings. M&T Bank has access to additional funding sources through secured borrowings from the FHLB of New York and the FRB of New York. Beginning in the first quarter of 2024, M&T Bank became a counterparty to the FRB of New York standing repurchase agreement facility, which allows it to enter into overnight repurchase transactions using eligible investment securities. The Company has, in the past, issued subordinated capital notes and junior subordinated debentures associated with trust preferred securities to provide liquidity and enhance regulatory capital ratios. At March 31, 2024 and December 31, 2023, long-term borrowings aggregated $11.5 billion and $8.2 billion, respectively and short-term borrowings aggregated $4.8 billion and $5.3 billion, respectively. Information about the Company's borrowings is presented in note 5 of Notes to Financial Statements.

The Company has benefited from the placement of brokered deposits. The Company had brokered savings and interest-checking deposit accounts which aggregated $7.9 billion at March 31, 2024 and $7.8 billion at December 31, 2023. Brokered time deposits totaled $4.7 billion at March 31, 2024 and $6.1 billion at December 31, 2023. Approximately 87% of brokered time deposits at March 31, 2024 have a contractual maturity date in the next 12 months.

Total uninsured deposits were estimated to be $71.9 billion at March 31, 2024 and $67.0 billion at December 31, 2023. Approximately $11.4 billion and $10.7 billion of those uninsured deposits were collateralized by the Company at March 31, 2024 and December 31, 2023, respectively. The Company maintains available liquidity sources which represent approximately 135% of uninsured deposits that are not collateralized by the Company at March 31, 2024.

The Company’s ability to obtain funding from these sources could be negatively impacted should the Company experience a substantial deterioration in its financial condition or its debt ratings or should the availability of funding become restricted due to a disruption in the financial markets. The Company attempts to quantify such risks by conducting scenario analyses that estimate the liquidity impact resulting from a debt ratings downgrade and other market events. Such impact is estimated by attempting to measure the effect on available unsecured lines of credit, available capacity from secured borrowing sources and securitizable assets.

M&T’s primary source of funds to pay for operating expenses, shareholder dividends and treasury stock repurchases has historically been the receipt of dividends from its bank subsidiaries, which are subject to various regulatory limitations. Dividends from any bank subsidiary to M&T are limited by the amount of earnings of the subsidiary in the current year and the two preceding years. For purposes of that test, at March 31, 2024 approximately $1.2 billion was available for payment of dividends to M&T from bank subsidiaries. M&T also may obtain funding through long-term borrowings. Further information about the long-term outstanding borrowings of M&T is provided in note 5 of Notes to Financial Statements. As a bank holding company, M&T is obligated to serve as a managerial and financial source of strength to its bank subsidiaries as described in Part I, Item 1, "Business" in the 2023 Annual Report. As its ability to access the capital markets may be affected by market disruptions, M&T maintains sufficient cash resources at its parent company to satisfy projected cash outflows for an extended period without reliance on dividends from subsidiaries or external financing. As of March 31, 2024, M&T's parent company liquidity covered projected cash

- 60 -


 

outflows for more than 24 months, including dividends on common and preferred stock, debt service and scheduled debt maturities.

In addition to deposits and borrowings, other sources of liquidity include maturities and repayments of investment securities, loans and other earning assets, as well as cash generated from operations, such as fees collected for services. The Company also has the ability to securitize or sell certain financial assets, including various loan types, to provide other liquidity alternatives. U.S. Treasury and federal agency securities and government issued or guaranteed mortgage-backed securities comprised 90% of the Company's debt securities portfolio at March 31, 2024. The weighted-average durations of debt investment securities available for sale and held to maturity at March 31, 2024 were 2.0 years and 5.4 years, respectively.

The Company enters into contractual obligations in the normal course of business that require future cash payments. Such obligations include, among others, payments related to deposits, borrowings, leases and other contractual commitments. Off-balance sheet commitments to customers may impact liquidity, including commitments to extend credit, standby letters of credit, commercial letters of credit, financial guarantees and indemnification contracts, and commitments to sell real estate loans. Because many of these commitments or contracts expire without being funded in whole or in part, the contract amounts are not necessarily indicative of future cash flows. Further discussion of these commitments is provided in note 13 of Notes to Financial Statements.

The Company's Executive ALCO Committee closely monitors the Company’s liquidity position on an ongoing basis for compliance with internal policies and regulatory expectations. As a Category IV institution, the Company adheres to enhanced liquidity standards which require the performance of internal liquidity stress testing. The stress testing is designed to ensure the Company has sufficient liquidity to withstand both institution-specific and market-wide stress scenarios. For each scenario, the Company applies liquidity stress which may include deposit run-off, increased draws on unfunded loan commitments, increased collateral need for margin calls, increased haircuts on investment security-based funding and reductions in unsecured and secured borrowing capacity. Stress scenarios are measured over various time frames ranging from overnight to twelve months. As required by regulation, the Company maintains a liquidity buffer comprised of cash and highly liquid unencumbered securities to cover a 30-day stress horizon. Liquidity stress events occurring over longer time horizons can be mitigated by the availability of secured funding sources at the FHLB of New York and FRB of New York. The following table is a summary of the Company's available sources of liquidity at March 31, 2024.

AVAILABLE LIQUIDITY SOURCES

(Dollars in millions)

 

March 31, 2024

 

Deposits at the FRB of New York

 

$

32,033

 

Unused secured borrowing facilities:

 

 

 

FRB of New York

 

 

18,404

 

FHLB of New York

 

 

14,589

 

Unencumbered investment securities (after estimated haircuts)

 

 

16,506

 

Total

 

$

81,532

 

Management continuously evaluates the use and mix of its various available funding alternatives, including short-term borrowings, issuances of long-term debt, the placement of brokered deposits and the securitization of certain loan products. Management does not anticipate engaging in any activities, either currently or in the long term, for which adequate funding would not be available and would therefore result in a significant strain on liquidity at either M&T or its subsidiary banks. In accordance with liquidity regulations, the Company maintains a contingency funding plan to facilitate on-going liquidity management in times of liquidity stress. The plan outlines various funding options available during a liquidity stress event and establishes a clear escalation protocol to be followed within the Company's risk management framework. The plan sets forth funding strategies and procedures that management can quickly leverage to assist in decision-making and specifies roles and responsibilities for departments impacted by a potential liquidity stress event.

- 61 -


 

Market Risk and Interest Rate Sensitivity

Market risk is the risk of loss from adverse changes in the market prices and/or interest rates of the Company’s financial instruments. The primary market risk the Company is exposed to is interest rate risk. Interest rate risk arises from the Company’s core banking activities of lending and deposit-taking, because assets and liabilities reprice at different times and by different amounts as interest rates change. As a result, net interest income earned by the Company is subject to the effects of changing interest rates. The Company measures interest rate risk by calculating the variability of net interest income in future periods under various interest rate scenarios using projected balances for earning assets, interest-bearing liabilities and derivatives used to hedge interest rate risk. Management’s philosophy toward interest rate risk management is to limit the variability of net interest income. The balances of financial instruments used in the projections are based on expected growth from forecasted business opportunities, anticipated prepayments of loans and investment securities, and expected maturities of investment securities, loans and deposits. The Company has entered into interest rate swap agreements to help manage exposure to interest rate risk. At March 31, 2024, the aggregate notional amount of interest rate swap agreements entered into for interest rate risk management purposes that were currently in effect was $19.5 billion. In addition, the Company has entered into $7.8 billion of forward-starting interest rate swap agreements predominantly related to cash flow hedges. Information about interest rate swap agreements entered into for interest rate risk management purposes is included herein under the heading “Net Interest Margin” and in note 10 of Notes to Financial Statements.

The Company’s Executive ALCO Committee monitors the sensitivity of the Company’s net interest income to changes in interest rates with the aid of a computer model that forecasts net interest income under different interest rate scenarios. In modeling changing interest rates, the Company considers different yield curve shapes that consider both parallel (that is, simultaneous changes in interest rates at each point on the yield curve) and non-parallel (that is, allowing interest rates at points on the yield curve to vary by different amounts) shifts in the yield curve. In utilizing the model, market-implied forward interest rates over the subsequent twelve months are generally used to determine a base interest rate scenario for the net interest income simulation. That calculated base net interest income is then compared with the income calculated under the varying interest rate scenarios. The model considers the impact of ongoing lending and deposit-gathering activities, as well as interrelationships in the magnitude and timing of the repricing of financial instruments, including the effect of changing interest rates on expected prepayments and maturities. When deemed prudent, management has taken actions to mitigate exposure to interest rate risk through the use of on- or off-balance sheet financial instruments and intends to do so in the future. Possible actions include, but are not limited to, changes in the pricing of loan and deposit products, modifying the composition of earning assets and interest-bearing liabilities, and adding to, modifying or terminating existing interest rate swap agreements or other financial instruments used for interest rate risk management purposes.

The accompanying table as of March 31, 2024 and December 31, 2023 displays the estimated impact on net interest income in the base scenario described above resulting from parallel changes in interest rates across repricing categories during the first modeling year.

SENSITIVITY OF NET INTEREST INCOME TO CHANGES IN INTEREST RATES

Changes in interest rates

 

Calculated Change
in Projected Net Interest Income

 

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

+200 basis points

 

$

(50

)

 

$

(18

)

 

+100 basis points

 

 

5

 

 

 

20

 

 

-100 basis points

 

 

(18

)

 

 

(46

)

 

-200 basis points

 

 

(36

)

 

 

(83

)

 

The Company utilized many assumptions to calculate the impact that changes in interest rates may have on net interest income. The more significant of those assumptions included the rate of prepayments of mortgage-related assets, cash flows from derivative and other financial instruments, loan and deposit volumes, mix and pricing, and deposit maturities. In the scenarios presented, the Company also assumed gradual changes in interest rates during a twelve-month period as compared with the base scenario. Changes in amounts presented since December 31, 2023 reflect changes in portfolio composition (including shifts between noninterest-bearing and interest-bearing deposits and higher levels of borrowings), the level of market-implied forward interest rates and hedging actions taken by the

- 62 -


 

Company. Amidst the rising interest rate environment since the first quarter of 2022, M&T's cumulative deposit pricing beta, which is the change in deposit pricing in response to a change in market interest rates, approximated 55 percent. Excluding brokered deposits that cumulative pricing beta approximated 50 percent. The cumulative deposit pricing beta (including and excluding brokered deposits) is assumed to approximate 50 to 55 percent in the interest rate scenarios presented. The assumptions used in interest rate sensitivity modeling are inherently uncertain and, as a result, the Company cannot precisely predict the impact of changes in interest rates on net interest income. Actual results may differ significantly from those presented due to the timing, magnitude and frequency of changes in interest rates and changes in market conditions and interest rate differentials (spreads) between maturity/repricing categories, as well as any actions, such as those previously described, which management may take to counter such changes. Management also uses an “economic value of equity” model to supplement the modeling technique described above and provide a long-term interest rate risk metric. Economic value of equity is a point-in-time analysis of the economic sensitivity of assets, liabilities and off-balance sheet positions that incorporates all cash flows over their estimated remaining lives. Management measures the impact of changes in market values due to interest rates under a number of scenarios, including immediate shifts of the yield curve.

In addition to the effect of interest rates, changes in fair value of the Company’s financial instruments can also result from a lack of trading activity for similar instruments in the financial markets. Information about the fair valuation of financial instruments is presented in note 12 of Notes to Financial Statements.

