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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2024
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________

Commission File Number: 001-38534
amerantimagea03.jpg
Amerant Bancorp Inc.
(Exact name of registrant as specified in its charter)
Florida65-0032379
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
220 Alhambra Circle
Coral Gables,
Florida
33134
(Address of principal executive offices)
(Zip Code)
(305)460-4728
(Registrant’s telephone number, including area code)
 N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of exchange on which registered
Class A Common StockAMTBNew 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☐
Accelerated filer
☒
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐       No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class
Outstanding as of July 29, 2024
Class A Common Stock, $0.10 par value per share33,493,162 shares of Class A Common Stock
1

AMERANT BANCORP INC. AND SUBSIDIARIES
FORM 10-Q
June 30, 2024
INDEX
Page

2
Table of Contents


Part 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
Amerant Bancorp Inc. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share data)(Unaudited)
June 30, 2024		December 31, 2023
Assets
Cash and due from banks$32,762 $47,234 
Interest earning deposits with banks238,346 242,709 
Restricted cash32,430 25,849 
Other short-term investments6,781 6,080 
Cash and cash equivalents310,319 321,872 
Securities
Debt securities available for sale, at fair value1,269,356 1,217,502 
Debt securities held to maturity, at amortized cost (estimated fair value of $192,403 and $204,945 at June 30, 2024 and December 31, 2023, respectively)
219,613 226,645 
Equity securities with readily determinable fair value not held for trading2,483 2,534 
Federal Reserve Bank and Federal Home Loan Bank stock56,412 50,294 
Securities1,547,864 1,496,975 
Loans held for sale, at lower of cost or fair value551,828 365,219 
Mortgage loans held for sale, at fair value60,122 26,200 
Loans held for investment, gross6,710,961 6,873,493 
Less: Allowance for credit losses94,400 95,504 
Loans held for investment, net6,616,561 6,777,989 
Bank owned life insurance238,851 234,972 
Premises and equipment, net33,382 43,603 
Deferred tax assets, net48,779 55,635 
Operating lease right-of-use assets100,580 118,484 
Goodwill19,193 19,193 
Accrued interest receivable and other assets220,259 256,185 
Total assets$9,747,738 $9,716,327 
Liabilities and Stockholders' Equity
Deposits
Demand
Noninterest bearing$1,465,140 $1,426,919 
Interest bearing2,316,976 2,560,629 
Savings and money market1,723,233 1,610,218 
Time2,310,662 2,297,097 
Total deposits7,816,011 7,894,863 
Advances from the Federal Home Loan Bank 765,000 645,000 
Senior notes59,685 59,526 
Subordinated notes29,539 29,454 
Junior subordinated debentures held by trust subsidiaries64,178 64,178 
Operating lease liabilities105,861 123,167 
Accounts payable, accrued liabilities and other liabilities173,122 164,071 
Total liabilities9,013,396 8,980,259 
Contingencies (Note 11)
Stockholders’ equity
Class A common stock, $0.10 par value, 250 million shares authorized; 33,562,756 shares issued and outstanding at June 30, 2024 (33,603,242 shares issued and outstanding at December 31, 2023)
3,357 3,361 
Additional paid in capital189,601 192,701 
Retained earnings620,299 610,802 
Accumulated other comprehensive loss(78,915)(70,796)
Total stockholders' equity734,342 736,068 
Total liabilities and stockholders' equity$9,747,738 $9,716,327 
The accompanying notes are an integral part of these consolidated financial statements (unaudited).
3
Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2024202320242023
Interest income
Loans$124,117 $119,570 $246,822 $228,071 
Investment securities16,950 13,233 33,041 26,532 
Interest earning deposits with banks and other interest income5,342 5,694 11,171 9,024 
Total interest income146,409 138,497 291,034 263,627 
Interest expense
Interest bearing demand deposits16,779 16,678 34,515 29,533 
Savings and money market deposits14,999 9,437 29,860 17,364 
Time deposits25,971 18,528 52,095 31,362 
Advances from the Federal Home Loan Bank6,946 7,621 12,524 14,384 
Senior notes941 941 1,884 1,883 
Subordinated notes361 362 722 723 
Junior subordinated debentures1,055 1,052 2,109 2,167 
Securities sold under agreements to repurchase2 1 2 1 
Total interest expense67,054 54,620 133,711 97,417 
Net interest income79,355 83,877 157,323 166,210 
Provision for credit losses19,150 29,077 31,550 40,777 
Net interest income after provision for credit losses60,205 54,800 125,773 125,433 
Noninterest income
Deposits and service fees5,281 4,944 9,606 9,899 
Brokerage, advisory and fiduciary activities4,538 4,256 8,865 8,438 
Change in cash surrender value of bank owned life insurance2,242 1,429 4,584 2,841 
Loan-level derivative income2,357 476 2,823 2,547 
Cards and trade finance servicing fees1,331 562 2,554 1,095 
Gain on early extinguishment of advances from the Federal Home Loan Bank, net189 13,440 189 26,613 
Derivative (losses) gains, net
(44)242 (196)256 
Securities losses, net(117)(1,237)(171)(10,968)
Other noninterest income3,643 2,507 5,654 5,241 
Total noninterest income19,420 26,619 33,908 45,962 
Noninterest expense
Salaries and employee benefits33,857 34,247 66,815 69,123 
Professional and other services fees12,110 7,415 23,073 15,043 
Occupancy and equipment9,041 6,737 15,517 13,535 
Telecommunication and data processing2,732 5,027 6,265 8,091 
Advertising expenses4,243 4,332 7,321 6,918 
FDIC assessments and insurance2,772 2,739 5,780 5,476 
Depreciation and amortization1,652 2,275 3,129 3,567 
Loan-level derivative expense580 110 584 1,710 
Other real estate owned and repossessed assets (income) expense, net(148)2,431 (502)2,431 
Contract termination costs— 1,550 — 1,550 
Losses on loans held for sale carried at the lower cost or fair value
1,258 — 1,258 — 
Other operating expenses5,205 5,637 10,656 9,789 
Total noninterest expenses73,302 72,500 139,896 137,233 
Income before income tax expense6,323 8,919 19,785 34,162 
Income tax expense(1,360)(1,873)(4,254)(7,174)
Net income before attribution of noncontrolling interest4,963 7,046 15,531 26,988 
Noncontrolling interest— (262)— (506)
Net income attributable to Amerant Bancorp Inc.$4,963 $7,308 $15,531 $27,494 
The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(in thousands, except per share data)2024202320242023
Other comprehensive loss, net of tax
Net unrealized holding losses on debt securities available for sale arising during the period$(2,978)$(13,487)$(8,082)$(7,370)
Net unrealized holding gains on cash flow hedges arising during the period70 276 297 88 
Reclassification adjustment for items included in net income(123)604 (334)991 
Other comprehensive loss(3,031)(12,607)(8,119)(6,291)
Comprehensive income (loss)
$1,932 $(5,299)$7,412 $21,203 
Earnings Per Share (Note 13):
Basic earnings per common share$0.15 $0.22 $0.46 $0.82 
Diluted earnings per common share
$0.15 $0.22 $0.46 $0.81 

The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)
Three and Six Month Periods Ended June 30, 2024
Common StockAdditional
Paid
in Capital		Treasury StockRetained
Earnings		Accumulated Other Comprehensive lossTotal
Stockholders'
Equity
(in thousands, except share data)Shares OutstandingIssued Shares - Par Value
Class A
Balance at December 31, 202333,603,242 $3,361 $192,701 $— $610,802 $(70,796)$736,068 
Issuance of common shares for restricted stock unit vesting77,615 8 (8)— — — — 
Issuance of common shares for performance shares unit vesting125,271 13 (13)— — — — 
Restricted stock, restricted stock units and performance stock units surrendered(92,830)(9)(2,078)— — — (2,087)
Restricted stock forfeited(3,903)— — — — — — 
Stock-based compensation expense— — 1,635 — — — 1,635 
Dividends paid— — — — (3,011)— (3,011)
Net income attributable to Amerant Bancorp Inc.— — — — 10,568 — 10,568 
Other comprehensive loss— — — — — (5,088)(5,088)
Balance at March 31, 202433,709,395 $3,373 $192,237 $— $618,359 $(75,884)$738,085 
Repurchase of Class A common stock(200,652)— — (4,448)— — (4,448)
Treasury stock retired— (20)(4,428)4,448 — — — 
Restricted stock and restricted stock units surrendered(7,957)(1)(93)— — — (94)
Stock issued for employee stock purchase plan28,510 3 483 — — — 486 
Restricted stock forfeited(15,043)(2)2 — — — — 
Restricted stock units vested48,503 4 (4)— — — — 
Stock-based compensation expense— — 1,404 — — — 1,404 
Net income attributable to Amerant Bancorp Inc.— — — — 4,963 — 4,963 
Dividends paid— — — — (3,023)— (3,023)
Other comprehensive loss— — — — — (3,031)(3,031)
Balance at June 30, 202433,562,756 $3,357 $189,601 $— $620,299 $(78,915)$734,342 



The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)
Three and Six Month Periods Ended June 30, 2023

Common StockAdditional
Paid
in Capital		Treasury StockRetained
Earnings		Accumulated Other Comprehensive Income (loss)Total
Stockholders'
Equity Before Noncontrolling Interest		Noncontrolling interestTotal
Stockholders'
Equity
(in thousands, except share data)Shares OutstandingIssued Shares - Par Value
Class A
Balance at December 31, 202233,815,161 $3,382 $194,694 $— $590,375 $(80,635)$707,816 $(2,090)$705,726 
Repurchase of Class A common stock
(22,403)— — (566)— — (566)— (566)
Treasury stock retired— (2)(564)566 — — — — — 
Restricted stock issued10,440 1 (1)— — — — — — 
Restricted stock, restricted stock units and performance stock units surrendered(44,896)(4)(1,166)— — — (1,170)— (1,170)
Restricted stock forfeited(1,394)— — — — — — — — 
Performance stock units vested10,621 1 (1)— — — — — — 
Restricted stock units vested46,731 5 (5)— — — — — — 
Stock-based compensation expense— — 1,825 — — — 1,825 — 1,825 
Net income attributable to Amerant Bancorp Inc.— — — — 20,186 — 20,186 — 20,186 
Dividends paid— — — — (3,017)— (3,017)— (3,017)
Net loss attributable to noncontrolling-interest shareholders— — — — — — — (244)(244)
Other comprehensive income— — — — — 6,316 6,316 — 6,316 
Balance at March 31, 202333,814,260 $3,383 $194,782 $— $607,544 $(74,319)$731,390 $(2,334)$729,056 
Repurchase of Class A common stock
(95,262)— — (1,659)— — (1,659)— (1,659)
Treasury stock retired— (10)(1,649)1,659 — — — — — 
Restricted stock and restricted stock units surrendered(4,414)(1)(198)— — — (199)— (199)
Stock issued for employee stock purchase plan30,557 3 683 — — — 686 — 686 
Restricted stock forfeited(26,432)(3)3 — — — — — — 
Restricted stock units vested17,450 2 (2)— — — — — — 
Stock-based compensation expense— — 1,656 — — — 1,656 — 1,656 
Net income attributable to Amerant Bancorp Inc.— — — — 7,308 — 7,308 — 7,308 
Dividends paid— — — — (3,023)— (3,023)— (3,023)
Net loss attributable to noncontrolling-interest shareholders— — — — — — — (262)(262)
Other comprehensive loss— — — — — (12,607)(12,607)— (12,607)
Balance at June 30, 202333,736,159 $3,374 $195,275 $— $611,829 $(86,926)$723,552 $(2,596)$720,956 

The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)

Six Months Ended June 30,
(in thousands)20242023
Cash flows from operating activities
Net income before attribution of noncontrolling interest$15,531 $26,988 
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Provision for credit losses31,550 40,777 
Net premium amortization on securities2,586 2,440 
Depreciation and amortization3,129 3,567 
Stock-based compensation expense3,039 3,481 
Change in cash surrender value of bank owned life insurance(4,584)(2,841)
Securities losses, net171 10,968 
Derivative losses (gains), net196 (256)
Gains on sale of loans, net(2,294)(2,509)
Losses on loans held for sale carried at the lower cost or fair value1,258 — 
Loss on sale of other repossessed assets— 2,649 
Impairment on investment carried at cost— 1,963 
Deferred taxes and others12,018 (3,309)
Gain on early extinguishment of advances from the FHLB, net(189)(26,613)
Proceeds from sales and repayments of loans held for sale (at fair value)113,481 128,478 
Originations and purchases of loans held for sale (at fair value)(168,016)(189,943)
Net changes in operating assets and liabilities:
Accrued interest receivable and other assets(15,009)(8,025)
Accounts payable, accrued liabilities and other liabilities7,580 4,346 
Net cash provided by (used in) operating activities447 (7,839)
Cash flows from investing activities
Purchases of investment securities:
Available for sale(115,935)(36,658)
Equity securities with readily determinable fair value not held for trading— (2,500)
Federal Home Loan Bank stock(36,343)(38,660)
(152,278)(77,818)
Maturities, sales, calls and paydowns of investment securities:
Available for sale50,941 46,093 
Held to maturity6,729 7,373 
Federal Home Loan Bank stock30,226 43,775 
Equity securities with readily determinable fair value not held for trading— 11,168 
87,896 108,409 
Net increase in loans(470,074)(291,759)
Proceeds from loan sales434,318 14,462 
Cash paid in business acquisition— (1,970)
Net purchases of premises and equipment and others(4,995)(7,247)
Proceeds from surrender of bank owned life insurance62,741 — 
Proceeds from bank owned life insurance death benefit1,232 — 
Proceeds from sale of repossessed assets— 2,464 
Net cash used in investing activities(41,160)(253,459)
Cash flows from financing activities
Net (decrease) increase in demand, savings and money market accounts(92,417)182,073 
Net increase in time deposits13,565 353,299 
Proceeds from Advances from the Federal Home Loan Bank1,212,500 1,130,000 
Repayments of Advances from the Federal Home Loan Bank (1,092,311)(1,240,448)
Repurchase of common stock - Class A(4,448)(2,225)
Dividend paid(6,034)(6,040)
Disbursements arising from stock-based compensation, net(1,695)(901)
Net cash provided by financing activities29,160 415,758 
Net (decrease) increase in cash and cash equivalents and restricted cash(11,553)154,460 
Cash, cash equivalents and restricted cash
Beginning of period321,872 290,601 
End of period$310,319 $445,061 
The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited) (continued)
Six Months Ended June 30, 2024
(in thousands)20242023
Supplemental disclosures of cash flow information
Cash paid:
Interest$133,977 $90,207 
Income taxes4,751 13,874 
Right-of-use assets obtained in exchange for new lease obligations— 6,233 
Noncash investing activities:
Mortgage loans held for sale (at fair value) transferred to loans held for investment23,365 77,702 
Loans transferred to other assets— 26,534 
Loans held for investment (at lower of cost or fair value) transferred to loans held for sale
553,085 — 
Premises and equipment transferred to other assets
11,405 — 
Right-of-use assets transferred to other assets15,368 — 
The accompanying notes are an integral part of these consolidated financial statements (unaudited).
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
1.Business, Basis of Presentation and Summary of Significant Accounting Policies
a) Business
Amerant Bancorp Inc. (the “Company”) is a Florida corporation incorporated in 1985, which has operated since January 1987. The Company is a bank holding company registered under the Bank Holding Company Act of 1956 (“BHC Act”), as a result of its 100% ownership of Amerant Bank, N.A. (the “Bank”). The Company’s principal office is in the City of Coral Gables, Florida. The Bank is a member of the Federal Deposit Insurance Corporation (“FDIC”), the Federal Reserve Bank of Atlanta (“Federal Reserve”) and the Federal Home Loan Bank of Atlanta (“FHLB”). The Bank is a national bank subject to regulation and regular examinations by the Office of the Comptroller of the Currency (“OCC”).The Bank has three operating subsidiaries: Amerant Investments, Inc., a securities broker-dealer (“Amerant Investments”), Amerant Mortgage, LLC (“Amerant Mortgage”), a mortgage lending company domiciled in Florida (“Amerant Mortgage”) and Elant Bank & Trust Ltd., a Grand-Cayman based trust company (the “Cayman Bank”).

Sale of Houston Banking Operations

On April 16, 2024, the Bank entered into a Purchase and Assumption Agreement (the “Purchase Agreement”) with MidFirst Bank (“MidFirst”) pursuant to which MidFirst will purchase certain assets and assume certain liabilities (the “Houston Sale Transaction”) of the banking operations and six branches in the Houston, Texas metropolitan statistical area (collectively, the “Branches”). Pursuant to the terms of the Purchase Agreement, MidFirst has agreed to assume certain deposit liabilities and to acquire certain loans, as well as cash, real property, personal property and other fixed assets associated with the Branches, as well as 45 team members. On July 30, 2024, regulatory approval for the Houston Sale Transaction was received. The Houston Sale Transaction is expected to close on November 2024, subject to the satisfaction of customary closing conditions.

The purchase price for the purchased assets will be computed as the sum of: (a) $13.0 million (the “Deposit Premium”), provided that, if the balance of non-interest checking deposits included in deposits or the total balance of deposits (excluding insured cash sweep deposits) decrease by more than 15% between March 13, 2024 and the closing date, then the Deposit Premium shall be equal to the sum of (i) 9.50% of the average daily balance of non-interest checking deposits included in deposits, (ii) 1.85% of the average daily balance of deposits other than non-interest checking deposits, insured cash sweep deposits and time deposits included in deposits, (iii) 0.25% of the average daily balance of insured cash sweep deposits included in Deposits, and (iv) 0.50% of the average daily balance of time deposits included in deposits, with the average daily balance in each case being for the 30-day period ending on the fifth business day prior to closing, provided further, that the Deposit Premium shall in no event be lower than $9.25 million, (b) the aggregate amount of cash on hand as of the closing date, (c) the aggregate net book value of all assets being assumed (excluding cash on hand, real property and accrued interest with respect to the loans to be acquired), (d) the appraised value of the real property to be acquired, and (e) accrued interest with respect to the loans to be acquired. The purchase price is subject to a customary post-closing adjustment based on the delivery within 30 calendar days following the closing date of a final closing statement setting forth the purchase price and any necessary adjustment payment amount.