The Company enters into interest rate and foreign exchange contracts to meet the financial needs of customers that it includes in its financial statements as other non-hedging derivatives within other assets and other liabilities. Financial instruments utilized for such activities consist predominantly of interest rate swap agreements and forward and futures contracts related to foreign currencies. The Company generally mitigates the foreign currency and interest rate risk associated with customer activities by entering into offsetting positions with third parties that are also included in other assets and other liabilities. The fair values of non-hedging derivative positions associated with interest rate contracts and foreign currency and other option and futures contracts are presented in note 10 of Notes to Financial Statements. As with any non-government guaranteed financial instrument, the Company is exposed to credit risk associated with counterparties to the Company’s non-hedging derivative activities. Although the notional amounts of these contracts are not recorded in the Consolidated Balance Sheet, the unsettled fair values of such financial instruments are recorded in the Consolidated Balance Sheet. The fair values of such non-hedging derivative assets and liabilities recognized on the Consolidated Balance Sheet were $258 million and $1.0 billion, respectively, at March 31, 2024 and $256 million and $898 million, respectively, at December 31, 2023. The fair value asset and liability amounts at March 31, 2024 have been reduced by contractual settlements of $893 million and $16 million, respectively, and at December 31, 2023 have been reduced by contractual settlements of $783 million and $32 million, respectively. The amounts associated with the Company's non-hedging derivative activities at March 31, 2024 and December 31, 2023 reflect changes in values associated with interest rate swap agreements entered into with commercial customers that are not subject to periodic variation margin settlement payments.

Trading account assets were $99 million at March 31, 2024 and $106 million at December 31, 2023. Included in trading account assets were assets related to deferred compensation plans of $22 million at each of March 31, 2024 and December 31, 2023. Changes in the fair values of such assets are recorded as trading account and other non-hedging derivative gains in the Consolidated Statement of Income. Included in accrued interest and other liabilities in the Consolidated Balance Sheet was $27 million of liabilities related to deferred compensation plans at each of March 31, 2024 and December 31, 2023. Changes in the balances of such liabilities due to the valuation of allocated investment options to which the liabilities are indexed and recorded in other costs of operations in the Consolidated Statement of Income. Also included in trading account assets were investments in mutual funds and other assets that the Company was required to hold under terms of certain non-qualified supplemental retirement and other benefit plans that were assumed by the Company in various acquisitions. Those assets totaled $77 million at March 31, 2024 and $80 million at December 31, 2023.

Given the Company’s policies and positions, management believes that the potential loss exposure to the Company resulting from market risk associated with trading account and other non-hedging derivative activities was not material, however, as previously noted, the Company is exposed to credit risk associated with counterparties to transactions

- 63 -


 

related to the Company’s actions to mitigate foreign currency and interest rate risk associated with customer activities. Information about the Company’s use of derivative financial instruments is included in note 10 of Notes to Financial Statements.

Capital

The following table presents components related to shareholders' equity and dividends. Reconciliations of total common shareholders’ equity and tangible common equity and total assets and tangible assets as of each of those dates are presented in Table 2.

SHAREHOLDERS' EQUITY, DIVIDENDS AND SELECT RATIOS

(Dollars in millions, except per share)

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Shareholders' equity

$

27,169

 

 

$

26,957

 

 

$

25,377

 

Preferred stock

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

Common shareholders' equity

$

25,158

 

 

$

24,946

 

 

$

23,366

 

Per share:

 

 

 

 

 

 

 

 

Common shareholders’ equity

$

150.90

 

 

$

150.15

 

 

$

140.88

 

Tangible common shareholders’ equity

 

99.54

 

 

 

98.54

 

 

 

88.81

 

Ratios:

 

 

 

 

 

 

 

 

Shareholder's equity to total assets

 

12.63

%

 

 

12.94

%

 

 

12.50

%

Tangible common shareholders' equity
   to tangible assets

 

8.03

 

 

 

8.20

 

 

 

7.58

 

Cash dividends declared for quarter ended:

 

 

 

 

 

 

 

 

Common stock

$

218

 

 

$

217

 

 

$

219

 

Common stock per share

 

1.30

 

 

 

1.30

 

 

 

1.30

 

Preferred stock

 

25

 

 

 

25

 

 

 

25

 

Shareholders’ equity reflects accumulated other comprehensive income or loss, which includes the net after-tax impact of unrealized gains or losses on investment securities classified as available for sale, gains or losses associated with interest rate swap agreements designated as cash flow hedges and adjustments to reflect the funded status of defined benefit pension and other postretirement plans. The components of other comprehensive income (loss) are presented in the following table.

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - NET OF INCOME TAX

 

March 31,

 

 

December 31,

 

 

March 31,

 

(Dollars in millions, except per share)

2024

 

 

2023

 

 

2023

 

Investment securities unrealized losses, net (a)

$

(197

)

 

$

(187

)

 

$

(264

)

Cash flow hedges unrealized losses, net (b)

 

(268

)

 

 

(151

)

 

 

(169

)

Defined benefit plans adjustments, net (c)

 

(116

)

 

 

(115

)

 

 

(204

)

Other, net

 

(8

)

 

 

(6

)

 

 

(8

)

Total

$

(589

)

 

$

(459

)

 

$

(645

)

 

 

 

 

 

 

 

 

 

Accumulated other comprehensive income (loss), net, per common share

$

(3.53

)

 

$

(2.76

)

 

$

(3.89

)

 

(a)
Refer to note 3 of Notes to Financial Statements.
(b)
Refer to note 10 of Notes to Financial Statements.
(c)
Refer to note 7 of Notes to Financial Statements.

Reflected in the carrying amount of available-for-sale investment securities at March 31, 2024 were pre-tax effect unrealized gains of $1 million on securities with an amortized cost of $622 million and pre-tax effect unrealized losses of $264 million on securities with an amortized cost of $11.8 billion. Information concerning the Company’s fair valuations of investment securities is provided in notes 3 and 12 of Notes to Financial Statements. As also described in note 3 of Notes to Financial Statements, the Company does not expect any material credit-related losses with respect to its investment securities portfolio at March 31, 2024.

Pursuant to previously approved capital plans and authorizations approved by M&T's Board of Directors, M&T repurchased 3,838,157 shares of its common stock for a total cost of $600 million, including the share repurchase excise tax, under the program in the first quarter of 2023. There were no shares of common stock repurchased in the fourth quarter of 2023 and the first quarter of 2024.

- 64 -


 

M&T and its subsidiary banks are required to comply with applicable Capital Rules. Pursuant to those regulations, the minimum capital ratios are as follows:

4.5% CET1 to RWA (each as defined in the Capital Rules);
6.0% Tier 1 capital (that is, CET1 plus additional Tier 1 capital) to RWA (each as defined in the Capital Rules);
8.0% Total capital (that is, Tier 1 capital plus Tier 2 capital) to RWA (each as defined in the Capital Rules); and
4.0% Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the “leverage ratio”), as defined in the Capital Rules.

Capital Rules require buffers in addition to the minimum risk-based capital ratios noted above. M&T is subject to a SCB requirement that is determined through the Federal Reserve’s supervisory stress tests and M&T’s bank subsidiaries are subject to a 2.5% capital conservation buffer requirement. The buffer requirement must be composed entirely of CET1. Based on the Federal Reserve's most recent supervisory stress tests M&T's SCB is 4.0%.

The regulatory capital ratios of the Company and its bank subsidiaries, M&T Bank and Wilmington Trust, N.A., as of March 31, 2024 are presented in the accompanying table.

REGULATORY CAPITAL RATIOS

March 31, 2024

 

M&T

 

 

M&T

 

 

Wilmington

 

(Dollars in millions)

(Consolidated)

 

 

Bank

 

 

Trust, N.A.

 

CET1

 

11.08

%

 

 

11.66

%

 

 

260.57

%

Tier 1 capital

 

12.38

 

 

 

11.66

 

 

 

260.57

 

Total capital

 

14.04

 

 

 

13.11

 

 

 

260.98

 

Tier 1 leverage

 

9.47

 

 

 

8.90

 

 

 

86.02

 

RWA

$

155,338

 

 

$

154,730

 

 

$

227

 

Capital Rules generally require the deduction of goodwill and core deposit and other intangible assets, net of applicable deferred taxes, from the calculation of capital in the determination of the minimum capital ratios. As a result of previous business acquisitions, the Company recorded goodwill of $8.5 billion and core deposit and other intangible assets of $132 million at March 31, 2024. Goodwill, as required by GAAP, is not amortized, but rather is tested for impairment at least annually at the business reporting unit level. The Company completed its annual goodwill impairment test in the fourth quarter of 2023 and concluded the amount of goodwill was not impaired at the testing date. The Company has not identified events or circumstances that would more likely than not reduce the fair value of a business reporting unit below its carrying amount at March 31, 2024. Should a business reporting unit with assigned goodwill experience declines in revenue, increased credit losses or expenses, or other adverse developments due to economic, regulatory, competition or other factors, that would be material to that reporting unit, an impairment of goodwill could occur in a future period that could be material to the Company's Consolidated Balance Sheet and its Consolidated Statement of Income. Although a goodwill impairment charge would not have a significant impact on the Company's regulatory tangible capital ratios, it would reduce the capacity of its bank subsidiary, M&T Bank, to dividend earnings to M&T. As described herein under the heading "Liquidity Risk", M&T's parent company liquidity at March 31, 2024 covered projected cash outflows for more than 24 months, including dividends on common and preferred stock, debt service and scheduled debt maturities. Information concerning goodwill and other intangible assets is included in note 8 of Notes to Financial Statements in the 2023 Annual Report.

- 65 -


 

The Company is subject to the comprehensive regulatory framework applicable to bank and financial holding companies and their subsidiaries, which includes examinations by a number of regulators. Regulation of financial institutions such as M&T and its subsidiaries is intended primarily for the protection of depositors, the DIF of the FDIC and the banking and financial system as a whole, and generally is not intended for the protection of shareholders, investors or creditors other than insured depositors. Changes in laws, regulations and regulatory policies applicable to the Company’s operations can increase or decrease the cost of doing business, limit or expand permissible activities or affect the competitive environment in which the Company operates, all of which could have a material effect on the business, financial condition or results of operations of the Company and in M&T’s ability to pay dividends. For additional information concerning this comprehensive regulatory framework, refer to Part I, Item 1 of the 2023 Annual Report.

On July 27, 2023, the federal banking agencies issued a notice of proposed rulemaking to modify the regulatory capital requirements applicable to large banking organizations with over $100 billion of total assets and their depository institution subsidiaries. The proposed rule would generally require banking organizations subject to Category III and IV standards, like the Company, to compute their regulatory capital consistent with Category I and II standards. Management is in the process of evaluating the impact of the proposed rule on the regulatory capital requirements of M&T and its subsidiary banks and currently estimates the proposed rules would increase the Company's RWA by a percentage in the mid-single digits.

Segment Information

Reportable segments have been determined based upon the Company's organizational structure and its internal profitability reporting system. Financial information about the Company's segments is presented in note 14 of Notes to Financial Statements. The reportable segments are Commercial Bank, Retail Bank, and Institutional Services and Wealth Management. All other business activities that are not included in the three reportable segment results have been included in the "All Other" category.

NET INCOME (LOSS) BY SEGMENT

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Bank

 

$

201

 

 

$

220

 

 

$

(19

)

 

 

-9

%

 

$

201

 

 

$

333

 

 

$

(132

)

 

 

-40

%

Retail Bank

 

 

446

 

 

 

438

 

 

 

8

 

 

 

2

 

 

 

446

 

 

 

452

 

 

 

(6

)

 

 

-1

 

Institutional Services and Wealth
   Management

 

 

128

 

 

 

105

 

 

 

23

 

 

 

21

 

 

 

128

 

 

 

110

 

 

 

18

 

 

 

16

 

All Other

 

 

(244

)

 

 

(281

)

 

 

37

 

 

 

13

 

 

 

(244

)

 

 

(193

)

 

 

(51

)

 

 

-26

 

   Total net income

 

$

531

 

 

$

482

 

 

$

49

 

 

 

10

%

 

$

531

 

 

$

702

 

 

$

(171

)

 

 

-24

%

Commercial Bank

The Commercial Bank segment provides a wide range of credit products and banking services to middle-market and large commercial customers, mainly within the markets served by the Company. Services provided by this segment include commercial lending and leasing, credit facilities which are secured by various types of commercial real estate, letters of credit, deposit products and cash management services. Commercial real estate loans may be secured by multifamily residential buildings, hotels, office, retail and industrial space or other types of collateral. Activities of this segment include the origination, sales and servicing of commercial real estate loans through the Fannie Mae DUS program and other programs. Commercial real estate loans held for sale are included in this segment.

- 66 -


 

COMMERCIAL BANK SEGMENT FINANCIAL SUMMARY

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Income Statement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

$

548

 

 

$

583

 

 

$

(35

)

 

 

-6

%

 

$

548

 

 

$

649

 

 

$

(101

)

 

 

-16

%

Noninterest income

 

 

151

 

 

 

176

 

 

 

(25

)

 

 

-14

 

 

 

151

 

 

 

162

 

 

 

(11

)

 

 

-7

 

Total revenue

 

 

699

 

 

 

759

 

 

 

(60

)

 

 

-8

 

 

 

699

 

 

 

811

 

 

 

(112

)

 

 

-14

 

Provision for credit losses

 

 

77

 

 

 

113

 

 

 

(36

)

 

 

-31

 

 

 

77

 

 

 

34

 

 

 

43

 

 

 

129

 

Noninterest expense

 

 

345

 

 

 

344

 

 

 

1

 

 

 

 

 

 

345

 

 

 

322

 

 

 

23

 

 

 

7

 

Income before taxes

 

 

277

 

 

 

302

 

 

 

(25

)

 

 

-9

 

 

 

277

 

 

 

455

 

 

 

(178

)

 

 

-39

 

Income taxes

 

 

76

 

 

 

82

 

 

 

(6

)

 

 

-8

 

 

 

76

 

 

 

122

 

 

 

(46

)

 

 

-38

 

Net income

 

$

201

 

 

$

220

 

 

$

(19

)

 

 

-9

%

 

$

201

 

 

$

333

 

 

$

(132

)

 

 

-40

%

Average Balance Sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

49,048

 

 

$

47,717

 

 

$

1,331

 

 

 

3

%

 

$

49,048

 

 

$

44,655

 

 

$

4,393

 

 

 

10

%

Commercial real estate

 

 

30,747

 

 

 

31,489

 

 

 

(742

)

 

 

-2

 

 

 

30,747

 

 

 

33,280

 

 

 

(2,533

)

 

 

-8

 

Residential real estate

 

 

447

 

 

 

444

 

 

 

3

 

 

 

1

 

 

 

447

 

 

 

329

 

 

 

118

 

 

 

36

 

Consumer

 

 

25

 

 

 

21

 

 

 

4

 

 

 

14

 

 

 

25

 

 

 

25

 

 

 

 

 

 

-3

 

Total loans and leases, net

 

$

80,267

 

 

$

79,671

 

 

$

596

 

 

 

1

%

 

$

80,267

 

 

$

78,289

 

 

$

1,978

 

 

 

3

%

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing

 

 

13,459

 

 

 

14,527

 

 

 

(1,068

)

 

 

-7

 

 

 

13,459

 

 

 

20,206

 

 

 

(6,747

)

 

 

-33

 

Interest-bearing

 

 

30,074

 

 

 

29,127

 

 

 

947

 

 

 

3

 

 

 

30,074

 

 

 

22,593

 

 

 

7,481

 

 

 

33

 

Total deposits

 

$

43,533

 

 

$

43,654

 

 

$

(121

)

 

 

%

 

$

43,533

 

 

$

42,799

 

 

$

734

 

 

 

2

%

The Commercial Bank segment’s net income was $201 million in the first quarter of 2024, compared with $220 million in the fourth quarter of 2023.

Net interest income declined $35 million reflecting a narrowing of the net interest margin on loans and deposits by 13 basis points and 4 basis points, respectively.
Noninterest income decreased $25 million reflecting lower commercial mortgage banking revenues and a decrease in credit-related fees (predominantly loan syndication fees).
The provision for credit losses decreased $36 million reflecting lower net charge-offs on loans secured by commercial real estate, partially offset by higher net charge-offs on commercial and industrial loans.
Average loans and leases increased $596 million reflecting $1.3 billion of growth in average commercial and industrial loans that spanned most industry types, partially offset by a reduction in average commercial real estate loans.
Average deposits in the recent quarter as compared with the final quarter of 2023 reflect a shift from noninterest-bearing accounts to interest-bearing products amidst an elevated interest rate environment.

Net income for the Commercial Bank segment declined $132 million in the first quarter of 2024 from $333 million in the year-earlier quarter.

Net interest income declined $101 million reflecting a narrowing of the net interest margin on loans and deposits of 37 basis points and 43 basis points, respectively, partially offset by a rise in average outstanding loan balances of $2.0 billion.
Noninterest income decreased $11 million due to lower gains on sales of leased equipment and lower gains on commercial mortgage loans originated for sale, partially offset by higher service charges on commercial deposit accounts.
The provision for credit losses increased $43 million reflecting higher net charge-offs on commercial and industrial loans, partially offset by lower net charge-offs on loans secured by commercial real estate.
Noninterest expense increased $23 million reflecting a rise in centrally-allocated costs associated with data processing, risk management and other support services provided to the Commercial Bank segment of $21 million.

- 67 -


 

The increase in average loans from the first quarter of 2023 reflects higher average balances of commercial and industrial loans including growth in loans to financial and insurance industry customers and to motor-vehicle and recreational finance dealers, partially offset by a reduction in average permanent commercial real estate and average construction loans.
Average deposits grew $734 million from the year-earlier first quarter and reflected a shift in customer funds from noninterest-bearing accounts to interest-bearing products amidst an elevated interest rate environment.

Retail Bank

The Retail Bank segment provides a wide range of services to consumers and small businesses through the Company’s branch network and several other delivery channels such as telephone banking, internet banking and automated teller machines. The Company has branch offices in New York State, Maryland, New Jersey, Pennsylvania, Delaware, Connecticut, Massachusetts, Maine, Vermont, New Hampshire, Virginia, West Virginia and the District of Columbia. The segment offers to its customers deposit products, including demand, savings and time accounts, and other services. Credit services offered by this segment include automobile and recreational finance loans (originated both directly and indirectly through dealers), home equity loans and lines of credit, credit cards and other loan products. This segment also originates and services residential mortgage loans and either sells those loans in the secondary market to investors or retains them for investment purposes. Residential mortgage loans are also originated and serviced on behalf of the Institutional Services and Wealth Management segment. The Company periodically purchases the rights to service residential real estate loans that have been originated by other entities and also sub-services residential real estate loans for others. Residential real estate loans held for sale are included in this segment. This segment also provides various business loans, including loans guaranteed by the SBA, business credit cards, deposit products and services such as cash management, payroll and direct deposit, merchant credit card and letters of credits to small businesses and professionals through the Company's branch network and other delivery channels.

RETAIL BANK SEGMENT FINANCIAL SUMMARY

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Income Statement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

$

1,071

 

 

$

1,083

 

 

$

(12

)

 

 

-1

%

 

$

1,071

 

 

$

1,064

 

 

$

7

 

 

 

1

%

Noninterest income

 

 

197

 

 

 

194

 

 

 

3

 

 

 

2

 

 

 

197

 

 

 

170

 

 

 

27

 

 

 

16

 

Total revenue

 

 

1,268

 

 

 

1,277

 

 

 

(9

)

 

 

-1

 

 

 

1,268

 

 

 

1,234

 

 

 

34

 

 

 

3

 

Provision for credit losses

 

 

68

 

 

 

56

 

 

 

12

 

 

 

22

 

 

 

68

 

 

 

43

 

 

 

25

 

 

 

61

 

Noninterest expense

 

 

599

 

 

 

629

 

 

 

(30

)

 

 

-5

 

 

 

599

 

 

 

580

 

 

 

19

 

 

 

3

 

Income before taxes

 

 

601

 

 

 

592

 

 

 

9

 

 

 

1

 

 

 

601

 

 

 

611

 

 

 

(10

)

 

 

-1

 

Income taxes

 

 

155

 

 

 

154

 

 

 

1

 

 

 

 

 

 

155

 

 

 

159

 

 

 

(4

)

 

 

-3

 

Net income

 

$

446

 

 

$

438

 

 

$

8

 

 

 

2

%

 

$

446

 

 

$

452

 

 

$

(6

)

 

 

-1

%

Average Balance Sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

6,874

 

 

$

6,766

 

 

$

108

 

 

 

2

%

 

$

6,874

 

 

$

6,819

 

 

$

55

 

 

 

1

%

Commercial real estate

 

 

1,904

 

 

 

1,908

 

 

 

(4

)

 

 

 

 

 

1,904

 

 

 

1,909

 

 

 

(5

)

 

 

 

Residential real estate

 

 

20,843

 

 

 

21,057

 

 

 

(214

)

 

 

-1

 

 

 

20,843

 

 

 

21,721

 

 

 

(878

)

 

 

-4

 

Consumer

 

 

20,387

 

 

 

19,762

 

 

 

625

 

 

 

3

 

 

 

20,387

 

 

 

19,645

 

 

 

742

 

 

 

4

 

Total loans and leases, net

 

$

50,008

 

 

$

49,493

 

 

$

515

 

 

 

1

%

 

$

50,008

 

 

$

50,094

 

 

$

(86

)

 

 

%

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing

 

 

25,380

 

 

 

26,474

 

 

 

(1,094

)

 

 

-4

 

 

 

25,380

 

 

 

30,552

 

 

 

(5,172

)

 

 

-17

 

Interest-bearing

 

 

66,269

 

 

 

65,448

 

 

 

821

 

 

 

1

 

 

 

66,269

 

 

 

61,317

 

 

 

4,952

 

 

 

8

 

Total deposits

 

$

91,649

 

 

$

91,922

 

 

$

(273

)

 

 

%

 

$

91,649

 

 

$

91,869

 

 

$

(220

)

 

 

%

 

- 68 -


 

The Retail Bank segment’s net income increased $8 million to $446 million in the first quarter of 2024 from $438 million in the final quarter of 2023.

Net interest income declined $12 million.
Noninterest income increased $3 million.
The provision for credit losses increased $12 million reflecting higher net charge-offs of recreational finance loans, indirect auto loans and business banking loans.
Noninterest expenses declined $30 million due to declines in equipment and net occupancy costs of $10 million, centrally-allocated costs associated with data processing, risk management, and other support services provided to the Retail Bank segment of $8 million and advertising and marketing expenses of $7 million.
Average loans increased $515 million reflecting growth in the segment's portfolio of recreational finance loans and automobile loans.
Average deposits in the recent quarter as compared with the final quarter of 2023 reflect a shift from noninterest-bearing accounts to interest-bearing products amidst an elevated interest rate environment.

Net income for the Retail Bank segment decreased $6 million in the recent quarter from $452 million in the first quarter of 2023.