The Bank and MidFirst made customary representations, warranties, and covenants in the Purchase Agreement. The Bank and MidFirst also agreed to indemnify each other (subject to customary limitations) with respect to the Transaction, including for breaches of representations and warranties, breaches of covenants, liabilities not retained or assumed, and conduct of the business of the Branches and operation and use of the purchased assets during certain time periods.

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Notes to Interim Consolidated Financial Statements (Unaudited)
The following table presents assets and liabilities held for sale in connection with the Houston Sale Transaction which are included in the Company’s consolidated balance sheet as of June 30, 2024:

(in thousands)
Assets
Loans held for sale, at lower of cost or fair value (1)$551,828 
Accrued interest receivable and other assets (2)23,588 
Total assets$575,416 
Liabilities
Noninterest bearing demand deposits (3)
$68,682 
Interest bearing demand deposits
47,263 
Savings and money market
132,587 
Time deposits
296,840 
Total deposits545,372 
Other liabilities:
Operating lease liabilities6,746 
Other liabilities (4)
7,601 
Total liabilities$559,719 
__________________
(1)In the second quarter of 2024, the Company recognized a valuation allowance of $1.3 million as a result of the fair value adjustment of these loans.
(2)Includes premises and equipment for $8.0 million, operating lease right-of-use assets for $6.6 million, $5.8 million in derivative assets and other assets for $3.3 million.
(3)Includes $5.1 million in escrow accounts.
(4)Includes $5.8 million in derivative liabilities.



The Company recorded non-routine expense items in the second quarter of 2024 in connection with the Houston Sale Transaction totaling approximately $5.5 million as follows: (i) $3.4 million in market value adjustments for two branches owned based on third party appraisals; (ii) $1.3 million in loan valuation allowance due to deferred loan costs; (iii) $0.5 million for legal and investment banking fees; and (iv) $0.3 million in intangible write-off. These charges were partially offset by a $4.4 million release in credit reserves after transferring the loans to held for sale.

Changes in Ownership Interest in Amerant Mortgage

At June 30, 2024 and December 31, 2023, the Company had an ownership interest of 100% in Amerant Mortgage. On December 31, 2023, Amerant Mortgage became a wholly-owned subsidiary of the Company as it increased its ownership interest to 100% effective as of December 31, 2023. Therefore, the Company did not record any loss or gain attributable to non-controlling interest in the second quarter and first half of 2024 and had no equity attributable to the non-controlling interest at June 30, 2024 and December 31, 2023. See the Company’s annual report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”), on March 7, 2024 (the “2023 Form 10-K”) for detailed information on changes in ownership interest in Amerant Mortgage.

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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

Restructuring costs

There were no restructuring costs in the three and six month periods ended June 30, 2024. In the three and six month periods ended June 30, 2023, the Company recorded estimated contract termination and related costs of approximately $1.6 million in connection with the implementation of the multi-year outsourcing agreement with a recognized third party financial technology services provider entered into in 2021. In addition, during the three and six month periods ended June 30, 2023, restructuring costs consisted of severance costs of approximately $2.2 million and $2.4 million, respectively, branch closure expenses and related charges of $1.6 million and $2.0 million, respectively, and consulting and other professional fees of $2.1 million and $4.8 million, respectively. Furthermore, in each of the three and six month periods ended June 30, 2023, the Company recorded a charge of $1.4 million related to the disposition of fixed assets due to the write off of in-development software. Severance costs are included in “salaries and employees benefits expense” in the Company’s consolidated statement of operations and comprehensive income.

Stock Repurchase Program

On December 19, 2022, the Company announced that the Board of Directors authorized a new repurchase program pursuant to which the Company may purchase, from time to time, up to an aggregate amount of $25 million of its shares of Class A common stock (the “2023 Class A Common Stock Repurchase Program”). On December 6, 2023, the Board approved to extend the expiration date of the 2023 Class A Common Stock Repurchase Program that was set to expire on December 31, 2023 to December 31, 2024. As of the date the extension of the 2023 Class A Common Stock Repurchase Program was approved, the Company had $20 million available for repurchases under the program.

In each of the three and six month periods ended June 30, 2024, the Company repurchased an aggregate of 200,652 shares of Class A common stock at a weighted average price of $22.17 per share under the 2023 Class A Common Stock Repurchase Program. The aggregate purchase price for these transactions was $4.4 million, including transaction costs.

In the three and six month periods ended June 30, 2023, the Company repurchased an aggregate of 95,262 shares of Class A common stock at a weighted average price of $17.42 per share, and 117,665 shares of Class A common stock at a weighted average price of $18.91 per share, respectively, under the 2023 Class A Common Stock Repurchase Program. The aggregate purchase price for these transactions was $1.7 million and $2.2 million in the three and six month periods ended June 30, 2023, respectively, including transaction costs.

In the six months ended June 30, 2024 and 2023, the Company’s Board of Directors authorized the cancellation of all shares of Class A common stock previously repurchased. As of June 30, 2024 and 2023, there were no shares of Class A common stock held as treasury stock.
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Notes to Interim Consolidated Financial Statements (Unaudited)


Dividends

Set forth below are the details of dividends declared and paid by the Company in the three and six month periods ended June 30, 2024 and 2023:
Declaration DateRecord DatePayment DateDividend Per ShareDividend Amount
04/24/202405/15/202405/30/2024$0.09$3.0 million
01/17/202402/14/202402/29/2024$0.09$3.0 million
04/19/202305/15/202305/31/2023$0.09$3.0 million
1/18/202302/13/202302/28/2023$0.09$3.0 million
On July 24, 2024, the Company’s Board of Directors declared a cash dividend of $0.09 per share of the Company’s common stock. The dividend is payable on August 30, 2024, to shareholders of record at the close of business on August 15, 2024.

Impairment on Investments Carried at Cost

In the three and six months ended June 30, 2023, the Company recorded an impairment charge of $2.0 million related to an investment carried at cost and included in other assets in the consolidated balance sheets. See the 2023 Form 10-K for more details on our investments carried at cost.
b) Basis of Presentation and Summary of Significant Accounting Policies

Significant Accounting Policies

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required for a fair statement of financial position, results of operations and cash flows in conformity with GAAP. These unaudited interim consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. These adjustments are of a normal, recurring nature. Interim period operating results may not be indicative of the operating results for a full year or any other period. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of December 31, 2023 and 2022 and for each of the three years in the period ended December 31, 2023 and the accompanying footnote disclosures for the Company, which are included in the 2023 Form 10-K.
For a complete summary of our significant accounting policies, see Note 1 to the Company’s audited consolidated financial statements in the 2023 Form 10-K.
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates made by management include: (i) the determination of the allowance for credit losses; (ii) the fair values of loans, securities and derivative contracts; (iii) the cash surrender value of bank owned life insurance; and (iv) the determination of whether the amount of deferred tax assets will more likely than not be realized. Management believes that these estimates are appropriate. Actual results could differ from these estimates.
c) Recently Issued Accounting Pronouncements
For a description of recently issued accounting pronouncements, see Note 1 to the Company’s audited consolidated financial statements in the 2023 Form 10-K.
d) Subsequent Events
The effects of other significant subsequent events, if any, have been recognized or disclosed in these unaudited interim consolidated financial statements.

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Notes to Interim Consolidated Financial Statements (Unaudited)


2. Interest Earning Deposits with Banks, Other Short-Term Investments and Restricted Cash
At June 30, 2024 and December 31, 2023, interest-earning deposits with banks were mainly comprised of deposits with the Federal Reserve and other U.S. banks of approximately $238 million and $243 million, respectively. At June 30, 2024 and December 31, 2023, the average interest rate on these deposits was approximately 5.63% and 5.64%, respectively. These deposits have no stated maturity dates.

As of June 30, 2024 and December 31, 2023, the Company held US Treasury Bills classified as part of other short-term investments in the Company’s consolidated balance sheets. At June 30, 2024 and December 31, 2023, the Company held $6.8 million and $6.1 million, respectively, with an average yield of 5.22% and 4.80%, respectively, related to these investments. These other short-term investments have a stated maturity of 90 days or less and as such are deemed cash and cash equivalents.

At June 30, 2024 and December 31, 2023, the Company had restricted cash balances of $32.4 million and $25.8 million, respectively. These balances include cash pledged as collateral, by other banks to us, to secure derivatives’ margin calls. This cash pledged as collateral also represents an obligation, by the Company, to repay according to margin requirements. At June 30, 2024 and December 31, 2023, this obligation was $31.5 million and $25.0 million, respectively, which is included as part of other liabilities in the Company’s consolidated balance sheet. In addition, we have cash balances pledged as collateral to secure the issuance of letters of credit by other banks on behalf of our customers.
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
3.Securities
a) Debt Securities
Debt securities available for sale
Amortized cost, allowance for credit losses and approximate fair values of debt securities available for sale are summarized as follows:
June 30, 2024
Amortized
Cost		Gross UnrealizedAllowance for Credit LossesEstimated
Fair Value
(in thousands)GainsLosses
U.S. government-sponsored enterprise debt securities (1) (2)$631,592 $444 $(44,896)$— $587,140 
Corporate debt securities (2)281,909 93 (19,801)— 262,201 
U.S. government agency debt securities (1) (2)454,902 349 (43,806)— 411,445 
Collateralized loan obligations5,000 — — — 5,000 
Municipal bonds (1)1,732 — (155)— 1,577 
U.S. treasury securities1,999 — (6)— 1,993 
Total debt securities available for sale (3)$1,377,134 $886 $(108,664)$— $1,269,356 
__________________
(1)Includes residential mortgage-backed securities. As of June 30, 2024, we had total residential mortgage-backed securities, included as part of total debt securities available for sale, with amortized cost of $909.3 million and fair value of $832.6 million.
(2)Includes commercial mortgage-backed securities. As of June 30, 2024, we had total commercial mortgage-backed securities, included as part of total debt securities available for sale, with amortized cost of $169.4 million and fair value of $157.6 million.
(3)Excludes accrued interest receivable of $6.8 million as of June 30, 2024, which is included as part of accrued interest receivable and other assets in the Company’s consolidated balance sheet. The Company did not record any write offs on accrued interest receivable related to these securities in the three and six month periods ended June 30, 2024.
December 31, 2023
Amortized
Cost		Gross UnrealizedAllowance for Credit LossesEstimated
Fair Value
(in thousands)GainsLosses
U.S. government sponsored enterprise debt securities (1) (2)
$591,972 $2,297 $(36,962)$— $557,307 
Corporate debt securities (2)285,217 — (24,415)— 260,802 
U.S. government agency debt securities (1) (2)428,626 933 (38,782)— 390,777 
U.S. treasury securities1,998 — (7)— 1,991 
Municipal bonds (1)1,731 — (63)— 1,668 
Collateralized loan obligations5,000 — (43)— 4,957 
Total debt securities available for sale (3)$1,314,544 $3,230 $(100,272)$— $1,217,502 
__________________
(1)Includes residential mortgage-backed securities. As of December 31, 2023, we had total residential mortgage-backed securities, included as part of total debt securities available for sale, with amortized cost of $910.1 million and fair value of $844.5 million.
(2)Includes commercial mortgage-backed securities. As of December 31, 2023, we had total commercial mortgage-backed securities, included as part of total debt securities available for sale, with amortized cost of $99.7 million and fair value of $91.8 million.
(3)Excludes accrued interest receivable of $6.7 million as of December 31, 2023, which is included as part of accrued interest receivable and other assets in the Company’s consolidated balance sheet. The Company did not record any write offs on accrued interest receivable related to these securities in 2023.
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The Company had investments in foreign corporate debt securities available for sale, primarily in Canada, of $10.4 million and $10.5 million at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, the Company had no foreign sovereign or foreign government agency debt securities available for sale. Investments in foreign corporate debt securities available for sale are denominated in U.S. Dollars.
In the three and six month periods ended June 30, 2024 and June 30, 2023, proceeds from sales, redemptions and calls, gross realized gains, and gross realized losses of debt securities available for sale were as follows:
Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2024202320242023
Proceeds from sales, redemptions and calls of debt securities available for sale$2,880 $765 $2,880 $1,240 
Gross realized gains$— $— $— $— 
Gross realized losses(120)(1,235)(120)(10,760)
Realized (loss) gain, net $(120)$(1,235)$(120)$(10,760)

The Company’s investment in debt securities available for sale with unrealized losses aggregated by the length of time that individual securities have been in a continuous unrealized loss position, are summarized below:
June 30, 2024
Less Than 12 Months12 Months or MoreTotal
(in thousands, except securities count)Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Estimated
Fair Value		Unrealized
Loss
U.S. government-sponsored enterprise debt securities44 $211,669 $(2,577)324 $329,457 $(42,319)$541,126 $(44,896)
Corporate debt securities1 10,016 (4)53 223,638 (19,797)233,654 (19,801)
U.S. government agency debt securities24 54,388 (346)162 297,442 (43,460)351,830 (43,806)
Municipal bonds— — — 3 1,577 (155)1,577 (155)
U.S. treasury securities— — — 1 1,993 (6)1,993 (6)
69 $276,073 $(2,927)543 $854,107 $(105,737)$1,130,180 $(108,664)

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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

December 31, 2023
Less Than 12 Months12 Months or MoreTotal
(in thousands, except securities count)Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Estimated
Fair Value		Unrealized
Loss
U.S. government sponsored enterprise debt securities7 $68,923 $(187)328 $347,632 $(36,775)$416,555 $(36,962)
Corporate debt securities2 3,992 (13)59 256,810 (24,402)260,802 (24,415)
U.S. government agency debt securities12 19,475 (137)158 296,632 (38,645)316,107 (38,782)
Municipal bonds— — — 3 1,668 (63)1,668 (63)
U.S. treasury securities1 1,991 (7)— — — 1,991 (7)
Collateralized Loan Obligations1 4,957 (43)— — — 4,957 (43)
23 $99,338 $(387)548 $902,742 $(99,885)$1,002,080 $(100,272)


U.S. Government Sponsored Enterprise Debt Securities and U.S. Government Agency Debt Securities

At June 30, 2024 and December 31, 2023, the Company held certain debt securities issued or guaranteed by the U.S. government and U.S. government-sponsored entities and agencies. The Company does not intend to sell these debt securities and it is more likely than not that it will not be required to sell the securities before their anticipated recovery. The Company evaluates these securities for credit losses by reviewing current market conditions, the extent and nature of changes in fair value, credit ratings, default and delinquency rates and current analysts’ evaluations. The Company believes the decline in fair value on these debt securities is attributable to changes in interest rates and investment securities markets, generally, and not credit quality. As a result, the Company did not record an Allowance for Credit Losses, or ACL, on these securities as of June 30, 2024 and December 31, 2023.

Corporate Debt Securities

Investments in corporate debt securities available for sale in an unrealized loss position as of June 30, 2024 include: (i) securities considered “investment-grade-quality,” primarily issued by financial institutions, with a fair value of $225.3 million ($252.4 million at December 31, 2023) and total unrealized losses of $19.1 million at that date ($23.8 million at December 31, 2023), and (ii) securities considered “non-investment-grade-quality,” primarily from companies in the technology industry, with a fair value of $8.3 million ($8.4 million at December 31, 2023) and total unrealized losses of $0.7 million at that date ($0.6 million at December 31, 2023).

As of June 30, 2024 and December 31, 2023, our corporate debt securities available for sale issued by financial institutions were primarily “investment-grade-quality”, and had a fair value of $188.7 million and $186.9 million, respectively, and net unrealized losses of $13.3 million and $18.2 million, respectively.





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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The Company does not intend to sell its investments in corporate debt securities available for sale and it is more likely than not that it will not be required to sell these investments before their anticipated recovery. The Company evaluates corporate debt securities for credit losses by reviewing various qualitative and quantitative factors such as current market conditions, the extent and nature of changes in fair value, credit ratings, default and delinquency rates, and current analysts’ evaluations. The Company believes the decline in fair value on these debt securities is attributable to changes in interest rates and investment securities markets, generally, and not credit quality. As a result, the Company did not record an ACL on these securities as of June 30, 2024 and December 31, 2023.

On March 12, 2023, Signature Bank, N.A. (“Signature”) was closed by the New York State Department of Financial Services, which appointed the FDIC as receiver. The FDIC, as receiver, announced that shareholders and certain unsecured debt holders would not be protected. On March 27, 2023, the Bank sold in an open market transaction one corporate debt security held for sale issued by Signature (the “Signature Bond”) with a fair value of $9.1 million and unrealized loss of $0.9 million, and realized a pretax loss on sale of approximately $9.5 million, which is recorded in the consolidated statement of comprehensive income for the six months ended June 30, 2023.

In May 2023, the Company sold a portion of its investment in a corporate debt security held for sale issued by a financial institution, to reduce single point exposure. The Company had proceeds of $0.8 million and realized a pre-tax loss of $1.2 million in connection with this transaction. This loss was recorded in the consolidated statement of comprehensive (loss) income for the three and six months ended June 30, 2023.

Debt securities held to maturity

Amortized cost and approximate fair values of debt securities held to maturity are summarized as follows:
June 30, 2024
Amortized
Cost		Gross UnrealizedEstimated
Fair Value		Allowance for Credit Losses
(in thousands)GainsLosses
U.S. government agency debt securities (1)$62,250 $— $(8,265)$53,985 $— 
U.S. government sponsored enterprise debt securities (1) (2)
157,363 — (18,945)138,418 — 
 Total debt securities held to maturity (3)$219,613 $— $(27,210)$192,403 $— 
__________________
(1)Includes residential mortgage-backed securities. As of June 30, 2024, we had total residential mortgage-backed securities, included as part of total debt securities held to maturity, with amortized cost of $192.5 million and fair value of $167.8 million.
(2)Includes commercial mortgage-backed securities. As of June 30, 2024, we had total commercial mortgage-backed securities, included as part of total debt securities held to maturity, with amortized cost of $27.1 million and fair value of $24.6 million.
(3)Excludes accrued interest receivable of $0.7 million as of June 30, 2024, which is included as part of accrued interest receivable and other assets in the Company’s consolidated balance sheet. The Company did not record any write offs on accrued interest receivable related to these securities in the three and six month periods ended June 30, 2024.