Net interest income rose $7 million.
Noninterest income increased $27 million primarily due to higher residential mortgage banking revenues reflecting a rise in servicing income from the bulk purchase of residential mortgage loan servicing rights at the end of the first quarter of 2023 and an increase in service charges on deposit accounts.
The provision for credit losses increased $25 million reflecting higher net charge-offs of consumer loans.
Noninterest expense rose $19 million predominantly due to higher centrally-allocated costs associated with data processing, risk management, and other support services provided to the Retail Bank segment of $22 million, partially offset by a decrease in personnel-related costs reflecting lower staffing levels.
Average loans in the recent quarter declined slightly from the first quarter of 2023, reflecting lower balances of residential real estate loans, partially offset by higher average consumer loans resulting from growth of recreational finance loan balances. In the first quarter of 2023, the Company returned to originating for sale the majority of its newly originated residential mortgage loans.
Average deposits in the recent quarter as compared with the first quarter of 2023 reflect a shift from noninterest-bearing accounts to interest-bearing products amidst an elevated interest rate environment.

- 69 -


 

Institutional Services & Wealth Management

The Institutional Services and Wealth Management segment provides a variety of trustee, agency, investment management and administrative services for corporations and institutions, investment bankers, corporate tax, finance and legal executives, and other institutional clients, as well as personal trust, planning, fiduciary, asset management, family office and other services designed to help high net worth individuals and families grow, preserve and transfer wealth. This segment also provides investment products, including mutual funds and annuities and other services to customers.

INSTITUTIONAL SERVICES & WEALTH MANAGEMENT SEGMENT FINANCIAL SUMMARY

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Income Statement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

$

186

 

 

$

176

 

 

$

10

 

 

 

6

%

 

$

186

 

 

$

170

 

 

$

16

 

 

 

9

%

Noninterest income

 

 

191

 

 

 

186

 

 

 

5

 

 

 

3

 

 

 

191

 

 

 

220

 

 

 

(29

)

 

 

-13

 

Total revenue

 

 

377

 

 

 

362

 

 

 

15

 

 

 

4

 

 

 

377

 

 

 

390

 

 

 

(13

)

 

 

-4

 

Provision for credit losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest expense

 

 

205

 

 

 

219

 

 

 

(14

)

 

 

-6

 

 

 

205

 

 

 

241

 

 

 

(36

)

 

 

-15

 

Income before taxes

 

 

172

 

 

 

143

 

 

 

29

 

 

 

21

 

 

 

172

 

 

 

149

 

 

 

23

 

 

 

15

 

Income taxes

 

 

44

 

 

 

38

 

 

 

6

 

 

 

19

 

 

 

44

 

 

 

39

 

 

 

5

 

 

 

14

 

Net income

 

$

128

 

 

$

105

 

 

$

23

 

 

 

21

%

 

$

128

 

 

$

110

 

 

$

18

 

 

 

16

%

Average Balance Sheet

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans and leases:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

$

783

 

 

$

761

 

 

$

22

 

 

 

3

%

 

$

783

 

 

$

787

 

 

$

(4

)

 

 

-1

%

Commercial real estate

 

 

48

 

 

 

56

 

 

 

(8

)

 

 

-13

 

 

 

48

 

 

 

53

 

 

 

(5

)

 

 

-9

 

Residential real estate

 

 

1,846

 

 

 

1,838

 

 

 

8

 

 

 

 

 

 

1,846

 

 

 

1,720

 

 

 

126

 

 

 

7

 

Consumer

 

 

722

 

 

 

766

 

 

 

(44

)

 

 

-6

 

 

 

722

 

 

 

812

 

 

 

(90

)

 

 

-11

 

Total loans and leases, net

 

$

3,399

 

 

$

3,421

 

 

$

(22

)

 

 

-1

%

 

$

3,399

 

 

$

3,372

 

 

$

27

 

 

 

1

%

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing

 

 

9,081

 

 

 

8,477

 

 

 

604

 

 

 

7

 

 

 

9,081

 

 

 

10,363

 

 

 

(1,282

)

 

 

-12

 

Interest-bearing

 

 

7,168

 

 

 

6,759

 

 

 

409

 

 

 

6

 

 

 

7,168

 

 

 

7,970

 

 

 

(802

)

 

 

-10

 

Total deposits

 

$

16,249

 

 

$

15,236

 

 

$

1,013

 

 

 

7

%

 

$

16,249

 

 

$

18,333

 

 

$

(2,084

)

 

 

-11

%

The Institutional Services and Wealth Management segment’s net income increased $23 million to $128 million in the first quarter of 2024 from $105 million in the last quarter of 2023.

Net interest income increased $10 million reflecting a widening of the net interest margin on deposits of 3 basis points and a $1.0 billion increase in average outstanding deposit balances.
Noninterest income increased $5 million reflecting higher brokerage fee and trust income.
Noninterest expenses decreased $14 million reflecting a decline in personnel-related costs and professional and other services.

Net income for the Institutional Services and Wealth Management segment increased $18 million in the recent quarter from $110 million in the year-earlier first quarter.

Net interest income increased $16 million reflecting a widening of the net interest margin on deposits of 80 basis points, partially offset by a $2.1 billion decline in average outstanding deposit balances.
Noninterest income decreased $29 million predominantly due to lower trust income of $34 million reflecting lower revenues associated with the CIT business of approximately $45 million following its sale in April 2023, partially offset by higher revenues from the segment’s global capital markets business. An increase in brokerage services income reflecting sales of annuity products partially offset the trust income decline.
Noninterest expenses decreased $36 million reflecting a $39 million decline in professional and other services due, in part, to lower sub-advisory fees as a result of the sale of the CIT business, partially offset by an increase in centrally-allocated costs associated with data processing, risk management and other support services provided to the Institutional Services and Wealth Management segment.

- 70 -


 

All Other

The “All Other” category reflects other activities of the Company that are not directly attributable to the reported segments. Reflected in this category are the difference between the provision for credit losses and the calculated provision allocated to the reportable segments; goodwill and core deposit and other intangible assets resulting from the acquisitions of financial institutions; merger-related gains and expenses related to acquisitions; the net impact of the Company’s internal funds transfer pricing methodology; eliminations of transactions between reportable segments; certain non-recurring transactions; and the residual effects of unallocated support systems and general and administrative expenses. The Company’s investment securities portfolio, brokered deposits and short-term and long-term borrowings are generally included in the “All Other” category. In its management of interest rate risk, the Company utilizes interest rate swap agreements to modify the repricing characteristics of certain portfolios of earning assets and interest-bearing liabilities. The results of such activities are captured in the "All Other" category.

ALL OTHER CATEGORY FINANCIAL SUMMARY

 

 

Three Months Ended

 

 

Change

 

 

Three Months Ended

 

 

Change

 

(Dollars in millions)

 

March 31, 2024

 

 

December 31, 2023

 

 

Amount

 

 

%

 

 

March 31, 2024

 

 

March 31, 2023

 

 

Amount

 

 

%

 

Income Statement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income (expense)

 

$

(125

)

 

$

(120

)

 

$

(5

)

 

 

4

%

 

$

(125

)

 

$

(65

)

 

$

(60

)

 

 

91

%

Noninterest income

 

 

41

 

 

 

22

 

 

 

19

 

 

 

76

 

 

 

41

 

 

 

35

 

 

 

6

 

 

 

16

 

Total revenue (expense)

 

 

(84

)

 

 

(98

)

 

 

14

 

 

 

-13

 

 

 

(84

)

 

 

(30

)

 

 

(54

)

 

 

179

 

Provision for credit losses

 

 

55

 

 

 

56

 

 

 

(1

)

 

 

 

 

 

55

 

 

 

43

 

 

 

12

 

 

 

25

 

Noninterest expense

 

 

247

 

 

 

258

 

 

 

(11

)

 

 

-5

 

 

 

247

 

 

 

216

 

 

 

31

 

 

 

15

 

Income before taxes

 

 

(386

)

 

 

(412

)

 

 

26

 

 

 

-6

 

 

 

(386

)

 

 

(289

)

 

 

(97

)

 

 

34

 

Income taxes

 

 

(142

)

 

 

(131

)

 

 

(11

)

 

 

9

 

 

 

(142

)

 

 

(96

)

 

 

(46

)

 

 

49

 

Net income

 

$

(244

)

 

$

(281

)

 

$

37

 

 

 

-13

%

 

$

(244

)

 

$

(193

)

 

$

(51

)

 

 

26

%

The “All Other” category recorded a net loss in the first quarter of 2024 of $244 million, compared with a net loss of $281 million in the fourth quarter of 2023.

Net interest income decreased $5 million.
Noninterest income increased $19 million primarily reflecting BLG distributions of $25 million, partially offset by a decline in tax-exempt income earned from bank owned life insurance revenue.
Noninterest expense decreased $11 million reflecting a decline in FDIC assessment expense of $169 million due to the $197 million special assessment expense recorded in the fourth quarter of 2023, partially offset by the incremental special assessment expense of $29 million recorded in the first quarter of 2024. The decrease was partially offset by a rise in personnel-related costs of $109 million reflecting merit increases and seasonally higher stock-based compensation and employee benefits expenses; an increase in other costs of operations of $27 million reflecting higher costs associated with the Company's supplemental executive retirement savings plan, losses on lease terminations related to certain vacated properties and incremental charitable contributions as compared with the fourth quarter of 2023; and increased outside data processing and software expense of $8 million.

The net loss recorded for the “All Other” category was $193 million in the first quarter 2023.

Net interest income decreased $60 million reflecting higher net interest expense from interest rate swap agreements entered into for interest rate risk management purposes, as well as the unfavorable impact from the Company’s allocation methodologies for internal transfers related to funding charges and credits associated with earning assets and interest-bearing liabilities of the Company’s reportable segments.
Noninterest income increased $6 million reflecting an increase in BLG distributions of $5 million.
The $12 million increase in the provision for credit losses reflects the net impact of the allocation of provision to reportable segments.
Noninterest expense increased $31 million reflecting estimated incremental special FDIC assessment expense of $29 million recorded in the first quarter of 2024.

- 71 -


 

Other Matters

On March 6, 2024, the SEC adopted a final rule to enhance and standardize climate-related disclosures by public companies. The final rule requires registrants, including the Company, to disclose their risk management processes for material climate-related risks, governance and oversight of material climate-risks and any risks that have materially impacted, or are reasonably likely to have a material impact on, its business strategy, results of operations or financial condition. Additionally, the final rule requires disclosure of material Scope 1 and Scope 2 greenhouse gas emissions, material climate targets and goals and certain disclosures related to severe weather events and other natural conditions. Such disclosures will be required in a registrant’s annual reporting under a phased-in approach beginning with annual reports for the year ending December 31, 2025 for calendar-year-end large accelerated filers, such as M&T. On April 4, 2024, the SEC issued an order to stay the final rule pending the completion of judicial review by the United States Court of Appeals for the Eighth Circuit.

 

Recent Accounting Developments

A discussion of the Company's significant accounting policies and critical accounting estimates can be found in the 2023 Annual Report. A summary of recent accounting developments is included in note 1 of Notes to Financial Statements.

Forward-Looking Statements

Management’s Discussion and Analysis of Financial Condition and Results of Operations and other sections of this quarterly report contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statement that does not describe historical or current facts is a forward-looking statement, including statements based on current expectations, estimates and projections about the Company’s business, and management's beliefs and assumptions.

Statements regarding the potential effects of events or factors specific to the Company and/or the financial industry as a whole, as well as national and global events generally, on the Company's business, financial condition, liquidity and results of operations may constitute forward-looking statements. Such statements are subject to the risk that the actual effects may differ, possibly materially, from what is reflected in those forward-looking statements due to factors and future developments that are uncertain, unpredictable and in many cases beyond the Company's control.

Forward-looking statements are typically identified by words such as "believe," "expect," "anticipate," "intend," "target," "estimate," "continue," or "potential," by future conditional verbs such as "will," "would," "should," "could," or "may," or by variations of such words or by similar expressions. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions which are difficult to predict and may cause actual outcomes to differ materially from what is expressed or forecasted.

While there can be no assurance that any list of risks and uncertainties is complete, important factors that could cause actual outcomes and results to differ materially from those contemplated by forward-looking statements include the following, without limitation: economic conditions and growth rates, including inflation and market volatility; events and developments in the financial services industry, including industry conditions; changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, loan concentrations by type and industry, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; levels of client deposits; ability to contain costs and expenses; changes in the Company's credit ratings; the impact of the People's United acquisition; domestic or international political developments and other geopolitical events, including international conflicts and hostilities; changes and trends in the securities markets; common shares outstanding, common stock price volatility; fair value of and number of stock-based compensation awards to be issued in future periods; the impact of changes in market values on trust-related revenues; federal, state or local legislation and/or regulations affecting the financial services industry, or M&T and its subsidiaries individually or collectively, including tax policy; regulatory supervision and oversight, including monetary policy and capital requirements; governmental and public policy changes; political conditions, either nationally or in the states in which M&T and its subsidiaries do business; the outcome of pending and future litigation and governmental proceedings, including tax-related examinations and other matters; changes in accounting policies or procedures as may be required

- 72 -


 

by the Financial Accounting Standards Board, regulatory agencies or legislation; increasing price, product and service competition by competitors, including new entrants; technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products and services; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; continued availability of financing; financial resources in the amounts, at the times and on the terms required to support M&T and its subsidiaries' future businesses; and material differences in the actual financial results of merger, acquisition, divestment and investment activities compared with M&T's initial expectations, including the full realization of anticipated cost savings and revenue enhancements.

These are representative of the factors that could affect the outcome of the forward-looking statements. In addition, as noted, such statements could be affected by general industry and market conditions and growth rates, general economic and political conditions, either nationally or in the states in which the Company does business, and other factors.

The Company provides further detail regarding these risks and uncertainties in the 2023 Annual Report, including in the Risk Factors section of such report, as well as in other SEC filings. Forward-looking statements speak only as of the date they are made, and the Company assumes no duty and does not undertake to update forward-looking statements.

- 73 -


 

M&T BANK CORPORATION AND SUBSIDIARIES

Table 1

QUARTERLY TRENDS

 

2024

 

 

2023 Quarters

 

 

(Dollars in millions, except per share, shares in thousands)

First Quarter

 

 

Fourth

 

 

Third

 

 

Second

 

 

First

 

 

Earnings and dividends

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income (taxable-equivalent basis)

$

2,757

 

 

$

2,753

 

 

$

2,656

 

 

$

2,530

 

 

$

2,341

 

 

Interest expense

 

1,065

 

 

 

1,018

 

 

 

866

 

 

 

717

 

 

 

509

 

 

Net interest income

 

1,692

 

 

 

1,735

 

 

 

1,790

 

 

 

1,813

 

 

 

1,832

 

 

Less: provision for credit losses

 

200

 

 

 

225

 

 

 

150

 

 

 

150

 

 

 

120

 

 

Other income

 

580

 

 

 

578

 

 

 

560

 

 

 

803

 

 

 

587

 

 

Less: other expense

 

1,396

 

 

 

1,450

 

 

 

1,278

 

 

 

1,293

 

 

 

1,359

 

 

Income before income taxes

 

676

 

 

 

638

 

 

 

922

 

 

 

1,173

 

 

 

940

 

 

Applicable income taxes

 

133

 

 

 

143

 

 

 

217

 

 

 

292

 

 

 

224

 

 

Taxable-equivalent adjustment

 

12

 

 

 

13

 

 

 

15

 

 

 

14

 

 

 

14

 

 

Net income

$

531

 

 

$

482

 

 

$

690

 

 

$

867

 

 

$

702

 

 

Net income available to common shareholders-diluted

$

505

 

 

$

457

 

 

$

664

 

 

$

841

 

 

$

676

 

 

Per common share data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings

 

3.04

 

 

 

2.75

 

 

 

4.00

 

 

 

5.07

 

 

 

4.03

 

 

Diluted earnings

 

3.02

 

 

 

2.74

 

 

 

3.98

 

 

 

5.05

 

 

 

4.01

 

 

Cash dividends

 

1.30

 

 

 

1.30

 

 

 

1.30

 

 

 

1.30

 

 

 

1.30

 

 

Average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

166,460

 

 

 

165,985

 

 

 

165,909

 

 

 

165,842

 

 

 

167,732

 

 

Diluted

 

167,084

 

 

 

166,731

 

 

 

166,570

 

 

 

166,320

 

 

 

168,410

 

 

Performance ratios, annualized

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average assets

 

1.01

%

 

 

.92

%

 

 

1.33

%

 

 

1.70

%

 

 

1.40

%

 

Average common shareholders’ equity

 

8.14

 

 

 

7.41

 

 

 

10.99

 

 

 

14.27

 

 

 

11.74

 

 

Net interest margin on average earning
     assets (taxable-equivalent basis)

 

3.52

 

 

 

3.61

 

 

 

3.79

 

 

 

3.91

 

 

 

4.04

 

 

Nonaccrual loans to total loans and
     leases, net of unearned discount

 

1.71

 

 

 

1.62

 

 

 

1.77

 

 

 

1.83

 

 

 

1.92

 

 

Net operating (tangible) results (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating income

$

543

 

 

$

494

 

 

$

702

 

 

$

879

 

 

$

715

 

 

Diluted net operating income per common share

3.09

 

 

 

2.81

 

 

 

4.05

 

 

 

5.12

 

 

 

4.09

 

 

Annualized return on:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average tangible assets

 

1.08

%

 

 

.98

%

 

 

1.41

%

 

 

1.80

%

 

 

1.49

%

 

Average tangible common shareholders’ equity

 

12.67

 

 

 

11.70

 

 

17.41

 

 

22.73

 

 

 

19.00

 

 

Efficiency ratio (b)

 

60.8

 

 

 

62.1

 

 

 

53.7

 

 

 

48.9

 

 

 

55.5

 

 

Balance sheet data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average balances:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets (c)

$

211,478

 

 

$

208,752

 

 

$

205,791

 

 

$

204,376

 

 

$

202,599

 

 

Total tangible assets (c)

 

202,906

 

 

 

200,172

 

 

 

197,199

 

 

 

195,764

 

 

 

193,957

 

 

Earning assets

 

193,135

 

 

 

190,536

 

 

 

187,403

 

 

 

185,936

 

 

 

184,069

 

 

Investment securities

 

28,587

 

 

 

27,490

 

 

 

27,993

 

 

 

28,623

 

 

 

27,622

 

 

Loans and leases, net of unearned discount

 

133,796

 

 

 

132,770

 

 

 

132,617

 

 

 

133,545

 

 

 

132,012

 

 

Deposits

 

164,065

 

 

 

164,713

 

 

 

162,688

 

 

 

159,399

 

 

 

161,537

 

 

Borrowings

 

16,001

 

 

 

13,057

 

 

 

12,585

 

 

 

15,055

 

 

 

11,505

 

 

Common shareholders’ equity (c)

 

25,008

 

 

 

24,489

 

 

 

24,009

 

 

 

23,674

 

 

 

23,366

 

 

Tangible common shareholders’ equity (c)

 

16,436

 

 

 

15,909

 

 

 

15,417

 

 

 

15,062

 

 

 

14,724

 

 

At end of quarter:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets (c)

 

215,137

 

 

 

208,264

 

 

 

209,124

 

 

 

207,672

 

 

 

202,956

 

 

Total tangible assets (c)

 

206,574

 

 

 

199,689

 

 

 

200,538

 

 

 

199,074

 

 

 

194,321

 

 

Earning assets

 

195,712

 

 

 

189,140

 

 

 

189,942

 

 

 

188,504

 

 

 

183,853

 

 

Investment securities

 

28,496

 

 

 

26,897

 

 

 

27,336

 

 

 

27,916

 

 

 

28,443

 

 

Loans and leases, net of unearned discount

 

134,973

 

 

 

134,068

 

 

 

132,355

 

 

 

133,344

 

 

 

132,938

 

 

Deposits

 

167,196

 

 

 

163,274

 

 

 

164,128

 

 

 

162,058

 

 

 

159,075

 

 

Borrowings

 

16,245

 

 

 

13,517

 

 

 

13,854

 

 

 

15,325

 

 

 

14,458

 

 

Common shareholders’ equity (c)

 

25,158

 

 

 

24,946

 

 

 

24,186

 

 

 

23,790

 

 

 

23,366

 

 

Tangible common shareholders’ equity (c)

 

16,595

 

 

 

16,371

 

 

 

15,600

 

 

 

15,192

 

 

 

14,731

 

 

Equity per common share

 

150.90

 

 

 

150.15

 

 

 

145.72

 

 

 

143.41

 

 

 

140.88

 

 

Tangible equity per common share

 

99.54

 

 

 

98.54

 

 

 

93.99

 

 

 

91.58

 

 

 

88.81

 

 

 

(a)
Excludes amortization and balances related to goodwill and core deposit and other intangible assets and merger-related expenses which, except in the calculation of the efficiency ratio, are net of applicable income tax effects. A reconciliation of net income and net operating income appears in Table 2.
(b)
Excludes impact of merger-related expenses and net securities transactions.
(c)
The difference between total assets and total tangible assets, and common shareholders’ equity and tangible common shareholders’ equity, represents goodwill, core deposit and other intangible assets, net of applicable deferred tax balances. A reconciliation of such balances appears in Table 2.

 

- 74 -


 

M&T BANK CORPORATION AND SUBSIDIARIES

Table 2

RECONCILIATION OF QUARTERLY GAAP TO NON-GAAP MEASURES

 

 

2024

 

 

2023 Quarters

 

(Dollars in millions, except per share)

 

First Quarter

 

 

Fourth

 

 

Third

 

 

Second

 

 

First

 

Income statement data

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

531

 

 

$

482

 

 

$

690

 

 

$

867

 

 

$

702

 

Amortization of core deposit and other
   intangible assets (a)

 

 

12

 

 

 

12

 

 

 

12

 

 

 

12

 

 

 

13

 

Net operating income

 

$

543

 

 

$

494

 

 

$

702

 

 

$

879

 

 

$

715

 

Earnings per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share

 

$

3.02

 

 

$

2.74

 

 

$

3.98

 

 

$

5.05

 

 

$

4.01

 

Amortization of core deposit and other
   intangible assets (a)

 

 

.07

 

 

 

.07

 

 

 

.07

 

 

 

.07

 

 

 

.08

 

Diluted net operating earnings per
  common share

 

$

3.09

 

 

$

2.81

 

 

$

4.05

 

 

$

5.12

 

 

$

4.09

 

Other expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other expense

 

$

1,396

 

 

$

1,450

 

 

$

1,278

 

 

$

1,293

 

 

$

1,359

 

Amortization of core deposit and other
   intangible assets

 

 

(15

)

 

 

(15

)

 

 

(15

)

 

 

(15

)

 

 

(17

)

Noninterest operating expense

 

$

1,381

 

 

$

1,435

 

 

$

1,263

 

 

$

1,278

 

 

$

1,342

 

Efficiency ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest operating expense (numerator)

 

$

1,381

 

 

$

1,435

 

 

$

1,263

 

 

$

1,278

 

 

$

1,342

 

Taxable-equivalent net interest income

 

$

1,692

 

 

$

1,735

 

 

$

1,790

 

 

$

1,813

 

 

$

1,832

 

Other income

 

 

580

 

 

 

578

 

 

 

560

 

 

 

803

 

 

 

587

 

Less: Gain (loss) on bank investment securities

 

 

2

 