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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)


December 31, 2023
Amortized
Cost		Gross UnrealizedEstimated
Fair Value		Allowance for Credit Losses
(in thousands)GainsLosses
U.S. government agency debt securities (1)$63,883 $387 $(6,914)$57,356 $— 
U.S. government sponsored enterprise debt securities (1) (2)162,762 — (15,173)147,589 — 
 Total debt securities held to maturity (3)$226,645 $387 $(22,087)$204,945 $— 
__________________
(1)Includes residential mortgage-backed securities. As of December 31, 2023, we had total residential mortgage-backed securities, included as part of total debt securities held to maturity, with amortized cost of $199.2 million and fair value of $179.2 million.
(2)Includes commercial mortgage-backed securities. As of December 31, 2023, includes total commercial mortgage-backed securities with amortized cost of $27.5 million and fair value of $25.7 million.
(3)Excludes accrued interest receivable of $0.7 million as of December 31, 2023, which is included as part of accrued interest receivable and other assets in the Company’s consolidated balance sheet. The Company did not record any write offs on accrued interest receivable related to these securities in 2023.

The Company’s investment in debt securities held to maturity with unrealized losses aggregated by length of time that individual securities have been in a continuous unrealized loss position, are summarized below:
June 30, 2024
Less Than 12 Months12 Months or MoreTotal
(in thousands)Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Estimated
Fair Value		Unrealized
Loss
U.S. government agency debt securities1 $9,199 $(22)12 $44,786 $(8,243)$53,985 $(8,265)
U.S. government sponsored enterprise debt securities— — — 34 138,418 (18,945)138,418 (18,945)
1 $9,199 $(22)46 $183,204 $(27,188)$192,403 $(27,210)
December 31, 2023
Less Than 12 Months12 Months or MoreTotal
(in thousands)Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Number of SecuritiesEstimated
Fair Value		Unrealized
Loss		Estimated
Fair Value		Unrealized
Loss
U.S. government agency debt securities— $— $— 12 $47,370 $(6,914)$47,370 $(6,914)
U.S. government sponsored enterprise debt securities— — — 34 147,590 (15,173)147,590 (15,173)
— $— $— 46 $194,960 $(22,087)$194,960 $(22,087)
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The Company evaluates all debt securities held to maturity quarterly to determine if any securities in an unrealized loss position require an ACL. The Company considers that all debt securities held to maturity issued or sponsored by the U.S. government are considered to be risk-free as they have the backing of the government. The Company believes there are no current expected credit losses on these securities and, therefore, did not record an ACL on any of its debt securities held to maturity as of June 30, 2024 and December 31, 2023. The Company monitors the credit quality of held to maturity securities through the use of credit ratings. Credit ratings are monitored by the Company on at least a quarterly basis. As of June 30, 2024 and December 31, 2023, all debt securities held to maturity held by the Company were rated investment grade or higher.
Contractual maturities
Contractual maturities of debt securities at June 30, 2024 are as follows:
Available for SaleHeld to Maturity
(in thousands)Amortized
Cost		Estimated
Fair Value		Amortized
Cost		Estimated
Fair Value
Within 1 year$11,244 $10,873 $— $— 
After 1 year through 5 years163,859 156,942 — — 
After 5 years through 10 years194,306 179,579 18,816 17,515 
After 10 years1,007,725 921,962 200,797 174,888 
$1,377,134 $1,269,356 $219,613 $192,403 
b) Equity securities with readily available fair value not held for trading
As of June 30, 2024 and December 31, 2023, the Company had an equity security with readily available fair value not held for trading with an original cost of $2.5 million and fair value of $2.5 million. These equity securities have no stated maturities. There were no significant unrealized gains and losses related to these equity securities in the three and six month periods ended June 30, 2024 and 2023.
In the three months ended March 31, 2023, the Company sold its equity securities with readily available fair value not held for trading, with a total fair value of $11.2 million at the time of sale, and recognized a net loss of $0.2 million in connection with this transaction.

c) Securities Pledged

As of June 30, 2024 and December 31, 2023, the Company had $232.8 million and $206.4 million, respectively, in securities pledged as collateral. These securities were pledged to secure public funds and for other purposes as permitted by law.

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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
4.Loans
a) Loans held for investment
Loans held for investment consist of the following loan classes:
(in thousands)June 30,
2024		December 31,
2023
Real estate loans
Commercial real estate
Non-owner occupied$1,714,088 $1,616,200 
Multi-family residential359,257 407,214 
Land development and construction loans343,472 300,378 
2,416,817 2,323,792 
Single-family residential1,446,569 1,466,608 
Owner occupied981,405 1,175,331 
4,844,791 4,965,731 
Commercial loans
1,521,533 1,503,187 
Loans to financial institutions and acceptances48,287 13,375 
Consumer loans and overdrafts296,350 391,200 
    Total loans held for investment, gross (1)
$6,710,961 $6,873,493 
_________________
(1)Excludes accrued interest receivable.


At June 30, 2024 and December 31, 2023, loans with outstanding principal balances of $2.5 billion were pledged as collateral to secure advances from the FHLB.

The amounts above include loans under syndication facilities of approximately $248 million and $271.8 million at June 30, 2024 and December 31, 2023, respectively, which include Shared National Credit facilities and agreements to enter into credit agreements with other lenders (club deals) and other agreements. In addition, consumer loans and overdrafts in the table above include indirect consumer loans purchased totaling $131.9 million and $210.9 million at June 30, 2024 and December 31, 2023, respectively.

International loans included above were $43.8 million and $87.6 million at June 30, 2024 and December 31, 2023, respectively, mainly single-family residential loans. These loans are generally fully collateralized with cash, cash equivalents or other financial instruments.
There were no significant purchases of loans held for investment in the three and six month periods ended June 30, 2024 and 2023.
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The age analyses of the loan portfolio by class as of June 30, 2024 and December 31, 2023, are summarized in the following tables:
June 30, 2024
Total Loans,
Net of
Unearned
Income		Past Due
(in thousands)Current30-59
Days		60-89
Days		Greater than
90 Days		Total Past
Due
Real estate loans
Commercial real estate
Non-owner occupied$1,714,088 $1,713,055 $— $1,033 $— $1,033 
Multi-family residential359,257 359,257 — — — — 
Land development and construction loans343,472 343,472 — — — — 
2,416,817 2,415,784 — 1,033 — 1,033 
Single-family residential1,446,569 1,427,143 12,586 1,872 4,968 19,426 
Owner occupied981,405 967,795 9,501 2,002 2,107 13,610 
4,844,791 4,810,722 22,087 4,907 7,075 34,069 
Commercial loans1,521,533 1,498,874 4,022 921 17,716 22,659 
Loans to financial institutions and acceptances48,287 48,287 — — — — 
Consumer loans and overdrafts296,350 287,741 6,365 1,763 481 8,609 
$6,710,961 $6,645,624 $32,474 $7,591 $25,272 $65,337 

December 31, 2023
Total Loans,
Net of
Unearned
Income		Past Due
(in thousands)Current30-59
Days		60-89
Days		Greater than
90 Days		Total Past
Due
Real estate loans
Commercial real estate
Non-owner occupied$1,616,200 $1,615,772 $428 $— $— $428 
Multi-family residential407,214 403,288 2,360 1,558 8 3,926 
Land development and construction loans300,378 300,378 — — — — 
2,323,792 2,319,438 2,788 1,558 8 4,354 
Single-family residential1,466,608 1,453,073 4,196 3,511 5,828 13,535 
Owner occupied1,175,331 1,164,059 9,642 185 1,445 11,272 
4,965,731 4,936,570 16,626 5,254 7,281 29,161 
Commercial loans1,503,187 1,472,531 23,128 1,626 5,902 30,656 
Loans to financial institutions and acceptances13,375 13,375 — — — — 
Consumer loans and overdrafts391,200 383,689 3,142 4,277 92 7,511 
$6,873,493 $6,806,165 $42,896 $11,157 $13,275 $67,328 

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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)


Nonaccrual status
The following tables present the amortized cost basis of loans on nonaccrual status and loans past due over 90 days and still accruing as of June 30, 2024 and December 31, 2023:
As of June 30, 2024
(in thousands)Nonaccrual Loans With No Related AllowanceNonaccrual Loans With Related AllowanceTotal Nonaccrual Loans (1)Loans Past Due Over 90 Days and Still Accruing
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— 
Multi-family residential6 — 6 — 
Land development and construction loans— — — — 
6 — 6 — 
Single-family residential775 2,951 3,726 2,656 
Owner occupied26,287 22 26,309 769 
27,068 2,973 30,041 3,425 
Commercial loans27,611 39,394 67,005 — 
Consumer loans and overdrafts4 — 4 477 
Total$54,683 $42,367 $97,050 $3,902 
As of December 31, 2023
(in thousands)Nonaccrual Loans With No Related AllowanceNonaccrual Loans With Related AllowanceTotal Nonaccrual Loans (1)Loans Past Due Over 90 Days and Still Accruing
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— 
Multi-family residential8 — 8 — 
8 — 8 — 
Single-family residential773 1,686 2,459 5,218 
Owner occupied3,693 129 3,822 — 
4,474 1,815 6,289 5,218 
Commercial loans3,669 18,280 21,949 857 
Consumer loans and overdrafts— 38 38 49 
Total$8,143 $20,133 $28,276 $6,124 
The Company did not recognize any interest income on nonaccrual loans during the three and six month periods ended June 30, 2024 and 2023.
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

b) Loans held for sale
Loans held for sale consist of the following loan classes:
(in thousands)June 30,
2024
December 31, 2023
Loans held for sale at the lower of cost or fair value
Real estate loans
Commercial real estate
Non-owner occupied$112,002 $— 
Multi-family residential918 309,612 
Land development and construction loans29,923 55,607
142,843 365,219 
Single-family residential88,507 — 
Owner occupied220,718 — 
452,068 365,219 
Commercial loans90,353 — 
Consumer loans9,407 — 
Total loans held for sale at the lower of cost or fair value (1)551,828 365,219 
Mortgage loans held for sale at fair value
Land development and construction loans
7,776 12,778 
Single-family residential
52,346 13,422 
Total mortgage loans held for sale at fair value (2)60,122 26,200 
Total loans held for sale (3)
$611,950 $391,419 
_______________
(1)In the second quarter of 2024, the Company transferred an aggregate of $553.1 million in connection with the Houston Sale Transaction. The Company recorded a valuation allowance of $1.3 million as a result of the transfer in the same period. In the fourth quarter of 2023, the Company transferred an aggregate of $401.0 million in Houston-based CRE loans held for investment to the loans held for sale category, and recognized a valuation allowance of $35.5 million as a result of the fair value adjustment of these loans. The Company sold these loans in the first quarter of 2024 and there was no material impact to the Company’s results of operations as result of this transaction.
(2)Loans held for sale in connection with Amerant Mortgage’s ongoing business.
(3)Excludes accrued interest receivable.


c) Concentration of risk

While seeking diversification of our loan portfolio, the Company is dependent mostly on the economic conditions that affect South Florida, the greater Tampa, Houston and the five New York City boroughs. At June 30, 2024, our commercial real estate loans held for investment based in Florida, Houston, New York and other regions were $1.9 billion, $215 million, $221 million and $47 million, respectively.


d) Accrued interest receivable on loans

Accrued interest receivable on total loans, including loans held for investment and held for sale, was $36.4 million and $44.2 million as of June 30, 2024 and December 31, 2023, respectively.

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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
5.Allowance for Credit Losses
The analyses by loan segment of the changes in the Allowance for Credit Losses, or ACL, for loans for the three and six month periods ended June 30, 2024 and 2023 is summarized in the following tables:
Three Months Ended June 30, 2024
(in thousands)Real EstateCommercialFinancial
Institutions		Consumer
and Others		Total
Balance at beginning of the period$22,322 $47,547 $— $26,181 $96,050 
(Reversal of) provision for credit losses - loans
(3,269)17,648 — 3,271 17,650 
Loans charged-off— (13,452)— (6,762)(20,214)
Recoveries11 400 — 503 914 
Balance at end of the period$19,064 $52,143 $— $23,193 $94,400 
Six Months Ended June 30, 2024
(in thousands)Real EstateCommercialFinancial
Institutions		Consumer
and Others		Total
Balance at beginning of the period$25,876 $41,809 $— $27,819 $95,504 
(Reversal of) provision for credit losses - loans
(6,257)25,231 — 11,076 30,050 
Loans charged-off(591)(15,876)— (16,949)(33,416)
Recoveries36 979 — 1,247 2,262 
Balance at end of the period$19,064 $52,143 $— $23,193 $94,400 
Three Months Ended June 30, 2023
(in thousands)Real EstateCommercialFinancial
Institutions		Consumer
and Others		Total
Balance at beginning of the period$23,195 $30,647 $— $30,519 $84,361 
Provision for credit losses - loans18,903 6,386 — 3,788 29,077 
Loans charged-off— (1,452)— (7,633)(9,085)
Recoveries140 1,045 — 418 1,603 
Balance at end of the period$42,238 $36,626 $— $27,092 $105,956 
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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
Six Months Ended June 30, 2023
(in thousands)Real EstateCommercialFinancial
Institutions		Consumer
and Others		Total
Balance at beginning of the period$25,237 $25,888 $— $32,375 $83,500 
Provision for credit losses - loans16,722 15,787 — 8,268 40,777 
Loans charged-off— (9,427)— (13,987)(23,414)
Recoveries279 4,378 — 436 5,093 
Balance at end of the period$42,238 $36,626 $— $27,092 $105,956 


The ACL was determined utilizing a reasonable and supportable forecast period. The ACL was determined using a weighted-average of various economic scenarios provided by a third-party and incorporated qualitative components. There have not been material changes in our policies and methodology to estimate the ACL in the six months ended June 30, 2024.
The ACL decreased by $1.1 million, or 1.2% at June 30, 2024, compared to December 31, 2023. The ACL as a percentage of total loans held for investment was 1.41% at June 30, 2024 compared to 1.39% at December 31, 2023. The provision for credit losses on loans in the three and six month periods ended June 30, 2024 was partially offset by net charge-offs.

In the second quarter of 2024, the provision for credit losses on loans included $12.8 million to cover for charge-offs, $12.7 million in new specific reserves for non-performing loans, and $1.8 million due to loan composition and volume changes. These provision requirements were partially offset by a release of $5.2 million due to general credit quality factors, as well as, macroeconomic factor updates and a $4.4 million release due to the Houston loan portfolio classification as held-for-sale.

In the first half of 2024, the provision for credit losses on loans included $24.5 million to cover charge-offs, $12.7 million in new specific reserves for non-performing loans and $4.2 million due to loan composition and volume changes. These provision requirements were partially offset by a release of $6.8 million due to credit quality and macroeconomic factor updates and a $4.4 million release due to the Houston loan portfolio classification as held-for-sale.
The following is a summary of net proceeds from sales of loans held for investment by portfolio segment:
Three Months Ended June 30,
(in thousands)		Real EstateCommercialFinancial
Institutions		Consumer
and others		Total
2024$— $4,681 $— $— $4,681 
2023$3,575 $887 $— $— $4,462 
Six Months Ended June 30,
(in thousands)		Real EstateCommercialFinancial
Institutions		Consumer
and others		Total
2024$1,768 $65,628 $— $— $67,396 
2023$13,575 $887 $— $— $14,462 


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Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
Loan Modifications to Borrowers Experiencing Financial Difficulty
The Company modifies loans related to borrowers experiencing financial difficulties by providing multiple types of concessions. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as principal forgiveness, may be granted.
The Company had no new loan modifications to borrowers experiencing financial difficulty during the three and six month periods ended June 30, 2024 and 2023. There were no loans that defaulted in the six months ended June 30, 2024 and 2023 and had been modified within 12 months preceding the payment default related to these modifications.
Credit Risk Quality
The sufficiency of the ACL is reviewed at least quarterly by the Chief Risk Officer and the Chief Financial Officer. The Board of Directors considers the ACL as part of its review of the Company’s consolidated financial statements. As of June 30, 2024 and December 31, 2023, the Company believes the ACL to be sufficient to absorb expected credit losses in the loans portfolio in accordance with GAAP.
Loans may be classified but not considered collateral dependent due to one of the following reasons: (1) the Company has established minimum dollar amount thresholds for individual assessment of expected credit losses, which results in loans under those thresholds being excluded from individual assessment of expected credit losses; and (2) classified loans may be considered in the assessment because the Company expects to collect all amounts due.
As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related primarily to (i) the risk rating of loans, (ii) the loan payment status, (iii) net charge-offs, (iv) nonperforming loans and (v) the general economic conditions in the main geographies where the Company’s borrowers conduct their businesses. The Company considers the views of its regulators as to loan classification and in the process of estimating expected credit losses.
The Company utilizes an internal risk rating system to identify the risk characteristics of each of its loans, or group of homogeneous loans such as consumer loans. Internal risk ratings are updated on a continuous basis on a scale from 1 (worst credit quality) to 10 (best credit quality). Loans are then grouped in five master risk categories for purposes of monitoring rising levels of potential loss risks and to enable the activation of collection or recovery processes as defined in the Company’s Credit Risk Policy. Internal risk ratings are considered the most meaningful indicator of credit quality for commercial loans. Generally, internal risk ratings for commercial real estate loans and commercial loans with balances over $3 million are updated at least annually and more frequently if circumstances indicate that a change in risk rating may be warranted. For consumer loans, single-family residential loans and smaller commercial loans under $3 million, risk ratings are updated based on the loans past due status. The following is a summary of the master risk categories and their associated loan risk ratings, as well as a description of the general characteristics of the master risk category:
Loan Risk Rating
Master risk category
Nonclassified
4 to 10
Classified
1 to 3
Substandard3
Doubtful2
Loss1
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Notes to Interim Consolidated Financial Statements (Unaudited)

Nonclassified
This category includes loans considered as Pass (5-10) and Special Mention (4). A loan classified as Pass is considered of sufficient quality to preclude a lower adverse rating. These loans are generally well protected by the current net worth and paying capacity of the borrower or by the value of any collateral received. Special Mention loans are defined as having potential weaknesses that deserve management’s close attention which, if left uncorrected, could potentially result in further credit deterioration. Special Mention loans may include loans originated with certain credit weaknesses or that developed those weaknesses since their origination.
Classified
This classification indicates the presence of credit weaknesses which could make loan repayment unlikely, such as partial or total late payments and other contractual defaults.
Substandard
A loan classified substandard is inadequately protected by the sound worth and paying capacity of the borrower or the collateral pledged. They are characterized by the distinct possibility that the Company will sustain some loss if the credit weaknesses are not corrected. Loss potential, while existing in the aggregate amount of substandard loans, does not have to exist in individual assets.
Doubtful
These loans have all the weaknesses inherent in a loan classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. These are poor quality loans in which neither the collateral, if any, nor the financial condition of the borrower presently ensure collection in full in a reasonable period of time. As a result, the possibility of loss is extremely high.
Loss
Loans classified as loss are considered uncollectible and of such little value that the continuance as bankable assets is not warranted. This classification does not mean that the assets have absolutely no recovery or salvage value, but not to the point where a write-off should be deferred even though partial recoveries may occur in the future. This classification is based upon current facts, not probabilities. As a result, loans in this category should be promptly charged off in the period in which they are determined to be uncollectible.