 

 

4

 

 

 

 

 

 

1

 

 

 

 

Denominator

 

$

2,270

 

 

$

2,309

 

 

$

2,350

 

 

$

2,615

 

 

$

2,419

 

Efficiency ratio

 

 

60.8

%

 

 

62.1

%

 

 

53.7

%

 

 

48.9

%

 

 

55.5

%

Balance sheet data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average assets

 

$

211,478

 

 

$

208,752

 

 

$

205,791

 

 

$

204,376

 

 

$

202,599

 

Goodwill

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,473

)

 

 

(8,490

)

Core deposit and other intangible assets

 

 

(140

)

 

 

(154

)

 

 

(170

)

 

 

(185

)

 

 

(201

)

Deferred taxes

 

 

33

 

 

 

39

 

 

 

43

 

 

 

46

 

 

 

49

 

Average tangible assets

 

$

202,906

 

 

$

200,172

 

 

$

197,199

 

 

$

195,764

 

 

$

193,957

 

Average common equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average total equity

 

$

27,019

 

 

$

26,500

 

 

$

26,020

 

 

$

25,685

 

 

$

25,377

 

Preferred stock

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

Average common equity

 

 

25,008

 

 

 

24,489

 

 

 

24,009

 

 

 

23,674

 

 

 

23,366

 

Goodwill

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,473

)

 

 

(8,490

)

Core deposit and other intangible assets

 

 

(140

)

 

 

(154

)

 

 

(170

)

 

 

(185

)

 

 

(201

)

Deferred taxes

 

 

33

 

 

 

39

 

 

 

43

 

 

 

46

 

 

 

49

 

Average tangible common equity

 

$

16,436

 

 

$

15,909

 

 

$

15,417

 

 

$

15,062

 

 

$

14,724

 

At end of quarter

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

215,137

 

 

$

208,264

 

 

$

209,124

 

 

$

207,672

 

 

$

202,956

 

Goodwill

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,490

)

Core deposit and other intangible assets

 

 

(132

)

 

 

(147

)

 

 

(162

)

 

 

(177

)

 

 

(192

)

Deferred taxes

 

 

34

 

 

 

37

 

 

 

41

 

 

 

44

 

 

 

47

 

Total tangible assets

 

$

206,574

 

 

$

199,689

 

 

$

200,538

 

 

$

199,074

 

 

$

194,321

 

Total common equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity

 

$

27,169

 

 

$

26,957

 

 

$

26,197

 

 

$

25,801

 

 

$

25,377

 

Preferred stock

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

 

 

(2,011

)

Common equity

 

 

25,158

 

 

 

24,946

 

 

 

24,186

 

 

 

23,790

 

 

 

23,366

 

Goodwill

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,465

)

 

 

(8,490

)

Core deposit and other intangible assets

 

 

(132

)

 

 

(147

)

 

 

(162

)

 

 

(177

)

 

 

(192

)

Deferred taxes

 

 

34

 

 

 

37

 

 

 

41

 

 

 

44

 

 

 

47

 

Total tangible common equity

 

$

16,595

 

 

$

16,371

 

 

$

15,600

 

 

$

15,192

 

 

$

14,731

 

 

(a)
After any related tax effect.

- 75 -


 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Incorporated by reference to the discussion contained in Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations," under the captions "Liquidity Risk," "Market Risk and Interest Rate Sensitivity" and "Capital."

Item 4. Controls and Procedures.

(a) Evaluation of disclosure controls and procedures. Based upon their evaluation of the effectiveness of M&T’s disclosure controls and procedures (as defined in Exchange Act rules 13a-15(e) and 15d-15(e)), René F. Jones, Chairman of the Board and Chief Executive Officer, and Daryl N. Bible, Senior Executive Vice President and Chief Financial Officer, concluded that M&T’s disclosure controls and procedures were effective as of March 31, 2024.

(b) Changes in internal control over financial reporting. M&T regularly assesses the adequacy of its internal control over financial reporting and enhances its controls in response to internal control assessments and internal and external audit and regulatory recommendations. No changes in internal control over financial reporting have been identified in connection with the evaluation of disclosure controls and procedures during the quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, M&T’s internal control over financial reporting.

 

- 76 -


 

 

PART II. OTHER INFORMATION

M&T and its subsidiaries are subject in the normal course of business to various pending and threatened legal proceedings and other matters in which claims for monetary damages are asserted. On an on-going basis management, after consultation with legal counsel, assesses the Company’s liabilities and contingencies in connection with such proceedings. For those matters where it is probable that the Company will incur losses and the amounts of the losses can be reasonably estimated, the Company records an expense and corresponding liability in its consolidated financial statements. To the extent the pending or threatened litigation could result in exposure in excess of that liability, the amount of such excess is not currently estimable. Although not considered probable, the range of reasonably possible losses for such matters in the aggregate, beyond the existing recorded liability, was between $0 and $25 million as of March 31, 2024. Although the Company does not believe that the outcome of pending legal matters will be material to the Company’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations for a particular reporting period in the future.

Item 1A. Risk Factors.

There have been no material changes in risk factors relating to M&T to those disclosed in response to Part I, Item 1A of the 2023 Annual Report.

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

(a) – (b) Not applicable.

(c)

 

 

Issuer Purchases of Equity Securities

 

Period

 

Total
Number
of Shares
(or Units)
Purchased
(1)

 

 

Average
Price Paid
per Share
(or Unit)

 

 

Total
Number of
Shares
(or Units)
Purchased
as Part of
Publicly
Announced
Plans or
Programs

 

 

Maximum
Number (or
Approximate
Dollar Value)
of Shares
(or Units)
that may yet
be Purchased
Under the
Plans or
Programs (2)

 

January 1 - January 31, 2024

 

 

210

 

 

$

136.94

 

 

 

 

 

$

1,200,060,000

 

February 1 - February 29, 2024

 

 

 

 

 

 

 

 

 

 

 

1,200,060,000

 

March 1 - March 31, 2024

 

 

18,205

 

 

 

140.05

 

 

 

 

 

 

1,200,060,000

 

Total

 

 

18,415

 

 

$

140.01

 

 

 

 

 

 

 

 

(1)
The total number of shares purchased during the periods indicated includes shares purchased as part of publicly announced programs and/or shares deemed to have been received from employees who exercised stock options by attesting to previously acquired common shares in satisfaction of the exercise price or shares received from employees upon the vesting of restricted stock awards in satisfaction of applicable tax withholding obligations, as is permitted under M&T’s stock-based compensation plans.
(2)
In July 2022, M&T's Board of Directors authorized a program under which $3.0 billion of common shares may be repurchased with the exact number, timing, price and terms of such repurchases to be determined at the discretion of management and subject to all regulatory limitations.

Item 3. Defaults Upon Senior Securities.

(None.)

Item 4. Mine Safety Disclosures.

(Not applicable.)

- 77 -


 

Item 5. Other Information.

(a) – (b) Not applicable.

(c) Certain of our officers or directors have made elections to participate in, and are participating in, our tax-qualified 401(k) plan and nonqualified deferred compensation plans, or have made, and may from time to time make, elections to reinvest dividends in M&T Bank Corporation common stock, or have shares withheld to cover withholding taxes upon the vesting of equity awards or to pay the exercise price of options, each of which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K).

Item 6. Exhibits.

The following exhibits are filed as a part of this report.

Exhibit

No.

 

 

 

 

 

  10.1

 

Retirement and Consulting Agreement, dated as of February 8, 2024, by and between Doris Meister and M&T Bank. Filed herewith.*

 

 

 

  31.1

Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

 

 

  31.2

Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

 

  32.1

Certification of Chief Executive Officer under 18 U.S.C. §1350 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

 

  32.2

Certification of Chief Financial Officer under 18 U.S.C. §1350 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.

 

 

101.INS

Inline XBRL Instance Document. Filed herewith.

 

 

101.SCH

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents. Filed herewith.

 

 

104

The cover page from M&T Bank Corporation’s Quarterly Report on Form 10-Q for the quarter ended

March 31, 2024 has been formatted in Inline XBRL.

 

* Management contract or compensatory plan or arrangement.

- 78 -


 

SIGNATURES

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

 

M&T BANK CORPORATION

 

 

 

Date: May 3, 2024

By:

/s/ Daryl N. Bible

 

 

Daryl N. Bible

 

 

Senior Executive Vice President

and Chief Financial Officer

 

- 79 -


EX-10.1

EXHIBIT 10.1

M&T Bank

One M&T Plaza,

Human Resources, 7th Floor,

Buffalo, NY 14203

716-842-5094 FAX 716-842-4374

 

 

February 8, 2024

 

Doris Meister

 

RE: Retirement & Consulting Agreement

 

Dear Doris,

 

This Retirement & Consulting Agreement (“Agreement”) sets forth the terms of the Agreement between Doris Meister (“You” or “Consultant”) and Manufacturers and Traders Trust Company (“M&T Bank”) with respect to your retirement and separation from employment and transition into a two-year consulting role. You and M&T Bank will hereinafter collectively be referred to as the “Parties.”

 

(1)
Retirement Date & Consulting Period

 

Your final date of employment with M&T Bank will be Friday, May 31, 2024 (“Retirement Date”). As of that date, except as specifically provided in this Agreement, all compensation, participation in the 401(k) plan, long term disability, and participation in the Employee Stock Purchase Plan will cease. Provided you comply with the other terms of this Agreement, including your execution and non-revocation of this Agreement and the attached General Release and Waiver, beginning June 1, 2024, and through June 1, 2026 (the “Consulting Period”), you will serve as a Consultant for M&T Bank consistent with the duties described in Paragraph 4.

 

(2)
Payment of Wages and Other Sums Due

 

M&T Bank agrees that you will be paid for all wages due for services rendered to M&T Bank through the Retirement Date and will be paid for any accrued Paid Time Off and/or floating holidays, if applicable, or other leave which is, under M&T Bank’s policies, compensable at the time of retirement, at your current rate of pay.

 

(3)
Health Coverage Continuation

Following the Retirement Date, you and your covered family members may each elect to continue health coverage as provided by the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended (“COBRA”). Additional information concerning your COBRA rights will be mailed to you under separate cover. In addition, you and your covered spouse are eligible to obtain retiree health coverage under the M&T Bank Corporation Retiree Welfare Benefits Plan provided you enroll in such retiree health coverage within 30 days of your Retirement Date or if applicable, within 30 days after your COBRA health continuation coverage ends. You will receive additional information regarding retiree health coverage prior to your Retirement Date.

 

 

(4)
Consulting Services

(a) During the Consulting Period, you agree to perform such reasonable consulting, management, and advisory services for M&T Bank with respect to the business and affairs of M&T Bank as M&T

 


EXHIBIT 10.1

Bank may reasonably request from time to time, which services may include transition of your successor, strategic planning services, and meeting with M&T Bank’s officers, managers, and other personnel regarding operations. The services, in your discretion, shall be rendered in person or by telephone or other communication. Except as otherwise expressly agreed to, you shall have no obligation to M&T Bank as to the manner and time of rendering the services hereunder and shall have no obligation to devote a minimum number of hours on a weekly, monthly, annual, or other basis.

 

(b) M&T Bank shall furnish to you such information as it reasonably believes appropriate to permit you to provide the services contemplated by Section 3(a) hereof to M&T Bank; provided, however, that M&T Bank hereby acknowledges and agrees that (i) you will use and rely on such information in providing such services and (ii) you do not assume responsibility for the accuracy or completeness of such information.

 

(c) You shall perform all services to be provided to M&T Bank hereunder as an independent contractor to M&T Bank and not as an employee, agent, or representative of M&T Bank. You shall have no authority to act for or bind M&T Bank or any of its subsidiaries while acting in its capacity as an advisor to M&T Bank under this Agreement without M&T Bank’s prior written consent. Any advice or opinions provided by you or its affiliates to M&T Bank and/or any subsidiary of M&T Bank may not be disclosed or referred to publicly or to any third party (other than to M&T Bank’s affiliates and M&T Bank’s legal, tax, financial, or other advisors), except in accordance with your prior written consent or if required by law; provided, however, that for the purpose of this sentence, you and M&T Bank shall not be treated as affiliates of one another.

 

(d) Consistent with the definition of Confidential Information and terms described in Paragraph 13, you agree that you will maintain the confidentiality of any Confidential Information of M&T Bank that you may learn of through the Consulting Period.

(5)
Consulting Payments

 

If the terms of this Agreement are accepted by you, and you return a fully executed original of this Agreement to Corporate Employee Relations – M&T at One M&T Plaza, 7th Floor, Buffalo, New York 14203 on or before February 29, 2024, you do not thereafter revoke this Agreement, which you may do within seven (7) calendar days from the date that you sign it, you execute, as described in Paragraph 11, the attached General Release and Waiver, you do not revoke that General Release and Waiver, and you comply with the terms of both Agreements, you will be entitled to transition into a consulting role as described in Paragraph 4, for which you will receive a monthly consulting fee of $101,666.66 for the Consulting Period (from June 1, 2024 through May 31, 2026) (the “Consulting Payments”). These Consulting Payments will commence within 21 days of the commencement of the Consulting Period, provided you have signed both this Agreement and the attached General Release and Waiver, as described in and consistent with Paragraph 11, and the revocation periods for both the Agreement and the General Release and Waiver have expired without revocation. You will not be eligible for any other compensation, benefits, or equity in connection with your provision of the services you provide as a Consultant.

 

You also understand and agree that you will forfeit and not be entitled to receive the Consulting Payments described above if: (i) you breach any written agreement between you and M&T Bank, including this Agreement; (ii) you act or fail to act in a manner that results in or is intended to result in detrimental consequences to M&T Bank after notification of retirement; (iii) you improperly disclose proprietary or confidential information or trade secrets of M&T Bank; or (iv) you commit misconduct or other terminable offense.

 

Any revocation of this Agreement must be in writing and must be delivered to Corporate Employee Relations - MRT at One M&T Plaza, 7th Floor, Buffalo, New York 14203 by 5 p.m., within seven (7) calendar days from the date you have executed this Agreement. This Agreement will not become effective until

 


EXHIBIT 10.1

after your 7-day revocation period has expired.

 

(6)
Non-Competition, Non-Solicitation of Customers and Employees

 

You, for and in consideration of the promises set forth in this Agreement, hereby agree that through the Consulting Period, you shall not hold any position, in any capacity, directly with any company or entity listed on the attached Peer Firms list. In the event that you hold a position with or perform any services for a consulting firm during the Consulting Period that may also be consulting for any company or entity on the attached Peer Firms list, you agree that you will not work, directly or indirectly, on any project or assignment providing services to the entity that is listed on the attached Peer Firms list until after December 1, 2024. This Agreement does not restrict your ability to serve as a Board Member and/or Director of a Board for any entity as of December 1, 2024. Until December 1, 2024, however, you agree that you will not serve as a Board Member and/or Director of a Board for any company or entity listed on the Peer Firms list.

 

You also agree that through the end of the Consulting Period following the execution of this Agreement you shall not, directly or indirectly, hire, solicit or encourage any employee, consultant or contractor of M&T Bank to leave M&T Bank’s employment, or hire any such employee, consultant or contractor who has left M&T Bank’s employment or contractual engagement. In addition, through the end of the Consulting Period, you shall not, directly or indirectly, (i) solicit or attempt to solicit any customer of M&T Bank, customer leads or customer referrals who were served by or whose names became known to you while providing services to M&T Bank; (ii) induce or attempt to induce any customer of M&T Bank to refuse to deal with or discontinue dealing with M&T Bank; or (iii) induce any customer of M&T Bank to terminate any existing contract for services with the Bank.

 

The Consulting Period limitation is not intended to limit M&T Bank’s right to prevent misappropriation of its confidential information beyond the duration of the Consulting Period. In addition, if you are subject to a non-solicitation restriction under any incentive plan, commission plan or other arrangement or contract with M&T Bank, nothing in this section shall be read to alter or limit such restriction(s). To the extent the duration of the non-solicitation in this section differs with any other such restrictions, the longer time period shall control.

(7)
Employment Verification

 

M&T Bank’s policy currently provides that requests for employment verification be referred to HRDirect at 1-877-473-4732.

 

(8)
Equity Awards

 

Your equity awards are governed by the terms and conditions of the applicable award agreement(s) and equity plan(s) maintained by M&T Bank Corporation. You should refer to the applicable equity award agreement(s) and equity plan(s) for further information about the status and treatment of equity awards upon separation from employment. You will not receive any future equity awards.

 

(9)
Release and Waiver

 

You, for and in consideration of the promises set forth in this Agreement, hereby agree to release and discharge, and not to institute any suit or action, at law or in equity, against M&T Bank, as defined above, on your behalf and on behalf of any person or entity claiming by or through you, from any and all claims of any kind, known and unknown, which you may now have or have ever had against M&T Bank, including claims for compensation, accrued time off work, stock options, bonuses, separation pay and all other claims arising from your employment with M&T Bank or the separation of your employment with M&T Bank, whether based on

 


EXHIBIT 10.1

contract, tort, statute, local ordinance, regulation, common law, or any comparable law in any jurisdiction (“Released Claims”). By way of example and not in limitation, the Released Claims include (all as amended) the Age Discrimination in Employment Act of 1967, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act of 1990, the Equal Pay Act of 1963, the Family and Medical Leave Act of 1993, the federal Worker Adjustment and Retraining Notification Act of 1988, the Employee Retirement Income Security Act of 1974, the Fair Credit Reporting Act of 1970, the Civil Rights Act of 1866 (42 U.S.C. §§ 1981–1988), the New York Human Rights Law, as well as any claims asserting wrongful termination, breach of contract, breach of the covenant of good faith and fair dealing, negligent or intentional infliction of emotional distress, negligent or intentional misrepresentation, negligent or intentional interference with contract or prospective economic advantage, and defamation and any other federal, state or local law, rule, regulation, executive order or guidelines relating to discrimination, excluding any potential rights or remedies pertaining to retirement benefits or the enforcement of this Agreement, from the beginning of the world through the date of this Agreement, and the continuing effects thereof.

This Agreement covers both claims that you know about and those that you may not know about at this time. The Released Claims do not include any claim: (1) to enforce the Agreement; (2) that arises exclusively after the date you execute the Agreement; (3) to undisputed vested benefits under an employee benefit plan governed by ERISA; (4) that you may have for COBRA benefits; and (5) that cannot be released as a matter of law, such as claims for statutory unemployment or statutory workers’ compensation benefits.

 

Nothing in this Agreement limits your rights, protected under law, to file a charge or communicate with or otherwise participate in any investigation or proceeding conducted by the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the U.S Department of Justice, the Occupational Safety and Health Administration, the Equal Employment Opportunity Commission, the National Labor Relations Board, or any other government agency charged with enforcement of any law; however, in view of the Consulting Payments provided to you, to the maximum extent permitted by law, you waive and release any and all rights you have to recover any damages or individual monetary relief as a result of such charge, communication, or participation.

 

(10)
Acknowledgement of Understanding and Review of Release and Waiver

 

You acknowledge and agree that, prior to executing this Agreement, you have been advised of your right to discuss it with your private attorney and that to the extent you desired, you have availed yourself of this right. You further acknowledge and agree that you have been provided with a reasonable period of time, not fewer than 21 calendar days from your receipt of this Agreement, to consider the terms of this Agreement and to the extent you have executed this Agreement within a shorter period of time, you have elected to do so knowingly and voluntarily and not on the basis of any M&T Bank fraud, misrepresentation, or threat to withdraw or alter this offer. You further acknowledge that you have carefully read and fully understand all of the provisions of this Agreement and that you are VOLUNTARILY entering into this Agreement. You further acknowledge that any modifications, material or not material to this Agreement, do not restart the consideration time period.

 

(11)
Agreement to Sign Attached General Release and Waiver

 

You agree that as a condition of receiving the Consulting Payments described in Paragraph 5, you will sign the attached General Release and Waiver on your Retirement Date of May 31, 2024. You understand and acknowledge that if you do not sign the General Release and Waiver, or that if you subsequently revoke it as described therein, you will not be entitled to the Consulting Payments described in Paragraph 5 other than a payment of $500.

 

(12)
Return of Property

 

 


EXHIBIT 10.1

You agree to return on or before the Retirement Date all M&T Bank property in your custody or possession, whether created by yourself or others, including but not limited to any laptop computers, handheld computers, cell phones, swipe cards and the originals and copies of all documents, employee and customer records, files, reports, letters, memoranda, records, data, flowcharts, promotional materials, agreements, customer lists, market studies and other tangible material containing confidential or proprietary information concerning M&T Bank, as defined above.

 

(13)
Confidential Information

 

Except as required by law, through the end of the Consulting Period and thereafter, you will not disclose to any person or persons any Confidential Information relating to M&T Bank, as defined above. “Confidential Information” includes, but is not limited to, any and all records, files, reports, letters, memoranda, records, data, flowcharts, promotional materials, agreements, customer and employee related information, market studies and other secret, confidential or proprietary information of any nature relating to M&T Bank, as defined above, which is not generally available to the public. In order to enforce compliance with this covenant, you acknowledge that the failure to comply with the provisions of this Agreement will cause M&T Bank irreparable harm and that a remedy at law for such failure would be an inadequate remedy for M&T Bank. Therefore, you consent that M&T Bank may obtain an order of specific performance, an injunction, a restraining order, or other equitable relief from a court or arbitrator having jurisdiction. The availability of equitable relief shall not preclude M&T Bank from recovering any monetary damages to which it is entitled under applicable law. Nothing in this Agreement precludes you from sharing the terms of this Agreement and the facts underlying your separation from M&T Bank with your life partner, immediate family, attorneys, tax professionals, financial advisors, and healthcare professionals provided you inform each of their duty to keep such information confidential.

 

(14)
Non-disparagement

 

You agree not to, directly or indirectly, make, create, publish, communicate, send, or otherwise transmit any statements or communications that are negative, degrading, or critical regarding M&T Bank or its officers, directors, managers, and employees. M&T Bank will provide a written instruction to its “Executive Officers” (as defined and designated under Rule 3b-7 of the Securities Exchange Act of 1934, and who hold office as of the date of this Agreement) directing those individuals that they are not to directly or indirectly, make, create, publish, communicate, send, or otherwise transmit any statements or communications that are negative, degrading, or critical regarding you.

 

 

(15)
Section 409A Compliance

 

This Agreement is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended ("Section 409A"), including the exceptions thereto, and shall be construed and administered in accordance with such intent. Notwithstanding any other provision of this Agreement, payments provided under this Agreement may only be made upon an event and in a manner that complies with Section 409A or an applicable exemption. For purposes of Section 409A, each installment payment provided under this Agreement shall be treated as a separate payment. With respect to any payments that are subject to Section 409A, in no event may you, directly or indirectly, designate the calendar year of a payment. Notwithstanding the foregoing, M&T Bank makes no representations that the payments and benefits provided under this Agreement comply with Section 409A and in no event shall M&T Bank be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by you on account of non-compliance with Section 409A.