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Notes to Interim Consolidated Financial Statements (Unaudited)
Loans held for investment by Credit Quality Indicators
The following tables present Loans held for investment by credit quality indicators and year of origination as of June 30, 2024 and December 31, 2023:

June 30, 2024
Term Loans
Amortized Cost Basis by Origination Year
(in thousands)
2024
2023202220212020PriorRevolving Loans
Amortized Cost
Basis		Total
Real estate loans
Commercial real estate
Nonowner occupied
Credit Risk Rating:
Nonclassified
Pass$214,640 $145,702 $183,804 $452,968 $32,289 $471,977 $178,729 $1,680,109 
Special Mention— — — 26,444 — 7,534 — 33,979 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Nonowner occupied214,640 145,702 183,804 479,413 32,289 479,511 178,729 1,714,088 
Multi-family residential
Credit Risk Rating:
Nonclassified
Pass10,465 1,845 69,809 86,159 5,868 142,112 42,994 359,251 
Special Mention— — — — — — — — 
Classified
Substandard— — — — 6 — — 6 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Multi-family residential10,465 1,845 69,809 86,159 5,873 142,112 42,994 359,257 
Land development and construction loans
Credit Risk Rating:
Nonclassified
Pass50,873 96,589 6,174 38,086 21,994 26,969 102,786 343,472 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total land development and construction loans50,873 96,589 6,174 38,086 21,994 26,969 102,786 343,472 
Single-family residential
Credit Risk Rating:
Nonclassified
Pass161,007 338,799 439,019 144,096 50,914 81,183 227,866 1,442,885 
Special Mention— — — — — — — — 
Classified
Substandard— 141 206 — — 570 2,768 3,684 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Single-family residential161,007 338,940 439,225 144,096 50,914 81,754 230,634 1,446,569 
Owner occupied
Credit Risk Rating:
Nonclassified
Pass93,635 180,136 175,400 288,183 15,311 152,410 14,308 919,382 
Special Mention— 201 1,997 15,357 — 10,394 7,691 35,642 
Classified
Substandard— 24,682 289 1,316 — 95 — 26,381 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total owner occupied93,635 205,019 177,686 304,856 15,311 162,900 22,000 981,405 
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Notes to Interim Consolidated Financial Statements (Unaudited)
June 30, 2024
Term Loans Amortized Cost Basis by Origination Year
(in thousands)
2024
2023202220212020PriorRevolving Loans
Amortized Cost
Basis		Total
Non-real estate loans
Commercial Loans
Credit Risk Rating:
Nonclassified
Pass229,220 351,870 196,337 56,122 4,147 35,002 555,330 1,428,027 
Special Mention— — 13,696 — — 1,893 10,081 25,671 
Classified
Substandard— 4,155 7,962 26 91 28,919 26,683 67,835 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total commercial Loans229,220 356,024 217,995 56,148 4,238 65,814 592,094 1,521,533 
Loans to financial institutions and acceptances
Credit Risk Rating:
Nonclassified
Pass33,714 — — — — 13,500 1,073 48,287 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total loans to financial institutions and acceptances33,714 — — — — 13,500 1,073 48,287 
Consumer loans
Credit Risk Rating:
Nonclassified
Pass6,202 20,595 130,264 30,710 5,466 — 103,113 296,350 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total consumer loans and overdrafts
6,202 20,595 130,264 30,710 5,466 — 103,113 296,350 
Total loans held for investment, gross$799,754 $1,164,714 $1,224,957 $1,139,469 $136,085 $972,559 $1,273,422 $6,710,961 

















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Notes to Interim Consolidated Financial Statements (Unaudited)


December 31, 2023
Term Loans
Amortized Cost Basis by Origination Year
(in thousands)20232022202120202019PriorRevolving Loans
Amortized Cost
Basis		Total
Real estate loans
Commercial real estate
Nonowner occupied
Credit Risk Rating:
Nonclassified
Pass$163,018 $189,356 $564,003 $35,615 $89,920 $401,140 $173,148 $1,616,200 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Nonowner occupied163,018 189,356 564,003 35,615 89,920 401,140 173,148 1,616,200 
Multi-family residential
Credit Risk Rating:
Nonclassified
Pass1,860 69,875 96,028 5,930 72,389 119,550 41,574 407,206 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — 8 — 8 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Multi-family residential1,860 69,875 96,028 5,930 72,389 119,558 41,574 407,214 
Land development and construction loans
Credit Risk Rating:
Nonclassified
Pass71,157 9,920 28,934 21,959 — 26,942 141,466 300,378 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total land development and construction loans71,157 9,920 28,934 21,959 — 26,942 141,466 300,378 
Single-family residential
Credit Risk Rating:
Nonclassified
Pass410,185 454,011 166,997 64,228 20,571 69,479 278,337 1,463,808 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — 384 2,416 2,800 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total Single-family residential410,185 454,011 166,997 64,228 20,571 69,863 280,753 1,466,608 
Owner occupied
Credit Risk Rating:
Nonclassified
Pass221,137 245,680 414,263 20,741 57,681 158,678 37,538 1,155,718 
Special Mention— 4,186 7,926 — — — 3,611 15,723 
Classified
Substandard— — 2,530 — — 825 535 3,890 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total owner occupied221,137 249,866 424,719 20,741 57,681 159,503 41,684 1,175,331 



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Notes to Interim Consolidated Financial Statements (Unaudited)



December 31, 2023
Term Loans Amortized Cost Basis by Origination Year
(in thousands)20232022202120202019PriorRevolving Loans
Amortized Cost
Basis		Total
Non-real estate loans
Commercial Loans
Credit Risk Rating:
Nonclassified
Pass414,882 280,911 13,432 9,738 34,209 34,804 661,979 1,449,955 
Special Mention— — — — — 2,056 28,205 30,261 
Classified
Substandard563 500 — 91 1,775 794 19,248 22,971 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total commercial Loans415,445 281,411 13,432 9,829 35,984 37,654 709,432 1,503,187 
Loans to financial institutions and acceptances
Credit Risk Rating:
Nonclassified
Pass— — — — — 13,375 — 13,375 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — — — 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total loans to financial institutions and acceptances— — — — — 13,375 — 13,375 
Consumer loans
Credit Risk Rating:
Nonclassified
Pass27,977 183,235 51,278 12,833 26 — 115,810 391,159 
Special Mention— — — — — — — — 
Classified
Substandard— — — — — — 41 41 
Doubtful— — — — — — — — 
Loss— — — — — — — — 
Total consumer loans and overdrafts
27,977 183,235 51,278 12,833 26 — 115,851 391,200 
Total loans held for investment, gross$1,310,779 $1,437,674 $1,345,391 $171,135 $276,571 $828,035 $1,503,908 $6,873,493 















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Notes to Interim Consolidated Financial Statements (Unaudited)




The following tables present gross charge-offs by year of origination for the periods presented:

Three Months Ended June 30, 2024
Term Loans Charge-offs by Origination Year
(in thousands)
2024
2023202220212020PriorRevolving Loans
Charge-Offs		Total
Quarter-To-Date Gross Charge-offs
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— $— $— $— $— 
Multi-family residential— — — — — — — — 
Land development and construction loans— — — — — — — — 
— — — — — — — — 
Single-family residential— — — — — — — — 
Owner occupied— — — — — — — — 
— — — — — — — — 
Commercial loans173 627 12,440 189 23 — — 13,452 
Loans to financial institutions and acceptances— — — — — — — — 
Consumer loans and overdrafts89 247 4,594 1,449 208 175 — 6,762 
Total Quarter-To-Date Gross Charge-Offs$262 $874 $17,034 $1,638 $231 $175 $— $20,214


Six Months Ended June 30, 2024
Term Loans Charge-offs by Origination Year
(in thousands)20242023202220212020PriorRevolving Loans
Charge-Offs		Total
Year-To-Date Gross Charge-offs
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— $— $— $— $— 
Multi-family residential— — — — — 591 — 591 
Land development and construction loans— — — — — — — — 
— — — — — 591 — 591 
Single-family residential— — — — — — — — 
Owner occupied— — — — — — — — 
— — — — — 591 — 591 
Commercial loans173 788 14,281 237 121 276 — 15,876 
Loans to financial institutions and acceptances— — — — — — — — 
Consumer loans and overdrafts134 585 11,424 3,928 559 319 — 16,949 
Total Year-To-Date Gross Charge-Offs$307 $1,373 $25,705 $4,165 $680 $1,186 $— $33,416 


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Notes to Interim Consolidated Financial Statements (Unaudited)
Three Months Ended June 30, 2023
Term Loans Charge-offs by Origination Year
(in thousands)20232022202120202019PriorRevolving Loans
Charge-Offs		Total
Quarter-To-Date Gross Charge-offs
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— $— $— $— $— 
Multi-family residential— — — — — — — — 
Land development and construction loans— — — — — — — — 
— — — — — — — — 
Single-family residential— — — — — 7 — 7 
Owner occupied— — — — — — — — 
— — — — — 7 — 7 
Commercial loans1,216 77 158 — 1 — 1,452 
Loans to financial institutions and acceptances— — — — — — — — 
Consumer loans and overdrafts399 3,172 3,364 553 13 125 — 7,626 
Total Quarter-To-Date Gross Charge-Offs$399 $4,388 $3,441 $711 $13 $133 $— $9,085 


Six Months Ended June 30, 2023
Term Loans Charge-offs by Origination Year
(in thousands)20232022202120202019PriorRevolving Loans
Charge-Offs		Total
Year-To-Date Gross Charge-offs
Real estate loans
Commercial real estate
Nonowner occupied$— $— $— $— $— $— $— $— 
Multi-family residential— — — — — — — — 
Land development and construction loans— — — — — — — — 
— — — — — — — — 
Single-family residential— — — — — 39 — 39 
Owner occupied— — — — — — — — 
— — — — — 39 — 39 
Commercial loans— 8,774 170 158 — 325 — 9,427 
Loans to financial institutions and acceptances— — — — — — — — 
Consumer loans and overdrafts399 6,062 6,243 846 13 385 — 13,948 
Total Year-To-Date Gross Charge-Offs$399 $14,836 $6,413 $1,004 $13 $749 $— $23,414 






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Notes to Interim Consolidated Financial Statements (Unaudited)
Collateral -Dependent Loans
Loans are considered collateral-dependent when the repayment of the loan is expected to be provided by the sale or operation of the underlying collateral. The Company performs an individual evaluation as part of the process of calculating the allowance for credit losses related to these loans. The following tables present the amortized cost basis of collateral dependent loans related to borrowers experiencing financial difficulty by type of collateral as of June 30, 2024 and December 31, 2023:

As of June 30, 2024
Collateral Type
(in thousands)Commercial Real EstateResidential Real EstateOtherTotalSpecific Reserves
Real estate loans
Single-family residential (1)$— $738 $— $738 $— 
Owner occupied (2)26,292 — — 26,292 — 
26,292 738 — 27,030 — 
Commercial loans3,344 — 68,162 71,506 17,330 
Consumer loans and overdrafts— — — — — 
Total $29,636 $738 $68,162 $98,536 $17,330 
_________________
(1)Weighted-average loan-to-value was approximately 61.8% at June 30, 2024.
(2)Weighted-average loan-to-value was approximately 22.9% at June 30, 2024.



As of December 31, 2023
Collateral Type
(in thousands)Commercial Real EstateResidential Real EstateOtherTotalSpecific Reserves
Real estate loans
Commercial real estate
Multi-family residential8 — — 8 — 
8 — — 8 
Single-family residential (1)
— 773 — 773 — 
Owner occupied (2)3,684 — — 3,684 — 
3,692 773 — 4,465 — 
Commercial loans
— — 21,250 21,250 8,073 
Consumer loans and overdrafts— — 36 36 34 
Total $3,692 $773 $21,286 $25,751 $8,107 
_________________
(1)Weighted-average loan-to-value was approximately 64.8% at December 31, 2023.
(2)Weighted-average loan-to-value was approximately 73.0% at December 31, 2023.


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Notes to Interim Consolidated Financial Statements (Unaudited)

Collateral dependent loans are evaluated on an individual basis for purposes of determining expected credit losses. For collateral-dependent loans where the borrower is experiencing financial difficulty and the Company expects repayment of the financial asset to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date. When repayment is expected to be from the operation of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the present value of expected cash flows from the operation of the collateral. When repayment is expected to be from the sale of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the fair value of the underlying collateral less estimated costs to sell. The ACL may be zero if the fair value of the collateral at the measurement date exceeds the amortized cost basis of the loan.


6.Time Deposits
Time deposits in denominations of $100,000 or more amounted to approximately $1.3 billion at June 30, 2024 at December 31, 2023, respectively. Time deposits in denominations of more than $250,000 amounted to approximately $709 million and $693 million at June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024 and December 31, 2023, brokered time deposits amounted to $700 million and $720 million, respectively.

Large Time Deposits by Maturity

The following table sets forth the maturities of our time deposits with individual balances equal to or greater than $100,000 as of June 30, 2024 and December 31, 2023:
June 30, 2024December 31, 2023
(in thousands, except percentages)
Less than 3 months$433,791 32.7 %$178,102 13.7 %
3 to 6 months365,256 27.5 %239,843 18.4 %
6 to 12 months415,083 31.3 %698,897 53.6 %
1 to 3 years96,217 7.3 %174,792 13.4 %
Over 3 years16,416 1.2 %12,974 0.9 %
Total$1,326,763 100.0 %$1,304,608 100.0 %


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Notes to Interim Consolidated Financial Statements (Unaudited)

7.Advances from the Federal Home Loan Bank
At June 30, 2024 and December 31, 2023, the Company had outstanding advances from the FHLB as follows:
Outstanding Balance
Year of MaturityInterest
Rate		Interest
Rate Type		At June 30, 2024At December 31, 2023
(in thousands)
20245.46%Fixed$— $40,000 
2026
  4.90%
Fixed10,000 10,000 
2027
4.67% to 4.89%
Fixed250,000 — 
2028
3.45% to 3.58%
Fixed— 595,000 
2029 and after
3.54% to 4.45%
Fixed505,000 — 
Total (1)
$765,000 $645,000 
_______________
(1) As of June 30, 2024 and December 31, 2023, includes advances from the FHLB with quarterly callable features totaling $435.0 million and $595.0 million, respectively, with fixed interest rates ranging from 3.54% to 3.76% and 3.44% to 3.58%, respectively, and maturing in 2029 and 2028, respectively.



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Notes to Interim Consolidated Financial Statements (Unaudited)
8.Derivative Instruments
At June 30, 2024 and December 31, 2023, the notional amounts and fair values of the Company’s derivative instruments were as follows:
June 30, 2024December 31, 2023
(in thousands)Number of contractsNotional AmountsOther AssetsOther LiabilitiesNumber of contractsNotional AmountsOther AssetsOther Liabilities
Derivatives designated hedging instruments
Interest rate swaps designated as cash flow hedges6 $114,178 $753 $512 6 $114,178 $296 $366 
Derivatives not designated as hedging instruments
Interest rate swaps:
Customers147 1,179,186 4,670 54,041 146 1,037,773 6,767 47,221 
Third party broker147 1,179,186 54,041 4,670 146 1,037,773 47,221 6,767 
294 2,358,372 58,711 58,711 292 2,075,546 53,988 53,988 
Credit risk participation agreements12 103,445 — — 7 92,654 — — 
Interest rate caps:
Customers13 325,995 — 3,631 13 325,995 — 4,983 
Third party broker13 325,995 3,631 — 14 360,995 5,195 — 
26 651,990 3,631 3,631 27 686,990 5,195 4,983 
Mortgage derivatives:
Interest rate lock commitments126 77,433 779 17 93 43,087 447 2 
Forward contracts21 35,001 97 49 11 16,000 6 94 
147 112,434 876 66 104 59,087 453 96 
Total derivatives not designated as hedging instruments479 $3,226,241 $63,218 $62,408 430 $2,914,277 $59,636 $59,067 
Total derivative instruments485 $3,340,419 $63,971 $62,920 436 $3,028,455 $59,932 $59,433 

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Notes to Interim Consolidated Financial Statements (Unaudited)

Derivatives Designated as Hedging Instruments
Interest Rate Swaps On Debt Instruments
The Company enters into interest rate swap contracts on debt instruments which the Company designates and qualifies as cash flow hedges. These interest rate swaps are designed as cash flow hedges to manage the exposure that arises from differences in the amount of the Company’s known or expected cash receipts and the known or expected cash payments on designated debt instruments. These interest rate swap contracts involve the Company’s payment of fixed-rate amounts in exchange for the Company receiving variable-rate payments over the life of the contracts without exchange of the underlying notional amount.
At June 30, 2024 and December 31, 2023, the Company had five interest rate swap contracts with notional amounts totaling $64.2 million maturing in the third and fourth quarters of 2025. These contracts were designated as cash flow hedges to manage the exposure of variable rate interest payments on all of the Company’s outstanding variable-rate junior subordinated debentures with principal amounts at June 30, 2024 and December 31, 2023 totaling $64.2 million. The Company expects these interest rate swaps to be highly effective in offsetting the effects of changes in interest rates on cash flows associated with the Company’s variable-rate junior subordinated debentures. The Company recognized unrealized gains of $0.2 million and $0.1 million in the three months ended June 30, 2024 and 2023, respectively, and unrealized gains of $0.4 million and $0.2 million in the six months ended June 30, 2024 and 2023, respectively, related to these interest rate swap contracts. In connection with these interest rate swap contracts, which were included as part of interest expense on junior subordinated debentures in the Company’s consolidated statement of operations and comprehensive income. As of June 30, 2024, the estimated net unrealized gains in accumulated other comprehensive income expected to be reclassified into expense in the next twelve months amounted to $0.7 million.