(16)
Cooperation

 


EXHIBIT 10.1

You agree to cooperate with M&T Bank, at M&T Bank’s reasonable request, in all aspects of your provision of the Consulting services, including, without limitation, by assisting, cooperating, or providing knowledge, communicating with persons inside or outside M&T Bank, and making yourself reasonably available to assist with or participate in any agency, board and legal investigations and proceedings. M&T Bank agrees to reimburse you for your reasonable out-of-pocket costs and expenses actually incurred in connection with your provision of the Consulting services and for cooperating with M&T Bank as described in this paragraph. M&T Bank will reimburse you as described herein within 30 days of receiving a written request for reimbursement from you itemizing the costs and expenses you incurred and attaching receipts. You acknowledge and agree that your agreement to cooperate will be in effect throughout the entirety of the Consulting Period. However, you also agree that in the event that an issue, dispute, or claim directly or indirectly concerning or relating to your provision of the Consulting services arises after the expiration of the Consulting Period, that your agreement to cooperate will extend beyond the Consulting Period for the limited duration necessary to resolve the issue, dispute, or claim.

(17)
Representations Concerning Insurance Coverages and Indemnification

M&T Bank represents that it has had in effect insurance policies providing insurance coverage for Directors and Officers and that you will be covered under those policies under the terms of those coverages with respect to your employment as an executive of M&T Bank.

 

(18)
Miscellaneous

 

You and M&T Bank acknowledge and agree that this Agreement is not an admission of guilt or wrongdoing by you or M&T Bank, as defined above, that neither party believes or admits that it has done anything wrong, and that both parties expressly deny any wrongdoing.

 

This Agreement may not be modified in any manner or canceled except by a writing signed by you and an authorized M&T Bank official. You acknowledge that M&T Bank has made no promises to you other than those in this Agreement and that this Agreement constitutes the entire agreement of the Parties with respect to the subject matter of this Agreement, and supersedes any prior understandings or written or oral agreements between the Parties with respect to the subject matter of this Agreement, except for any arbitration, intellectual property, noncompete, restrictive covenant, non-solicitation, nondisclosure, or confidential agreements between M&T Bank and you, which shall remain in full force and effect according to their terms.

 

You agree that you shall be responsible for all taxes and similar payments arising out of any activities contemplated by this Agreement, including without limitation, federal, state, and local income tax, self-employment taxes, and all other taxes, fees, and withholdings. You agree that you will indemnify M&T and hold M&T harmless against any claim, obligation, or demand to pay any type of taxes, interest, or penalties in connection with any payments made to you by M&T under this Agreement.

 

The provisions of this Agreement are severable. If any part of it is found to be unenforceable, all other provisions shall remain fully valid and enforceable.

 

Captions and headings in this agreement are intended solely for convenience of reference and shall not be used in interpretation of this Agreement. This Agreement shall be governed by the substantive and procedural laws of the State of New York.

 

Finally, by your signature below, you acknowledge each of the following: (a) that you have read this Agreement and the attachment; (b) that you are fully aware of the Agreement’s contents and legal effect;

(c) that you have been advised to consult with an attorney of your choosing regarding this Agreement; (d) that you have consulted your own counsel to the extent and for the purposes you desired; (e) that you have chosen to enter into this Agreement freely, without coercion and based upon your own judgment and not in reliance upon any

 


EXHIBIT 10.1

promises made by M&T Bank or any of its representatives other than those contained in this Agreement, (f) that, if applicable, you have been given the attached Disclosure Statement, and (g) that as a condition of receiving the Consulting Payments, you will sign the attached General Release and Waiver on your Retirement Date.

 

Sincerely,

 

/s/ David Hollis

 

DAVID HOLLIS

SENIOR EXECUTIVE VICE PRESIDENT

CHIEF HUMAN RESOURCES OFFICER

 

 

 

I have read and understand the Agreement above and agree to be bound by its terms and conditions.

 

 

/s/ Doris Meister

DORIS MEISTER

 

 

February 9, 2024

DATE

 

 


EXHIBIT 10.1

ATTACHMENT

GENERAL RELEASE AND WAIVER

 

Pursuant to the terms and conditions of the Retirement & Consulting Agreement(“Agreement”) to which this General Release and Waiver (“Release”) is attached, and in consideration of the benefits offered under the Agreement, you agree to release and discharge, and not to institute any suit or action, at law or in equity, against M&T Bank, as defined in the Agreement, on your behalf and on behalf of any person or entity claiming by or through you, from any and all claims of any kind, known and unknown, which you may now have or have ever had against M&T Bank, including claims for compensation, accrued time off work, stock options, bonuses, separation pay and all other claims arising from your employment with M&T Bank or the termination of your employment with M&T Bank, whether based on contract, tort, statute, local ordinance, regulation, common law, or any comparable law in any jurisdiction (“Released Claims”). By way of example and not in limitation, the Released Claims include (all as amended) the Age Discrimination in Employment Act of 1967, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act of 1990, the Equal Pay Act of 1963, the Family and Medical Leave Act of 1993, the federal Worker Adjustment and Retraining Notification Act of 1988, the Employee Retirement Income Security Act of 1974, the Fair Credit Reporting Act of 1970, the Civil Rights Act of 1866 (42 U.S.C. §§ 1981–1988) the New York Human Rights Law, as well as any claims asserting wrongful termination, breach of contract, breach of the covenant of good faith and fair dealing, negligent or intentional infliction of emotional distress, negligent or intentional misrepresentation, negligent or intentional interference with contract or prospective economic advantage, and defamation and any other federal, state or local law, rule, regulation, executive order or guidelines relating to discrimination, excluding any potential rights or remedies pertaining to retirement benefits or the enforcement of this Release, from the beginning of the world through the date of this Release, and the continuing effects thereof.

This Release covers both claims that you know about and those that you may not know about at this time. The Released Claims do not include any claim: (1) to enforce the Agreement; (2) that arises exclusively after the date you execute the Release; (3) to undisputed vested benefits under an employee benefit plan governed by ERISA; (4) that you may have for COBRA benefits; and (5) that cannot be released as a matter of law, such as claims for statutory unemployment or statutory workers’ compensation benefits.

Nothing in the Agreement or the Release limits your rights, protected under law, to file a charge or communicate with or otherwise participate in any investigation or proceeding conducted by the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the U.S. Department of Justice, the Occupational Safety and Health Administration, the Equal Employment Opportunity Commission, the National Labor Relations Board, or any other government agency charged with enforcement of any law; however, in view of the payments and benefits provided to you, to the maximum extent permitted by law, you waive and release any and all rights you have to recover any damages or individual monetary relief as a result of such charge, communication, or participation.

You acknowledge and agree that, prior to executing this Release, you have been advised of your right to discuss it with your private attorney and that to the extent you desired, you have availed yourself of this right. You further acknowledge and agree that you have been provided with a reasonable

 


 

period of time, not fewer than 21 calendar days from your receipt of this Release, to consider the terms of this Release and to the extent you have executed this Release within a shorter period of time, you have elected to do so knowingly and voluntarily and not on the basis of any M&T Bank fraud, misrepresentation, or threat to withdraw or alter this offer. You further acknowledge that you have carefully read and fully understand all of the provisions of this Release and that you are VOLUNTARILY entering into this Release. You further acknowledge that any modifications, material or not material to this Release, do not restart the consideration time period.

You will have seven (7) calendar days after signing this Release to revoke it by delivering written notice of your revocation to Corporate Employee Relations – MRT at One M&T Plaza, 7th Floor, Buffalo, NY 14203. This Release will become effective on the eighth (8th) day following its execution by you, provided that it has not been revoked by you as set forth in the immediately preceding sentence. If this Release is revoked by you within that 7-day period, you will not be eligible to receive any of the payments or benefits identified in the Agreement.

By your signature below, you acknowledge each of the following: (a) that you have read this Release; (b) that you are fully aware of the Release’s contents and legal effect; (c) that you have been advised to consult with an attorney of your choosing regarding this Release; (d) that you have consulted your own counsel to the extent and for the purposes you desired; (e) and that you have chosen to enter into this Release freely, without coercion and based upon your own judgment and not in reliance upon any promises made by M&T Bank or any of its representatives other than those contained in this Release.

 

 

DORIS MEISTER

 

 

DATE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

ATTACHMENT

 

Peer Firms

Ally Financial (ALLY)

Bank of America Corporation (BAC)

Bank of New York Mellon Corporation (BK)

Bessemer Trust

BMO Financial Corp (BMO)

Brown Brothers Harriman

Citigroup Inc. (C)

Citizens Financial Group, Inc. (CFG)

Comerica Incorporated (CMA)

Credit Suisse Group AG (CS)

Fifth Third Bancorp (FITB)

First Citizens Bancshares, Inc. (FCNCA)

First Horizon National Corporation (FHN)

Goldman Sachs Group, Inc. (GS)

Huntington Bancshares Incorporated (HBAN)

JP Morgan Chase & Co. (JPM)

KeyCorp (KEY)

Morgan Stanley (MS)

Northern Trust Corporation (NTRS)

PNC Financial Services Group, Inc. (PNC)

Regions Financial Corporation (RF)

State Street Corporation (STT)

TD Group Holdings, LLC (TD)

Truist Financial Corporation (TFC)

UBS Group (UBS)

UMB Financial Corporation (UMBF)

U.S. Bancorp (USB)

Wells Fargo & Co. (WFC)

Zions Bancorporation (ZION)

 

 


EX-31.1

EXHIBIT 31.1

 

CERTIFICATIONS

 

 

 

I, René F. Jones, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of M&T Bank Corporation;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

 

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: May 3, 2024

 

 

 

By:

/s/ René F. Jones

René F. Jones

Chairman of the Board and

Chief Executive Officer

 


EX-31.2

 

EXHIBIT 31.2

 

CERTIFICATIONS

 

 

 

I, Daryl N. Bible, certify that:

 

1. I have reviewed this quarterly report on Form 10-Q of M&T Bank Corporation;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

 

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: May 3, 2024

 

 

 

By:

/s/ Daryl N. Bible

Daryl N. Bible

Senior Executive Vice President

and Chief Financial Officer

 


EX-32.1

EXHIBIT 32.1

 

CERTIFICATION OF CHIEF EXECUTIVE OFFICER UNDER 18 U.S.C. §1350

 

I, René F. Jones, Chairman of the Board and Chief Executive Officer of M&T Bank Corporation, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

 

(1) the Quarterly Report on Form 10-Q of M&T Bank Corporation for the quarterly period ended March 31, 2024 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

 

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of M&T Bank Corporation.

 

 

The foregoing certification is being furnished solely pursuant to 18 U.S.C. §1350 and is not being filed as part of the Report or as a separate disclosure document.

 

 

 

 

 

 

/s/ René F. Jones

René F. Jones

 

May 3, 2024

 

 

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to M&T Bank Corporation and will be retained by M&T Bank Corporation and furnished to the Securities and Exchange Commission or its staff upon request.

 


EX-32.2

EXHIBIT 32.2

 

CERTIFICATION OF CHIEF FINANCIAL OFFICER UNDER 18 U.S.C. §1350

 

I, Daryl N. Bible, Senior Executive Vice President and Chief Financial Officer of M&T Bank Corporation, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

 

(1) the Quarterly Report on Form 10-Q of M&T Bank Corporation for the quarterly period ended March 31, 2024 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

 

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of M&T Bank Corporation.

 

 

The foregoing certification is being furnished solely pursuant to 18 U.S.C. §1350 and is not being filed as part of the Report or as a separate disclosure document.

 

 

 

 

 

 

/s/ Daryl N. Bible

Daryl N. Bible

 

May 3, 2024

 

 

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to M&T Bank Corporation and will be retained by M&T Bank Corporation and furnished to the Securities and Exchange Commission or its staff upon request.