In 2019, the Company terminated 16 interest rate swaps that had been designated as cash flow hedges of variable rate interest payments on the outstanding and expected rollover of variable-rate advances from the FHLB. The Company is recognizing the contracts’ cumulative net unrealized gains of $8.9 million in earnings over the remaining original life of the terminated interest rate swaps ranging between one month and seven years. The Company recognizes a reduction of interest expense on FHLB advances as a result of this amortization.


Interest Rate Swaps On Loans

In the second quarter of 2023, the Company entered into an interest rate swap contract with a notional amount of $50.0 million, and maturity in the second quarter of 2025. The Company designated this interest rate swap as a cash flow hedge to manage interest rate risk exposure on variable rate interest receipts on the first $50 million principal balance of a pool of loans. This interest rate swap contract involves the Company’s payment of variable-rate amounts in exchange for the Company receiving fixed-rate payments over the life of the contract without exchange of the underlying notional amount. Unrealized losses on these instruments are included as part of interest income on loans in the Company’s consolidated statement of operations and comprehensive income.

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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

Derivatives Not Designated as Hedging Instruments
a) Customer related positions
The Company offers certain derivatives products, including interest rate swaps and caps, directly to qualified commercial banking customers to facilitate their risk management strategies. The Company partially offsets its exposure to interest rate swaps and caps by entering similar derivative contracts with various third-party brokers.

Interest Rate Swaps
Interest rate swap contracts involve the Company’s payment of variable-rate amounts to customers in exchange for the Company receiving fixed-rate payments from customers over the life of the contracts without exchange of the underlying notional amount.

The Company enters into swap participation agreements with other financial institutions to manage the credit risk exposure on certain interest rate swaps with customers. Under these agreements, the Company, as the beneficiary or guarantor, will receive or make payments from/to the counterparty if the borrower defaults on the related interest rate swap contract. The notional amount of these agreements is based on the Company’s pro-rata share of the related interest rate swap contracts.
Interest Rate Caps

Interest rate cap contracts involve the Company making payments if an interest rate exceeds the agreed strike price.

In April 2022, the Company entered into four interest rate cap contracts with various third-party brokers with total notional amounts of $140.0 million. These interest rate caps initially served to partially offset changes in the estimated fair value of interest rate cap contracts with customers. At December 31, 2023, there was one interest rate cap contract with a notional amount of $35.0 million in connection with this transaction. At June 30, 2024, there were no interest rate cap contracts in connection with this transaction.


b) Mortgage Derivatives
The Company enters into interest rate lock commitments and forward sale contracts to manage the risk exposure in the mortgage banking area. Interest rate lock commitments guarantee the funding of residential mortgage loans originated for sale, at specified interest rates and times in the future. Forward sale contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. The change in the fair value of these instruments was an unrealized gain of $0.2 million and an unrealized loss of $0.6 million in the three months ended June 30, 2024 and 2023, respectively, and an unrealized gain of $0.5 million and $36 thousand in the six months ended June 30, 2024 and 2023, respectively. These amounts were recorded as part of other noninterest income in the consolidated statements of operations and comprehensive income.

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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

Credit Risk-Related Contingent Features
Some agreements may require the Company to pledge securities as collateral when the valuation of the interest rate swap derivative contracts fall below a certain amount. There were no securities pledged as collateral for interest rate swaps in a liability position at June 30, 2024 and December 31, 2023. Additionally, most of our derivative arrangements with counterparties require the posting of collateral upon meeting certain net exposure thresholds. As of June 30, 2024 and December 31, 2023, the Company had cash held as collateral of $31.5 million and $25.0 million, respectively. See Note 2 “Interest Earning Deposits with Banks, Other Short-Term Investments and Restricted Cash” for additional information about cash held as collateral. As of June 30, 2024 and December 31, 2023, there were no collateral requirements related to interest rate swaps with third-party brokers not designated as hedging instruments.
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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
9.Income Taxes
The Company uses an estimated annual effective tax rate method in computing its interim tax provision. This effective tax rate is based on forecasted annual consolidated pre-tax income, permanent tax differences and statutory tax rates. Under this method, the tax effect of certain items that do not meet the definition of ordinary income or expense are computed and recognized as discrete items when they occur.
The effective combined federal and state tax rates for the six months ended June 30, 2024 and 2023 were 21.50% and 21.00%, respectively. Effective tax rates differ from the statutory rates mainly due to the impact of forecasted permanent non-taxable interest and other income, forecasted permanent non-deductible expenses, and the effect of corporate state taxes.


10.     Accumulated Other Comprehensive (loss) Income (“AOCL/AOCI”):
The components of AOCL/AOCI are summarized as follows using applicable blended average federal and state tax rates for each period:
June 30, 2024December 31, 2023
(in thousands)Before Tax
Amount		Tax
Effect		Net of Tax
Amount		Before Tax
Amount		Tax
Effect		Net of Tax
Amount
Net unrealized holding losses on debt securities available for sale $(107,778)$27,358 $(80,420)$(97,042)$24,614 $(72,428)
Net unrealized holding gains on interest rate swaps designated as cash flow hedges
2,023 (518)1,505 2,193 (561)1,632 
Total AOCL
$(105,755)$26,840 $(78,915)$(94,849)$24,053 $(70,796)
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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The components of other comprehensive loss for the periods presented are summarized as follows:
Three Months Ended June 30,
20242023
(in thousands)Before Tax
Amount		Tax
Effect		Net of Tax
Amount		Before Tax
Amount		Tax
Effect		Net of Tax
Amount
Net unrealized holding losses on debt securities available for sale:
Change in fair value arising during the period$(3,967)$989 $(2,978)$(18,011)$4,524 $(13,487)
Reclassification adjustment for net losses included in net income120 (30)90 1,235 (314)921 
(3,847)959 (2,888)(16,776)4,210 (12,566)
Net unrealized holding losses on interest rate swaps designated as cash flow hedges:
Change in fair value arising during the period94 (24)70 370 (94)276 
Reclassification adjustment for net interest income included in net income (286)73 (213)(425)108 (317)
(192)49 (143)(55)14 (41)
Total other comprehensive loss$(4,039)$1,008 $(3,031)$(16,831)$4,224 $(12,607)


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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
Six Months Ended June 30,
20242023
(in thousands)Before Tax
Amount		Tax
Effect		Net of Tax
Amount		Before Tax
Amount		Tax
Effect		Net of Tax
Amount
Net unrealized holding losses on debt securities available for sale:
Change in fair value arising during the period$(10,857)$2,775 $(8,082)$(9,768)$2,398 $(7,370)
Reclassification adjustment for net losses included in net income120 (30)90 2,098 (534)1,564 
(10,737)2,745 (7,992)(7,670)1,864 (5,806)
Net unrealized holding losses on interest rate swaps designated as cash flow hedges:
Change in fair value arising during the period398 (101)297 114 (26)88 
Reclassification adjustment for net interest income included in net income(568)144 (424)(769)196 (573)
(170)43 (127)(655)170 (485)
Total other comprehensive loss$(10,907)$2,788 $(8,119)$(8,325)$2,034 $(6,291)
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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
11.    Contingencies
From time to time the Company and its subsidiaries may be exposed to loss contingencies. In the ordinary course of business, those contingencies may include, known but unasserted claims, and legal/regulatory inquiries or examinations. The Company records these loss contingencies as a liability when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. In the opinion of management, the Company maintains a liability that is in an estimated amount sufficient to cover said loss contingencies, if any, at the reporting dates.
Financial instruments whose contract amount represents off-balance sheet credit risk at June 30, 2024 are generally short-term and are as follows:
(in thousands)Approximate
Contract
Amount
Commitments to extend credit$1,353,399 
Standby letters of credit102,848 
Commercial letters of credit59 
$1,456,306 

The following table summarizes the changes in the allowance for credit losses for off-balance sheet credit risk exposures for the three and six month periods ended June 30, 2024 and 2023:

(in thousands)Three Months Ended June 30,Six Months Ended June 30,
2024
2023
20242023
Balances at beginning of period$3,102 $2,002 $3,102 $1,702 
Provision for credit losses - off balance sheet exposures (1)
1,500 — 1,500 300 
Balances at end of period$4,602 $2,002 $4,602 $2,002 


(1)There was no provision for credit losses for off-balance sheet exposures in the second quarter of 2023. In the first half of 2023, the provision for credit losses for off-balance sheet exposures was included within other operating expenses in the Company’s consolidated statements of operations and comprehensive income.






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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
12.    Fair Value Measurements
Assets and liabilities measured at fair value on a recurring basis are summarized below:
June 30, 2024
(in thousands)
Quoted
Prices in
Active
Markets
for Identical
Assets
(Level 1)		Third-Party
Models with
Observable
Market
Inputs
(Level 2)		Internal
Models
with
Unobservable
Market
Inputs
(Level 3)		Total
Carrying
Value in the
Consolidated
Balance
Sheet
Assets
Cash and cash equivalents
Other short-term investments
$— $6,781 $— $6,781 
Securities
Debt securities available for sale
U.S. government-sponsored enterprise debt securities
— 587,140 — 587,140 
Corporate debt securities
— 262,201 — 262,201 
U.S. government agency debt securities
— 411,445 — 411,445 
Collateralized loan obligations— 5,000 — 5,000 
Municipal bonds
— 1,577 — 1,577 
U.S treasury securities— 1,993 — 1,993 
— 1,269,356 — 1,269,356 
Equity securities with readily determinable fair values not held for trading2,483 — — 2,483 
2,483 1,269,356 — 1,271,839 
Mortgage loans held for sale (at fair value)— 60,122 — 60,122 
Bank owned life insurance
— 238,851 — 238,851 
Other assets
Mortgage servicing rights (MSRs)— — 1,491 1,491 
Derivative instruments
— 63,971 — 63,971 
$2,483 $1,639,081 $1,491 $1,643,055 
Liabilities
Other liabilities
Derivative instruments
$— $62,920 $— $62,920 

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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
December 31, 2023
(in thousands)Quoted
Prices in
Active
Markets
for Identical
Assets
(Level 1)		Third-Party
Models with
Observable
Market
Inputs
(Level 2)		Internal
Models
with
Unobservable
Market
Inputs
(Level 3)		Total
Carrying
Value in the
Consolidated
Balance
Sheet
Assets
Cash and Cash equivalents
Other short-term investments$— $6,080 $— $6,080 
Securities
Debt securities available for sale
U.S. government-sponsored enterprise debt securities
— 557,307 — 557,307 
Corporate debt securities
— 260,802 — 260,802 
U.S. government agency debt securities
— 390,777 — 390,777 
Municipal Bonds
— 1,668 — 1,668 
Collateralized loan obligations
— 4,957 — 4,957 
U.S treasury securities
— 1,991 — 1,991 
— 1,217,502 — 1,217,502 
Equity securities with readily determinable fair values not held for trading2,534 — — 2,534 
2,534 1,217,502 — 1,220,036 
Mortgage loans held for sale (at fair value)— 26,200 — 26,200 
Bank owned life insurance— 234,972 — 234,972 
Other assets
Mortgage servicing rights (MSRs)— — 1,372 1,372 
Derivative instruments— 59,932 — 59,932 
$2,534 $1,544,686 $1,372 $1,548,592 
Liabilities
Other liabilities
Derivative instruments$— $59,433 $— $59,433 

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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
The following tables present the major categories of assets measured at fair value on a non-recurring basis at June 30, 2024 and December 31, 2023:
June 30, 2024
(in thousands)Carrying AmountQuoted
Prices in
Active
Markets
for Identical
Assets
(Level 1)		Significant
Other
Observable
Inputs
(Level 2)		Significant
Unobservable
Inputs
(Level 3)		Total Write Downs
Description
Loans held for sale, at lower of cost or fair value$551,828 $— $— $551,828 $— 
Loans held for investment measured for credit deterioration using the fair value of the collateral (1)$39,782 $— $— $39,782 $5,140 
Other Real Estate Owned (2)20,181 — — 20,181 — 
$611,791 $— $— $611,791 $5,140 
_______________
(1)Includes loans with specific reserves of $17.3 million and total write downs of $5.1 million at June 30, 2024.
(2)Consists of commercial real estate property.




December 31, 2023
(in thousands)Carrying AmountQuoted
Prices in
Active
Markets
for Identical
Assets
(Level 1)		Significant
Other
Observable
Inputs
(Level 2)		Significant
Unobservable
Inputs
(Level 3)		Total Write Downs
Description
Loans held for sale, at lower of cost or fair value$365,219 $— $— $365,219 $35,525 
Loans held for investment measured for credit deterioration using the fair value of the collateral (1)18,439 — — 18,439 4,371 
Other Real Estate Owned (2)20,181 — — 20,181 — 
$403,839 $— $— $— $403,839 $39,896 
_______________
(1)Includes loans with specific reserves of $8.1 million and total write downs of $4.4 million at December 31, 2023.
(2)Consists of commercial real estate property.


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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
The following table presents the significant unobservable inputs (Level 3) used in the valuation of assets measured at fair value on a nonrecurring basis.

Financial InstrumentUnobservable InputsValuation MethodsDiscount RangeTypical Discount
Collateral dependent loansDiscount to fair valueAppraisal value, as adjusted
0-30%
6-7%
Inventory
0-100%
30-50%
Accounts receivables
0-100%
20-30%
Equipment
0-100%
20-30%
Other Real Estate OwnedDiscount to fair valueAppraisal value, as adjustedN/A
6-7%

There were no other significant assets or liabilities measured at fair value on a nonrecurring basis at June 30, 2024 and December 31, 2023.

Loans Held for Sale, at Lower of Cost or Fair Value

For loans held for sale that are carried at the lower of cost or fair value, the fair value is generally based on quoted market prices of similar loans less estimated cost to sell and is considered to be Level 3.
Collateral Dependent Loans Measured For Expected Credit Losses

The carrying amount of collateral dependent loans is typically based on the fair value of the underlying collateral. The Company primarily uses third party appraisals to assist in measuring expected credit losses on collateral dependent loans. The Company also uses third party appraisal reviewers for loans with an outstanding balance of $1 million and above. These appraisals generally use the market or income approach valuation technique and use market observable data to formulate an opinion of the fair value of the loan’s collateral. However, the appraiser uses professional judgment in determining the fair value of the collateral or properties and may also adjust these values for changes in market conditions subsequent to the appraisal date. When current appraisals are not available for certain loans, the Company uses judgment on market conditions to adjust the most current appraisal. The sales prices may reflect prices of sales contracts not closed and the amount of time required to sell out the real estate project may be derived from current appraisals of similar projects. As a consequence, the fair value of the collateral is considered a Level 3 valuation.

OREO

The Company values OREO at the lower of cost or fair value of the property, less cost to sell. The fair value of the property is generally based upon recent appraisal values of the property, less cost to sell. The Company primarily uses third party appraisals to assist in measuring the valuation of OREO. Period revaluations are classified as level 3 as the assumptions used may not be observable. The Company had other repossessed assets with a carrying value of $6.4 million, which were sold in the three and six month periods ended June 30, 2023. The Company recognized a loss on sale of $2.6 million which is included in the result of operations for those periods.
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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)
Fair Value of Financial Instruments
The estimated fair value of financial instruments where fair value differs from carrying value are as follows:
June 30, 2024December 31, 2023
(in thousands)Carrying
Value		Estimated
Fair
Value		Carrying
Value		Estimated
Fair
Value
Financial assets:
Debt securities held to maturity$219,613 $192,403 $226,645 $204,945 
Loans3,225,040 3,074,592 3,514,114 3,321,308 
Financial liabilities:
Time deposits1,610,616 1,606,643 1,577,579 1,575,569 
Advances from the FHLB765,000 762,588 645,000 644,572 
Senior notes59,685 58,718 59,526 58,337 
Subordinated notes29,539 28,481 29,454 28,481 
Junior subordinated debentures64,178 63,177 64,178 63,285 
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Table of Contents
Amerant Bancorp Inc. and Subsidiaries
Notes to Interim Consolidated Financial Statements (Unaudited)

13.Earnings Per Share
The following table shows the calculation of basic and diluted earnings per share:
Three Months Ended June 30,Six Months Ended June 30
(in thousands, except share data and per share amounts)202420232024
2023
Numerator:
Net income before attribution of noncontrolling interest
$4,963 $7,046 $15,531 $26,988 
Noncontrolling interest— (262)— (506)
Net income attributable to Amerant Bancorp Inc.
$4,963 $7,308 $15,531 $27,494 
Net income available to common stockholders
$4,963 $7,308 $15,531 $27,494 
Denominator:
Basic weighted average shares outstanding33,581,604 33,564,770 33,559,836 33,562,258 
Dilutive effect of share-based compensation awards199,062 152,932 241,278 224,604 
Diluted weighted average shares outstanding33,780,666 33,717,702 33,801,114 33,786,862 
Basic earnings per common share
$0.15 $0.22 $0.46 $0.82 
Diluted earnings per common share
$0.15 $0.22 $0.46 $0.81 

As of June 30, 2024 and 2023, potential dilutive instruments consisted of unvested shares of restricted stock, RSUs and PSUs totaling 539,072 and 542,745, respectively. In the three and six month periods ended June 30, 2024 and 2023, potential dilutive instruments were included in the diluted earnings per share computation because, when the unamortized deferred compensation cost related to these shares was divided by the average market price per share in those periods, fewer shares would have been purchased than restricted shares assumed issued. Therefore, in those periods, such awards resulted in higher diluted weighted average shares outstanding than basic weighted average shares outstanding, and had a dilutive effect on per share earnings.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis is designed to provide a better understanding of various factors related to Amerant Bancorp Inc.’s (the “Company,” “Amerant,” “our” or “we”) results of operations and financial condition and its subsidiaries, including its principal subsidiary, Amerant Bank, N.A. (the “Bank”) .The Bank has three operating subsidiaries: Amerant Investments, Inc., a securities broker-dealer (“Amerant Investments”), Amerant Mortgage, LLC, a mortgage lending company domiciled in Florida (“Amerant Mortgage”) and Elant Bank & Trust Ltd., a Grand-Cayman based trust company (the “Cayman Bank”).
This discussion is intended to supplement and highlight information contained in the accompanying unaudited interim consolidated financial statements and related footnotes included in this Quarterly Report on Form 10-Q (the “Form 10-Q”), as well as the information contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed on March 7, 2024 (the “2023 Form 10-K”).

Cautionary Note Regarding Forward-Looking Statements
Various of the statements made in this Form 10-Q, including information incorporated herein by reference to other documents, are “forward-looking statements” within the meaning of, and subject to, the protections of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
All statements other than statements of historical fact are statements that could be forward-looking statements. Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions and future performance and condition, forward-looking statements include the Company’s strategic rationale for, and proposed benefits of the Houston Sale Transaction, the Company’s ability to consummate and close the Houston Sale Transaction on terms acceptable to the Company, if at all, and the Company’s expected use of proceeds from the Houston Sale Transaction. Examples of forward-looking statements include but are not limited to: our future operating or financial performance, including revenues, expenses, expense savings, income or loss and earnings or loss per share, and other financial items; statements regarding expectations, plans or objectives for future operations, products or services, and our expectations on loan recoveries or reaching positive resolutions on problem loans. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause the actual results, performance, achievements, or financial condition of the Company to be materially different from future results, performance, achievements, or financial condition expressed or implied by such forward-looking statements. You should not expect us to update any forward-looking statements, except as required by law. These forward-looking statements should be read together with the “Risk Factors” included in the 2023 Form 10-K, in our quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2024 filed on May 3, 2024 and in our other filings with the U.S. Securities and Exchange Commission (the “SEC”), which are available at the SEC’s website www.sec.gov.
All statements other than statements of historical fact are statements that could be forward-looking statements. You can identify these forward-looking statements through our use of words such as “may,” “will,” “anticipate,” “assume,” “seek,” “should,” “indicate,” “would,” “believe,” “contemplate,” “consider”, “expect,” “estimate,” “continue,” “plan,” “point to,” “project,” “could,” “intend,” “target” and other similar words and expressions of the future. These forward-looking statements may not be realized due to a variety of factors, including, without limitation:
•Liquidity risks could affect our operations and jeopardize our financial condition and certain funding sources could increase our interest rate expense;
•We may not be able to develop and maintain a strong core deposit base or other low-cost funding sources;
•We may elect or be compelled to seek additional capital in the future, but that capital may not be available when it is needed or on acceptable terms;
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•Our ability to receive dividends from our subsidiaries could affect our liquidity and our ability to pay dividends;
•Our profitability is subject to interest rate risk;
•Our allowance for credit losses may prove inadequate;
•Our concentration of CRE loans could result in increased loan losses;
•Many of our loans are to commercial borrowers, which have unique risks compared to other types of loans;
•Our valuation of securities and the determination of a credit loss allowance in our investment securities portfolio are subjective and, if changed, could materially adversely affect our results of operations or financial condition;
•Nonperforming and similar assets take significant time to resolve and may adversely affect our business, financial condition, results of operations, financial condition, or cash flows;
•The pending sale of our Houston banking operations may not be completed in accordance with expected plans or on the currently contemplated timeline, or at all, and the pending sale may be disruptive to the Company;
•We are subject to environmental liability risk associated with lending activities;
•Deterioration in the real estate markets, including the secondary market for residential mortgage loans, can adversely affect us;
•Many of our major systems depend on and are operated by third-party vendors, and any systems failures or interruptions could adversely affect our operations and the services we provide to our customers;
•Our information systems are exposed to cybersecurity threats and may experience interruptions and security breaches that could adversely affect our business and reputation;
•Our strategic plan and growth strategy may not be achieved as quickly or as fully as we seek;
•Defaults by or deteriorating asset quality of other financial institutions could adversely affect us;
•New lines of business, new products and services, or strategic project initiatives may subject us to additional risks;
•We face significant operational risks;
•We may not have the ability or resources to keep pace with rapid technological changes in the financial services industry or implement new technology effectively;
•Conditions in Venezuela could adversely affect our operations;
•Our ability to achieve our environmental, social and governance goals are subject to risks, many of which are outside of our control, and our reputation could be harmed if we fail to meet such goals;
•We may be unable to attract and retain key people to support our business;
•Severe weather, natural disasters, global pandemics, acts of war or terrorism, theft, civil unrest, government expropriation or other external events could have significant effects on our business;
•Any failure to protect the confidentiality of customer information could adversely affect our reputation and subject us to financial sanctions and other costs that could adversely affect our business, financial condition, results of operations, or cash flows;
•We could be required to write down our goodwill or other intangible assets;
•We have a net deferred tax asset that may or may not be fully realized;
•We may incur losses due to minority investments in fintech and specialty finance companies;
•We are subject to risks associated with sub-leasing portions of our corporate headquarters building;
•Our success depends on our ability to compete effectively in highly competitive markets;
•Potential gaps in our risk management policies and internal audit procedures may leave us exposed to unidentified or unanticipated risk, which could negatively affect our business;
•Any failure to maintain effective internal control over financial reporting could impair the reliability of our financial statements, which in turn could harm our business, impair investor confidence in the accuracy and completeness of our financial reports and our access to the capital markets and cause the price of our common stock to decline and subject us to regulatory penalties;
•Changes in accounting standards could materially impact our financial statements;
•Material and negative developments adversely impacting the financial services industry at large and causing volatility in financial markets and the economy may have materially adverse effects on our liquidity, business, financial condition and results of operations;
•Our business may be adversely affected by economic conditions in general and by conditions in the financial markets;
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•We are subject to extensive regulation that could limit or restrict our activities and adversely affect our earnings;
•Changes in federal, state or local tax laws, or audits from tax authorities, could negatively affect our business, financial condition, results of operations or cash flows;
•Litigation and regulatory investigations are increasingly common in our businesses and may result in significant financial losses and/or harm to our reputation;
•We are subject to capital adequacy and liquidity standards, and if we fail to meet these standards, whether due to losses, growth opportunities or an inability to raise additional capital or otherwise, our business, financial condition, results of operations, or cash flows would be adversely affected;
•Increases in FDIC deposit insurance premiums and assessments could adversely affect our financial condition;
•Federal banking agencies periodically conduct examinations of our business, including our compliance with laws and regulations, and our failure to comply with any regulatory actions, if any, could adversely impact us;
•The Federal Reserve may require us to commit capital resources to support the Bank;
•We may face higher risks of noncompliance with the Bank Secrecy Act and other anti-money laundering statutes and regulations than other financial institutions;
•Failures to comply with the fair lending laws, CFPB regulations or the Community Reinvestment Act, or CRA, could adversely affect us;
•Our principal shareholders and management own a significant percentage of our shares of voting common stock and will be able to exert significant control over matters subject to shareholder approval;
•The rights of our common shareholders are subordinate to the holders of any debt securities that we have issued or may issue from time to time;
•The stock price of financial institutions, like Amerant, may fluctuate significantly;
•We can issue additional equity securities, which would lead to dilution of our issued and outstanding Class A common stock;
•Certain provisions of our amended and restated articles of incorporation and amended and restated bylaws, Florida law, and U.S. banking laws could have anti-takeover effects;
•We may not be able to generate sufficient cash to service all of our debt, including the Senior Notes, the Subordinated Notes and the Debentures;
•We are a holding company with limited operations and depend on our subsidiaries for the funds required to make payments of principal and interest on the Senior Notes, Subordinated Notes and the Debentures;
•We may incur a substantial level of debt that could materially adversely affect our ability to generate sufficient cash to fulfill our obligations under the Senior Notes, the Subordinated Notes and the Debentures; and
•The other factors and information included in the 2023 Form 10-K and other filings that we make with the SEC under the Exchange Act and Securities Act. See “Risk Factors” in the 2023 Form 10-K and in the Form 10-Q for the quarter ended March 31, 2024.

The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in the 2023 Form 10-K. Because of these risks and other uncertainties, our actual future financial condition, results, performance or achievements, or industry results, may be materially different from the results indicated by the forward-looking statements in this Form 10-Q. In addition, our past results of operations are not necessarily indicative of our future results of operations. You should not rely on any forward-looking statements as predictions of future events.
Any forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to update, revise or correct any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law. All written or oral forward-looking statements that are made by us or are attributable to us are expressly qualified in their entirety by this cautionary notice, together with those risks and uncertainties described in “Risk Factors” in the 2023 Form 10-K, in the Form 10-Q for the quarter ended March 31, 2024, and in our other filings with the SEC, which are available at the SEC’s website www.sec.gov.
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OVERVIEW

Our Company
We are a bank holding company headquartered in Coral Gables, Florida. We provide individuals and businesses a comprehensive array of deposit, credit, investment, wealth management, retail banking, mortgage services, and fiduciary services. We serve customers in our United States markets and select international customers. These services are offered through the Bank, which is also headquartered in Coral Gables, Florida, and its subsidiaries. Fiduciary, investment, wealth management and mortgage lending services are provided by the Bank’s securities broker-dealer, Amerant Investments, the Bank’s Grand-Cayman based trust company, the Cayman Bank, and the mortgage company, Amerant Mortgage. The Bank’s primary markets are South Florida, where we are headquartered and operate eighteen banking centers in Miami-Dade, Broward and Palm Beach counties; Houston, Texas, where we operate six banking centers that serve the nearby areas of Harris, Montgomery, Fort Bend and Waller counties and; Tampa, Florida where we operate one banking center.

Business Developments
For more information on the progress of our business strategy and strategic initiatives in 2023, see Item 1. Business section included in the 2023 Form 10-K.
Sale of Houston Banking Operations

On April 16, 2024, the Bank entered into a Purchase and Assumption Agreement (the “Purchase Agreement”) with MidFirst Bank (“MidFirst”) pursuant to which MidFirst will purchase certain assets and assume certain liabilities (the “Houston Sale Transaction”) of the banking operations and six branches in the Houston, Texas metropolitan statistical area (collectively, the “Branches”). Pursuant to the terms of the Purchase Agreement, MidFirst has agreed to assume certain deposit liabilities and to acquire certain loans, as well as cash, real property, personal property and other fixed assets associated with the Branches, as well as 45 team members. On July 30, 2024, regulatory approval for the Houston Sale Transaction was received. The Houston Sale Transaction is expected to close on November 8, 2024, subject to the satisfaction of customary closing conditions.

The purchase price for the purchased assets will be computed as the sum of: (a) $13.0 million (the “Deposit Premium”), provided that, if the balance of non-interest checking deposits included in deposits or the total balance of deposits (excluding insured cash sweep deposits) decrease by more than 15% between March 13, 2024 and the closing date, then the Deposit Premium shall be equal to the sum of (i) 9.50% of the average daily balance of non-interest checking deposits included in deposits, (ii) 1.85% of the average daily balance of deposits other than non-interest checking deposits, insured cash sweep deposits and time deposits included in deposits, (iii) 0.25% of the average daily balance of insured cash sweep deposits included in Deposits, and (iv) 0.50% of the average daily balance of time deposits included in deposits, with the average daily balance in each case being for the 30-day period ending on the fifth business day prior to closing, provided further, that the Deposit Premium shall in no event be lower than $9.25 million, (b) the aggregate amount of cash on hand as of the closing date, (c) the aggregate net book value of all assets being assumed (excluding cash on hand, real property and accrued interest with respect to the loans to be acquired), (d) the appraised value of the real property to be acquired, and (e) accrued interest with respect to the loans to be acquired. The purchase price is subject to a customary post-closing adjustment based on the delivery within thirty calendar days following the closing date of a final closing statement setting forth the purchase price and any necessary adjustment payment amount.

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The Bank and MidFirst made customary representations, warranties, and covenants in the Purchase Agreement. The Bank and MidFirst also agreed to indemnify each other (subject to customary limitations) with respect to the Transaction, including for breaches of representations and warranties, breaches of covenants, liabilities not retained or assumed, and conduct of the business of the Branches and operation and use of the purchased assets during certain time periods.

The following assets and liabilities classified as held for sale are included in the Company’s consolidated balance sheet as of June 30, 2024:

(in thousands)
Assets
Loans held for sale, at lower of cost or fair value (1)$551,828 
Accrued interest receivable and other assets (2)23,588 
Total assets$575,416 
Liabilities
Noninterest bearing demand deposits (3)
$68,682 
Interest bearing demand deposits
47,263 
Savings and money market
132,587 
Time deposits
296,840 
Total deposits545,372 
Other liabilities:
Operating lease liabilities6,746 
Other liabilities (4)7,601 
Total liabilities$559,719 
__________________
(1)In the second quarter of 2024, the Company recognized a valuation allowance of $1.3 million as a result of the fair value adjustment of these loans.
(2)Includes premises and equipment for $8.0 million, operating lease right-of-use assets for $6.6 million, $5.8 million in derivative assets and other assets for $3.3 million.
(3)Includes $5.1 million in escrow accounts.
(4)Includes $5.8 million in derivative liabilities.

The Company recorded non-routine expense items in the second quarter of 2024 in connection with the Houston Sale Transaction totaling approximately $5.5 million as follows: (i) $3.4 million in market value adjustments for two branches owned based on third party appraisals; (ii) $1.3 million in loan valuation allowance due to deferred loan costs; (iii) $0.5 million for legal and investment banking fees; and (iv) $0.3 million in intangible write-off. These charges were partially offset by a $4.4 million release in credit reserves after transferring the loans to held for sale.

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Other Actions

In the first six months ended June 30, 2024, we hired 29 new team members and added them to our business development teams across South and Central Florida. In the second quarter of 2024, the Company hired Palm Beach and Central Florida Market Presidents.

We officially opened new banking centers in downtown Ft. Lauderdale, FL and Miami, Fl. We also officially opened our new regional headquarters office for Broward County, located in Plantation, FL. More recently, we signed agreements for a Miami Beach banking center and a new regional headquarter office for Palm Beach County, located in West Palm Beach, Fl., both of which are expected to open in the first quarter of 2025.

We continued with our strategy of building brand recognition across our markets. We entered into multi-year partnerships becoming the “Hometown Bank of the Miami Marlins” in Miami, Fl, as well as being named the “Bank of the Tampa Bay Rays” in Tampa, Fl.

We believe these strategic actions will support our ongoing efforts in becoming the bank of choice in the markets we serve.
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Primary Factors Used to Evaluate Our Business

Results of Operations. In addition to net income or loss, the primary factors we use to evaluate and manage our results of operations include net interest income, noninterest income and expenses, and indicators of financial performance including return on assets (“ROA”) and return on equity (“ROE”). We also use certain non-GAAP financial measures in the internal evaluation and management of our businesses.

Net Interest Income. Net interest income represents interest income less interest expense. We generate interest income from interest, dividends and fees received on interest-earning assets, including loans and investment securities we own. We incur interest expense from interest paid on interest-bearing liabilities, including interest-bearing deposits, and borrowings such as advances from the Federal Home Loan Bank of Atlanta (“FHLB”) and other borrowings such as repurchase agreements, notes, debentures and other funding sources we may have from time to time. Net interest income typically is the most significant contributor to our revenues and net income. To evaluate net interest income, we measure and monitor: (i) yields on our loans and other interest-earning assets; (ii) the costs of our deposits and other funding sources; (iii) our net interest spread; (iv) our net interest margin, or NIM; and (v) our provisions for credit losses. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. NIM is calculated by dividing net interest income for the period by average interest-earning assets during that same period. Because noninterest-bearing sources of funds, such as noninterest-bearing deposits and stockholders’ equity, also fund interest-earning assets, NIM includes the benefit of these noninterest-bearing sources of funds. Non-refundable loan origination fees, net of direct costs of originating loans, as well as premiums or discounts paid on loan purchases, are deferred and recognized over the life of the related loan as an adjustment to interest income in accordance with generally accepted accounting principles (“GAAP”).

Changes in market interest rates and the interest we earn on interest-earning assets, or which we pay on interest-bearing liabilities, as well as the volumes and the types of interest-earning assets, interest-bearing and noninterest-bearing liabilities and stockholders’ equity, usually have the largest impact on periodic changes in our net interest spread, NIM and net interest income. We measure net interest income before and after the provision for credit losses.

Noninterest Income. Noninterest income consists of, among other revenue streams: (i) service fees on deposit accounts; (ii) income from brokerage, advisory and fiduciary activities; (iii) benefits from and changes in cash surrender value of bank-owned life insurance, or BOLI, policies; (iv) card and trade finance servicing fees; (v) securities gains or losses; (vi) net gains and losses on early extinguishment of FHLB advances which we may execute from time to time as part of asset/liability management activities; (vii) income from derivative transaction with customers; (viii) derivative gains or losses; (ix) gains or losses on the sale of properties; and (x) other noninterest income which includes mortgage banking revenue.

Our income from service fees on deposit accounts is affected primarily by the volume, growth and mix of deposits we hold and volume of transactions initiated by customers (i.e. wire transfers). These are affected by prevailing market pricing of deposit services, interest rates, our marketing efforts and other factors.

Our income from brokerage, advisory and fiduciary activities consists of brokerage commissions related to our customers’ trading volume, fiduciary and investment advisory fees generally based on a percentage of the average value of assets under management and custody (“AUM”), and account administrative services and ancillary fees during the contractual period.

Income from changes in the cash surrender value of our BOLI policies represents the amounts that may be realized under the contracts with the insurance carriers, which are nontaxable. In the fourth quarter of 2023, the Company restructured certain of its BOLI contracts, by surrendering existing lower-yielding policies and reinvesting the proceeds in higher-yielding policies. This transaction is expected to increase income from this source prospectively.

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Interchange fees, other fees and revenue sharing are recognized when earned. Trade finance servicing fees, which primarily include commissions on letters of credit, are generally recognized over the service period on a straight line basis. Card servicing fees include credit and debit card interchange fees and other fees. We have also entered into referral arrangements with recognized U.S.-based card issuers, which permit us to serve our customers and earn referral fees and share interchange revenue without exposure to credit risk.
Our gains and losses on sales of securities are derived from sales from our securities portfolio and are primarily dependent on changes in U.S. Treasury interest rates and asset liability management activities. Generally, as U.S. Treasury rates increase, our securities portfolio decreases in market value, and as U.S. Treasury rates decrease, our securities portfolio increases in value. We also recognize unrealized gains or losses on changes in the valuation of marketable equity securities not held for trading.

Our fee income generated on customer interest rate swaps and other loan level derivatives is primarily dependent on the volume of transactions completed with customers and are included in noninterest income.

Derivatives unrealized net gains and derivatives unrealized net losses are primarily derived from changes in market value of uncovered interest rate caps with clients.

Other noninterest income includes mortgage banking income generated through our subsidiary, Amerant Mortgage, and consists of gain on sale of loans, gain on loans market valuation, other fees and smaller sources of income. Mortgage banking income was $1.9 million and $1.6 million in the three months ended June 30, 2024 and 2023, respectively, and $3.0 million and $3.4 million in the six months ended June 30, 2024 and 2023, respectively. Other income in the three and six months ended June 30, 2024, includes $0.5 million of proceeds from BOLI death benefits.

Noninterest Expense. Noninterest expenses generally increase as our business grows and whenever necessary to implement or enhance policies and procedures for regulatory compliance, and other purposes.

Noninterest expense consists of: (i) salaries and employee benefits; (ii) occupancy and equipment expenses; (iii) professional and other services fees; (iv) loan-level derivative expenses; (v) FDIC deposit and business insurance assessments and premiums; (vi) telecommunication and data processing expenses; (vii) depreciation and amortization; (viii) advertising and marketing expenses; (ix) other real estate and repossessed assets, net; (x) contract termination costs; (xi) losses on sale of assets, and (xii) other operating expenses.

Salaries and employee benefits include compensation (including severance expenses which we generally consider non-routine), employee benefits and employer tax expenses for our personnel. Salaries and employee benefits are partially offset by costs directly related to the origination of loans, which are deferred and amortized over the life of the related loans as adjustments to interest income in accordance with GAAP.

Occupancy expense consists of lease expense on our leased properties, including right-of-use or ROU asset impairment charges, and other occupancy-related expenses. Equipment expense includes furniture, fixtures and equipment related expenses. Rental income associated with subleasing portions of the Company’s headquarters building and the subleasing of the New York office space, primarily, is included as a reduction to rent expense under lease agreements under occupancy and equipment cost.

Professional and other services fees include the cost of outsourced services, including technology infrastructure and banking processing services from our new technology provider, and other professional consulting fees associated with our transition to a new core banking platform, legal, accounting and related consulting fees, card processing fees, director’s fees, regulatory agency fees, such as OCC examination fees, and other fees related to our business operations.

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Loan-level derivative expenses are incurred in back-to-back derivative transactions with commercial loan clients and with brokers. The Company pays a fee upon inception of the back-to-back derivative transactions, corresponding to the spread between a wholesale rate and a retail rate.

Advertising expenses include the costs of promoting the Amerant brand, as well as the costs associated with promoting the Company’s products and services to create positive awareness, or consideration to buy the Company’s products and services. These costs include expenses to produce, deliver and communicate advertisements using available media and technologies, primarily streaming and other digital advertising platforms. Advertising expenses are expensed as incurred, except for media production costs which are expensed upon the first airing of the advertisement.

FDIC deposit and business insurance assessments and premiums include deposit insurance, net of any credits applied against these premiums, corporate liability and other business insurance premiums.

Telecommunication and data processing expenses include expenses paid to our third-party data processing system providers and other telecommunication and data service providers, as well as expenses related to the disposition of fixed assets due to the write off of in-development software in 2023.

Depreciation and amortization expense includes the value associated with the depletion of the value on our owned properties and equipment, including leasehold improvements made to our leased properties.

OREO and repossessed assets expense includes expenses and revenue (rental income) from the operation of foreclosed property/assets as well as fair value adjustments and gains/losses from the sale of OREO and repossessed assets.

Other operating expenses include community engagement and other operational expenses. Other operating expenses are partially offset by other operating expenses directly related to the origination of loans, which are deferred and amortized over the life of the related loans as adjustments to interest income in accordance with GAAP.

Noninterest expenses include salaries and employee benefits, mortgage lending costs and professional and other service fees in connection with Amerant Mortgage’s ongoing business.

Non-routine noninterest expense items include restructuring expenses and other non-routine noninterest expenses. Restructuring expenses are those incurred for actions designed to implement the Company’s business strategy. These actions include, but are not limited to reductions in workforce, streamlining operational processes, decommissioning of legacy technologies, enhanced sales tools and training, expanded product offerings and improved customer analytics to identify opportunities. The Company recorded non-routine expense items in the second quarter of 2024 in connection with the Houston Sale Transaction totaling approximately $5.5 million. Other non-routine noninterest expenses include the effect of non-routine items such as the valuation of OREO and loans held for sale, the sale of repossessed assets, and impairment of investments.










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The table below shows a detail of non-routine noninterest expenses for the periods presented.

Three Months Ended June 30,Six Months Ended June 30,

(in thousands)		2024202320242023
Non-routine noninterest expense items
Restructuring costs (1):
Staff reduction costs (2)
$— $2,184 $— $2,397 
Contract termination costs (3)
— 1,550 — 1,550 
Consulting and other professional fees and software expenses (4)
— 2,060 — 4,750 
Disposition of fixed assets (5)
— 1,419 — 1,419 
Branch closure expenses and related charges (6)
— 1,558 — 2,027 
Total restructuring costs$— $8,771 $— $12,143 
Other non-routine noninterest expense items:
Losses on loans held for sale carried at the lower of cost or fair value (7)
1,258 — 1,258 — 
Goodwill and intangible assets impairment (7)
300 — 300 — 
Legal and broker fees (7)
561 — 561 — 
Loss on sale of repossessed assets and other real estate owned valuation expense (8)
— 2,649 — 2,649 
Fixed assets impairment (7)(9)
3,443 — 3,443 — 
Impairment charge on investment carried at cost— 1,963 — 1,963 
Total non-routine noninterest expense items$5,562 $13,383 $5,562 $16,755 
____________
(1) Expenses incurred for actions designed to implement the Company’s business strategy. These actions include, but are not limited to reductions in workforce, streamlining operational processes, implementation of new technology system applications, decommissioning of legacy technologies, enhanced sales tools and training, expanded product offerings and improved customer analytics to identify opportunities.
(2)    Staff reduction costs consist of severance expenses related to organizational rationalization.
(3) Contract termination and related costs associated with third party vendors resulting from the Company’s engagement of FIS.
(4) In the three months and six months ended June 30, 2023, includes nonrecurrent expenses of $2.1 million and $4.8 million in connection with the engagement of FIS.
(5) In the three and six month periods ended June 30, 2023, includes expenses in connection with the disposition of fixed assets due to the write off of in-development software.
(6) In each of the three and six month periods ended June 30, 2023, includes expenses associated with the closure of a branch in Miami, Florida in 2023, including $0.9 million of accelerated amortization of leasehold improvements and $0.6 million of right-of-use, or ROU asset impairment. In addition, the six months ended June 30, 2023, includes $0.5 million of ROU asset impairment associated with the closure of a branch in Houston, Texas in 2023.
(7) In the three and six months ended June 30, 2024, amounts shown are in connection with the Houston Sale Transaction.
(8)    In the three months ended June 30, 2023, amount represents the loss on sale of repossessed assets in connection with our equipment-financing activities.
(9) Related to Houston branches and included as part of occupancy and equipment expenses. See “Noninterest Expenses” for details.

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Primary Factors Used to Evaluate Our Financial Condition
The primary factors we use to evaluate and manage our financial condition include asset quality, capital and liquidity.
Asset Quality. We manage the diversification and quality of our assets based upon factors that include the level, distribution and risks in each category of assets. Problem assets may be categorized as classified, delinquent, nonaccrual, nonperforming and restructured assets. We also manage the adequacy of our allowance for credit losses, or the allowance, the diversification and quality of loan and investment portfolios, the extent of counterparty risks, credit risk concentrations and other factors.

Capital. Financial institution regulators have established minimum capital ratios for banks and bank holding companies. We manage capital based upon factors that include: (i) the level and quality of capital and our overall financial condition; (ii) the trend and volume of problem assets; (iii) the adequacy of reserves; (iv) the level and quality of earnings; (v) the risk exposures in our balance sheet under various scenarios, including stressed conditions; (vi) the Tier 1 capital ratio, the total capital ratio, the Tier 1 leverage ratio, and the CET1 capital ratio; (vii) the tangible common equity ratio; and (viii) other factors, including market conditions.
Liquidity. Our deposit base consists primarily of personal and commercial accounts maintained by individuals and businesses in our primary markets and select international core depositors. The Company is focused on relationship-driven core deposits. The Company may also use third party providers of domestic sources of deposits as part of its balance sheet management strategies. We define core deposits as total deposits excluding all time deposits. This definition of core deposits differs from the Federal Financial Institutions Examination Council’s (the “FFIEC”) Uniform Bank Performance Report (the “UBPR”) definition of “core deposits,” which exclude brokered time deposits and retail time deposits of more than $250,000. See “Core Deposits” discussion for more details.
We manage liquidity based upon factors that include the amount of core deposit relationships as a percentage of total deposits, the level of diversification of our funding sources, the allocation and amount of our deposits among deposit types, the short-term funding sources used to fund assets, the amount of non-deposit funding used to fund assets, the availability of unused funding sources, off-balance sheet obligations, the amount of cash and liquid securities we hold, the availability of assets readily convertible into cash without undue loss, the characteristics and maturities of our assets when compared to the characteristics of our liabilities and other factors.
Seasonality. Our loan production, generally, is subject to seasonality, with the lowest volume typically in the first quarter of each year.

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Summary Results
The summary results for the three and six months ended June 30, 2024 include the following:
•Total assets were $9.75 billion at June 30, 2024, up $31.4 million, or 0.3%, compared to $9.72 billion at December 31, 2023.

•Total gross loans, which includes all loans held for sale, were $7.32 billion at June 30, 2024, up $58.0 million, or 0.8%, compared to $7.26 billion at December 31, 2023.

•Cash and cash equivalents were $310.3 million, down $11.6 million or 3.6%, compared to $321.9 million at December 31, 2023.

•Total deposits were $7.82 billion at June 30, 2024, down $78.9 million, or 1.0%, compared to $7.89 billion at December 31, 2023.

•Total advances from the FHLB were $765.0 million, up $120.0 million or 18.6%, compared to $645.0 million as of December 31, 2023. The Bank had $2.1 billion availability remaining as of June 30, 2024.

•Average yield on loans increased to 7.08% in the three months ended June 30, 2024 compared to 6.79% in the three months ended June 30, 2023. Average yield on loans increased to 7.07% in the six months ended June 30, 2024 compared to 6.58% in the six months ended June 30, 2023.

•Total non-performing assets increased to $121.1 million at June 30, 2024, up $66.6 million, or 121.9%, compared to $54.6 million at December 31, 2023.

•The Allowance for Credit Losses, or ACL, on loans as of June 30, 2024 was $94.4 million, down $1.1 million, or 1.2%, compared to $95.5 million as of December 31, 2023.

•Core deposits were $5.5 billion at June 30, 2024, down $92.4 million, or 1.7%, compared to $5.6 billion at December 31, 2023.

•Average cost of total deposits increased to 2.98% in the three months ended June 30, 2024 compared to 2.40% in the three months ended June 30, 2023. Average cost of total deposits increased to 2.99% in the six months ended June 30, 2024 compared to 2.16% in the six months ended June 30, 2023.

•Loan to deposit ratio was 93.69% at June 30, 2024 compared to 92.02% at December 31, 2023.

•Assets Under Management and custody (“AUM”) totaled $2.45 billion, as of June 30, 2024, up $162.7 million, or 7.1%, from $2.29 billion as of December 31, 2023.

•Pre-provision net revenue (“PPNR”)(1) was $25.5 million in the three months ended June 30, 2024, a decrease of $12.8 million, or 33.4%, compared to $38.3 million in the three months ended June 30, 2023. PPNR (1) was $51.3 million, in the six months ended June 30, 2024, a decrease of $24.1 million, or 32.0%, compared to $75.4 million in the six months ended June 30, 2023.

•Net Interest Margin (“NIM”) was 3.56% in the three months ended June 30, 2024 compared to 3.83% in the three months ended June 30, 2023. NIM was 3.54% in the six months ended June 30, 2024 compared to 3.86% in the six months ended June 30, 2023.

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•Net Interest Income (“NII”) was $79.4 million in the three months ended June 30, 2024, down $4.5 million, or 5.4%, from $83.9 million in the three months ended June 30, 2023. NII was $157.3 million in the six months ended June 30, 2024, down $8.9 million, or 5.3%, compared to $166.2 million in the six months ended June 30, 2023.

•Provision for credit losses was $19.2 million in the three months ended June 30, 2024, compared to $29.1 million in the three months ended June 30, 2023. Provision for credit losses was $31.6 million in the six months ended June 30, 2024, down $9.2 million, or 22.6%, compared to $40.8 million in the six months ended June 30, 2023.

•Non-interest income was $19.4 million in the three months ended June 30, 2024, down $7.2 million or 27.0%, from $26.6 million in the three months ended June 30, 2023. Non-interest income was $33.9 million in the six months ended June 30, 2024, down $12.1 million, or 26.2%, compared to $46.0 million in the six months ended June 30, 2023.

•Non-interest expense was $73.3 million in the three months ended June 30, 2024, up $0.8 million, or 1.1%, from $72.5 million in the three months ended June 30, 2023. Non-interest expense was $139.9 million in the six months ended June 30, 2024, up $2.7 million, or 1.9%, compared to $137.2 million in the six months ended June 30, 2023.

•The efficiency ratio was 74.2% in the three months ended June 30, 2024 compared to 65.6% in the three months ended June 30, 2023. The efficiency ratio was 73.16% in the six months ended June 30, 2024 compared to 64.68% in the six months ended June 30, 2023.

•Return on Assets (“ROA”) was 0.21% in the three months ended June 30, 2024, compared to 0.31% in the three months ended June 30, 2023. ROA was 0.32% in the six months ended June 30, 2024, compared to 0.59% in the six months ended June 30, 2023.

•Return on average equity (“ROE”) was 2.68% in the three months ended June 30, 2024 compared to 3.92% in the three months ended June 30, 2023. ROE was 4.19% in the six months ended June 30, 2024, compared to 7.48% in the six months ended June 30, 2023.

1Non-GAAP measure, see “Non-GAAP Financial Measures” for more information and for a reconciliation to GAAP.

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Results of Operations - Comparison of Results of Operations for the Three and Six Month Periods Ended June 30, 2024 and 2023

Net income
The table below sets forth certain results of operations data for the three and six month periods ended June 30, 2024 and 2023:
Three Months Ended June 30,ChangeSix Months Ended June 30,Change
(in thousands, except per share amounts and percentages)202420232024 vs 2023202420232024 vs 2023
Net interest income$79,355 $83,877 $(4,522)(5.4)%$157,323 $166,210 $(8,887)(5.3)%
Provision for credit losses19,150 29,077 (9,927)(34.1)%31,550 40,777 (9,227)(22.6)%
Net interest income after provision for credit losses
60,205 54,800 5,405 9.9 %125,773 125,433 340 0.3 %
Noninterest income19,420 26,619 (7,199)(27.0)%33,908 45,962 (12,054)(26.2)%
Noninterest expense73,302 72,500 802 1.1 %139,896 137,233 2,663 1.9 %
Income before income tax expense6,323 8,919 (2,596)(29.1)%19,785 34,162 (14,377)(42.1)%
Income tax expense(1,360)(1,873)513 27.4 %(4,254)(7,174)2,920 40.7 %
Net income before attribution of noncontrolling interest4,963 7,046 (2,083)(29.6)%15,531 26,988 (11,457)(42.5)%
Less: noncontrolling interest— (262)262 100.0 %— (506)506 100.0 %
Net income attributable to Amerant Bancorp Inc.$4,963 $7,308 $(2,345)(32.1)%$15,531 $27,494 $(11,963)(43.5)%
Basic earnings per common share$0.15 $0.22 $(0.07)(31.8)%$0.46 $0.82 $(0.36)(43.9)%
Diluted earnings per common share (1)$0.15 $0.22 $(0.07)(31.8)%$0.46 $0.81 $(0.35)(43.2)%
__________________    
(1)    In the three and six month periods ended June 30, 2024 and 2023, potential dilutive instruments consisted of unvested shares of restricted stock, restricted stock units and performance share units. See Note 13 to our unaudited interim consolidated financial statements in this Form 10-Q for details on the dilutive effects of the issuance of restricted stock, restricted stock units and performance share units on earnings per share.

Three Months Ended June 30, 2024 and 2023
In the three months ended June 30, 2024, net income attributable to the Company was $5.0 million, or $0.15 per diluted share, compared to $7.3 million, or $0.22 per diluted share, in the same quarter of 2023. The decrease of $2.3 million, or 32.1%, in the three months ended June 30, 2024 was primarily driven by lower net interest income and noninterest income compared to the same period last year. These results were partially offset by lower provision for credit losses and income tax expenses.

In the three months ended June 30, 2023, net income excludes a loss of $0.3 million attributable to a non-controlling interest in Amerant Mortgage. There was no non-controlling interest as of and for the three months ended June 30, 2024. See the 2023 Form 10-K for more information on changes in non-controlling interest in Amerant Mortgage in 2023.
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Net interest income was $79.4 million in the three months ended June 30, 2024, a decrease of $4.5 million, or 5.4%, from $83.9 million in the three months ended June 30, 2023. This was primarily driven by: (i) higher cost of total deposits mainly in money market accounts and time deposits, (ii) higher average balance of deposits mainly money market accounts and customer CDs, and (iii) decreases of and $18.9 million, or 0.3%, $15.2 million, or 6.4%, and $14.7 million, or 3.9%, in the average balance of loans, debt securities held to maturity and interest earnings deposits with banks, respectively. The decrease in net interest income was partially offset by: (i) an increase of 24 basis points in the yield on total interest earning assets, and (ii) an increase of $226.8 million, or 21.8% in the average balance of debt securities held for sale. See “Net Interest Income” for more details.

Noninterest income was $19.4 million in the three months ended June 30, 2024, a decrease of $7.2 million, or 27.0%, compared to $26.6 million in the three months ended June 30, 2023. This increase was mainly driven by: (i) lower gains on the early extinguishment of FHLB advances in the three months ended June 30, 2024 compared to the same period last year, and (ii) derivative losses in the current period compared to gains in the same period of 2023. These decreases were partially offset by: (i) higher loan-level derivative income; (ii) higher other noninterest income; (iii) lower securities losses during the three months ended June 30, 2024 compared to the same period in 2023; (iv) higher additional income stemming from BOLI policies following the restructuring completed in the fourth quarter of 2023, and (v) higher cards and trade servicing fees. See “Noninterest Income” for more details.

Noninterest expense was $73.3 million in the three months ended June 30, 2024, an increase of $0.8 million, or 1.1%, compared to $72.5 million in the same period in 2023. This increase was mainly due to: (i) higher professional and other service fees, (ii) higher occupancy and equipment expenses, (iii) an increase in losses on loans held for sale due to the transfer of approximately $553.1 million in loans in connection with the Houston Sale Transaction, and (iv) higher loan-level derivative expenses. These increases were partially offset by (i) lower other real estate owned and repossessed asset net expense; (ii) lower telecommunication and data processing expenses; (iii) the absence of contract termination costs in the three months ended June 30, 2024 compared to the same period of 2023; (iv) lower depreciation and amortization expense; (v) lower other operating expenses; (vi) lower salary and employee benefits, and (vii) lower advertising expenses. See “Noninterest Expense” for more details.

In the three months ended June 30, 2024 and 2023, noninterest expense included non-routine items of $5.6 million and $13.4 million, respectively. There were no restructuring costs in the three months ended June 30, 2024, compared to $8.8 million in the three months ended June 30, 2023. Other non-routine items in noninterest expense in the three months ended June 30, 2024, include (i) $3.4 million in fixed assets impairment, a (ii) $1.3 million loss on loans held for sale for valuation expense, (iii) $0.6 million in legal and broker fees, and (iv) $0.3 million in goodwill and intangible asset impairment. All non-routine items mentioned in the three months ended June 30, 2024 are all in connection with the Houston Sale Transaction. Other non-routine items in noninterest expense in the three months ended June 30, 2023 included a $2.0 million impairment charge on an investment carried at cost and included as part of other assets, and a $2.6 million loss on sale of repossessed assets in connection with our equipment-financing activities, See “Our Company - Primary Factors Used to Evaluate Our Business” for detailed information on non-routine items in noninterest expense.

In the three months ended June 30, 2024 and 2023, the Company incurred noninterest expenses of $3.8 million and $4.0 million, respectively, related to Amerant Mortgage which consists of salaries and employee benefits expense, mortgage lending costs and professional and other services fees. Amerant Mortgage had 83 full time equivalent employees (“FTEs”) at June 30, 2024 compared to 93 at June 30, 2023.

Six Months Ended June 30, 2024 and 2023
In the six months ended June 30, 2024, net income was $15.5 million, or $0.46 per diluted share, compared to net income of $27.5 million, or $0.81 per diluted share, in the same period of 2023. The decrease of $12.0 million or 43.5%, was primarily due to (i) lower noninterest income, (ii) lower net interest income and (iii) higher noninterest expense. This was partially offset by: a lower provision for credit losses in the first six months of 2024 compared to the same period last year.
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In the six months ended June 30, 2023, net income excludes a loss of $0.5 million, attributable to a noncontrolling interest in Amerant Mortgage. There was no non-controlling interest as of and for the six months ended June 30, 2024. See the 2023 Form 10-K for more information on changes in non-controlling interest in Amerant Mortgage in 2023.
Net interest income was $157.3 million in the six months ended June 30, 2024, a decrease of $8.9 million, or 5.3%, from $166.2 million in the same period in 2023. This was primarily driven by: (i) higher cost of total deposits and FHLB advances; (ii) an increase of $235.2 million, or 3.36% in the average balance of total interest-bearing liabilities primarily in time deposits and money market accounts, and (iii) a decrease of $15.5 million, or 6.5% in the average balance of debt securities held to maturity. The decrease in net interest income was partially offset by an increase of 41 basis points in the yield on total interest earning assets. In addition, there were increases of $203.9 million, or 19.42%, $52.5 million, or 15.4%, and $32.9 million, or 0.5%, in the average balances of debt securities available for sale, interest-earning deposits with banks and loans, respectively.. See “Net Interest Income” for more details.

Noninterest income was $33.9 million in the six months ended June 30, 2024, a decrease of $12.1 million, or 26.2%, compared to $46.0 million in the same period of 2023, mainly due to: (i) lower gains on the early extinguishment of FHLB advances in the six months ended June 30, 2024 compared to the same period last year; (ii) derivative losses in the quarter compared to gains in the same quarter of 2023 and (iii) lower deposits and service fees. These decreases were partially offset by: (i) lower losses on securities; (ii) higher additional income stemming from BOLI policies following the restructuring completed in the fourth quarter of 2023; (iii) higher cards and trade servicing fees; (iv) higher brokerage, advisory and fiduciary fees; (v) higher other noninterest income, and (vi) higher loan-level derivative income. See “Noninterest Income” for more details.

Noninterest expense was $139.9 million in the six months ended June 30, 2024, an increase of $2.7 million, or 1.9%, compared to $137.2 million in the same period in 2023, mainly due to: (i) higher professional and other service fees; (ii) higher occupancy and equipment expenses; (iii) an increase in losses on loans held for sale due to the transfer of approximately $553.1 million in loans in connection with the Houston Sale Transaction; (iv) higher other operating expenses; (v) higher advertising expenses, and (vi) higher FDIC assessments and insurance expenses. These increases were partially offset by: (i) lower other real estate owned and repossessed asset net expense; (ii) lower salary and employee benefits; (iii) lower telecommunication and data processing expenses; (iv) the absence of contract termination costs in the second quarter of 2024, and (v) lower depreciation and amortization expense. See “Noninterest Expense” for more details.

In the six months ended June 30, 2024 and 2023, noninterest expense included non-routine items of $5.6 million and $16.8 million, respectively. There were no restructuring costs in the six months ended June 30, 2024, compared to $12.1 million in the three months ended June 30, 2023. Other non-routine items in noninterest expense in the six months ended June 30, 2024, include (i) $3.4 million in fixed assets impairment, (ii) a $1.3 million loss on loans held for sale for valuation expense, (iii) $0.6 million in legal and broker fees, and (iv) $0.3 million in goodwill and intangible asset impairment. All non-routine items mentioned in the six months ended June 30, 2024 are all in connection with the Houston Sale Transaction. Other non-routine items in noninterest expense in the six months ended June 30, 2023 included: (i) $2.0 million impairment charge on an investment carried at cost and included as part of other assets, and (ii) a $2.6 million loss on sale of repossessed assets in connection with our equipment-financing activities. See “Our Company - Primary Factors Used to Evaluate Our Business” for detailed information on non-routine items in noninterest expense.

In the six months ended June 30, 2024 and 2023, the Company incurred noninterest expenses of $6.9 million and $7.9 million, respectively, related to Amerant Mortgage which consists of salaries and employee benefits expense, mortgage lending costs and professional and other services fees.

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Average Balance Sheet, Interest and Yield/Rate Analysis
The following tables present average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the three and six month periods ended June 30, 2024 and 2023. The average balances for loans include both performing and non-performing balances. Interest income on loans includes the effects of discount accretion and the amortization of non-refundable loan origination fees, net of direct loan origination costs as well as the amortization of net premiums/discounts on loan purchases, accounted for as yield adjustments. Average balances represent the daily average balances for the periods presented.
Three Months Ended June 30,
20242023
(in thousands, except percentages) Average
Balances		Income/
Expense		Yield/
Rates		Average
 Balances		Income/
Expense		Yield/
Rates
Interest-earning assets:
Loan portfolio, net (1)(2)$7,049,109 $124,117 7.08 %$7,068,034 $119,570 6.79 %
Debt securities available for sale (3) (4)1,267,828 14,104 4.47 %1,041,039 10,397 4.01 %
Debt securities held to maturity (5)221,106 1,878 3.42 %236,297 1,976 3.35 %
Debt securities held for trading — — — %262 3 4.59 %
Equity securities with readily determinable fair value not held for trading 2,466 13 2.12 %27 — — %
Federal Reserve Bank and FHLB stock54,664 955 7.03 %52,917 857 6.50 %
Deposits with banks364,466 5,260 5.80 %379,123 5,694 6.02 %
Other short-term investments
6,399 82 5.15 %— — — %
Total interest-earning assets8,966,038 146,409 6.57 %8,777,699 138,497 6.33 %
Total non-interest-earning assets (6)763,628 710,404 
Total assets$9,729,666 $9,488,103 








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Three Months Ended June 30,
20242023
(in thousands, except percentages) Average
Balances		Income/
Expense		Yield/
Rates		Average
 Balances		Income/
Expense		Yield/
Rates
Interest-bearing liabilities:
Checking and saving accounts
Interest bearing DDA $2,408,979 $16,779 2.80 %$2,641,746 $16,678 2.53 %
Money market1,411,287 14,973 4.27 %1,169,047 9,401 3.23 %
Savings253,625 26 0.04 %287,493 36 0.05 %
Total checking and saving accounts4,073,891 31,778 3.14 %4,098,286 26,115 2.56 %
Time deposits2,258,973 25,971 4.62 %2,045,747 18,528 3.63 %
Total deposits6,332,864 57,749 3.67 %6,144,033 44,643 2.91 %
Securities sold under agreements to repurchase124 2 6.49 %60 1 6.68 %
Advances from the FHLB (7)737,658 6,946 3.79 %828,301 7,621 3.69 %
Senior notes59,646 941 6.35 %59,330 941 6.36 %
Subordinated notes29,519 361 4.92 %29,348 362 4.95 %
Junior subordinated debentures64,178 1,055 6.61 %64,178 1,052 6.57 %
Total interest-bearing liabilities7,223,989 67,054 3.73 %7,125,250 54,620 3.07 %
Non-interest-bearing liabilities:
Non-interest-bearing demand deposits1,452,921 1,332,189 
Accounts payable, accrued liabilities and other liabilities309,298 283,653 
Total non-interest-bearing liabilities1,762,219 1,615,842 
Total liabilities8,986,208 8,741,092 
Stockholders’ equity743,458 747,011 
Total liabilities and stockholders' equity$9,729,666 $9,488,103 
Excess of average interest-earning assets over average interest-bearing liabilities$1,742,049 $1,652,449 
Net interest income$79,355 $83,877 
Net interest rate spread2.84 %3.26 %
Net interest margin (8)3.56 %3.83 %
Cost of total deposits (9)2.98 %2.40 %
Ratio of average interest-earning assets to average interest-bearing liabilities124.11 %123.19 %
Average non-performing loans/ Average total loans0.60 %0.54 %

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Six Months Ended
June 30, 2024June 30, 2023
(in thousands, except percentages) Average
Balances		Income/
Expense		Yield/
Rates		Average
 Balances		Income/
Expense		Yield/
Rates
Interest-earning assets:
Loan portfolio, net (1)(2)$7,018,015$246,822 7.07 %$6,985,153$228,071 6.58 %
Debt securities available for sale (3) (4)1,253,79527,290 4.38 %1,049,88620,568 3.95 %
Debt securities held to maturity (5)222,9923,845 3.47 %238,4504,088 3.46 %
Debt securities held for trading—— — %1414 5.72 %
Equity securities with readily determinable fair value not held for trading2,47268 5.53 %2,443— — %
Federal Reserve Bank and FHLB stock52,4221,838 7.05 %55,3461,872 6.82 %
Deposits with banks393,65411,011 5.63 %341,1689,024 5.33 %
Other short-term investments6,165160 5.22 %—— — %
Total interest-earning assets8,949,515291,034 6.54 %8,672,587263,627 6.13 %
Total non-interest-earning assets (6)792,602725,675
Total assets$9,742,117$9,398,262
Interest-bearing liabilities:
Checking and saving accounts
Interest bearing DDA$2,427,170$34,515 2.86 %$2,493,009$29,533 2.39 %
Money market1,421,61829,807 4.22 %1,250,80117,281 2.79 %
Savings258,07753 0.04 %293,46483 0.06 %
Total checking and saving accounts4,106,86564,375 3.15 %4,037,27446,897 2.34 %
Time deposits2,274,78052,095 4.61 %1,907,44331,362 3.32 %
Total deposits6,381,645116,470 3.67 %5,944,71778,259 2.65 %
Securities sold under agreements to repurchase622 6.49 %301 6.72 %
Advances from the FHLB (7)691,20612,524 3.64 %893,48414,384 3.25 %
Senior notes59,6061,883 6.35 %59,2901,883 6.40 %
Subordinated notes29,497723 4.93 %29,327723 4.97 %
Junior subordinated debentures64,1782,109 6.61 %64,1782,167 6.81 %
Total interest-bearing liabilities7,226,194133,711 3.72 %6,991,02697,417 2.81 %
Non-interest-bearing liabilities:
Non-interest bearing demand deposits1,444,073 1,354,951
Accounts payable, accrued liabilities and other liabilities326,809 310,716
Total non-interest-bearing liabilities1,770,882 1,665,667
Total liabilities8,997,076 8,656,693
Stockholders’ equity745,041 741,569
Total liabilities and stockholders' equity$9,742,117 $9,398,262
Excess of average interest-earning assets over average interest-bearing liabilities$1,723,321 $1,681,561
Net interest income$157,323 $166,210 
Net interest rate spread2.82 %3.32 %
Net interest margin (8)3.54 %3.86 %
Cost of total deposits (9)2.99 %2.16 %
Ratio of average interest-earning assets to average interest-bearing liabilities123.85%124.05%
Average non-performing loans/ Average total loans0.61%0.50%
__________________
(1) Includes loans held for investment net of the allowance for credit losses, and loans held for sale. The average balance of the allowance for credit losses was $95.6 million and $84.6 million in the three months ended June 30, 2024 and 2023, respectively, and $94.0 million and $83.0 million in the six months ended June 30, 2024 and June 30, 2023, respectively. The average balance of total loans held for sale was $191.7 million and $85.1 million in the three months ended June 30, 2024 and 2023, respectively, and $90.0 million, and $75.8 million in the six months period ended June 30, 2024 and June 30, 2023, respectively.
(2)    Includes average non-performing loans of $52.7 million and $38.5 million for the three months ended June 30, 2024 and 2023, respectively, and $42.7 million and $35.2 million in the six months ended June 30, 2024 and June 30, 2023, respectively.
(3)    Includes the average balance of net unrealized gains and losses in the fair value of debt securities available for sale. The average balance includes average net unrealized losses of $115.8 million and $106.7 million in the three months ended June 30, 2024 and 2023, respectively, and average net unrealized net losses of $108.6 million and $105.8 million in the six months ended June 30, 2024 and June 30, 2023, respectively.
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(4)    Includes nontaxable securities with average balances of $18.8 million and $19.5 million for the three months ended June 30, 2024 and 2023, respectively, and $18.8 and $19.4 million, in the six months ended June 30, 2024 and June 30, 2023, respectively. The tax equivalent yield for these nontaxable securities was 4.47% and 4.53% for the three months ended June 30, 2024 and 2023, respectively, and 4.51% and 4.59% in the six months ended June 30, 2024 and June 30, 2023, respectively. In 2024 and 2023, the tax equivalent yields were calculated by assuming a 21% tax rate and dividing the actual yield by 0.79.
(5) Includes nontaxable securities with average balances of $47.8 million and $50.1 million for the three months ended June 30, 2024 and 2023, respectively, and $48.1 million and $50.4 million in the six months ended June 30, 2024 and June 30, 2023, respectively. The tax equivalent yield for these nontaxable securities was 4.23% and 4.16% for the three months ended June 30, 2024 and 2023, respectively, and 4.24% and 4.18% in the six months ended June 30, 2024 and June 30, 2023, respectively. In 2024 and 2023, the tax equivalent yields were calculated by assuming a 21% tax rate and dividing the actual yield by 0.79.
(6) Excludes the allowance for credit losses.
(7)    The terms of the FHLB advance agreements require the Bank to maintain certain investment securities or loans as collateral for these advances.
(8)    NIM is defined as net interest income divided by average interest-earning assets, which are loans, securities, deposits with banks and other financial assets which yield interest or similar income.
(9)    Calculated based upon the average balance of total noninterest bearing and interest bearing deposits.


Net Interest Income
Three Months Ended June 30, 2024 and 2023
Net interest income In the three months ended June 30, 2024,was $79.4 million, a decrease of $4.5 million, or 5.4%, from $83.9 million in the three months ended June 30, 2023. This was primarily driven by: (i) higher cost of total deposits mainly in money market accounts and time deposits and (ii) higher average balance of deposits mainly money market accounts and customer CDs, and (iii) decreases of $18.9 million, or 0.3%, $15.2 million, or 6.4%, and $14.7 million, or 3.9% in the average balances of loans, debt securities held to maturity and interest earnings deposits with banks, respectively. The decrease in net interest income was partially offset by: (i) an increase of 24 basis points in the yield on total interest earning assets, and (ii) an increase of $226.8 million, or 21.8% in the average balance of debt securities available for sale. Net interest margin was 3.56% in the three months ended June 30, 2024, a decrease of 27 basis points from 3.83% in the three months ended June 30, 2023. See discussions further below for more details.
During the second quarter of 2024 we had lower average balance of loans and interest-earning deposits with banks compared to the same period last year. Our asset-sensitive position enabled us to partially offset, via repricing of variable-rate loans, and new loan originations at higher market rates, the incremental cost of deposits and borrowings we recorded during the second quarter of 2024. Additionally, we continued investing in higher-yielding, fixed rate, debt securities available for sale, and maintaining a high average balance in funds at the Federal Reserve. See discussions further below for more details.

Interest Income
Total interest income was $146.4 million in the three months ended June 30, 2024, an increase of $7.9 million, or 5.7%, compared to $138.5 million for the same period of 2023. This was primarily driven by a 24 basis points increase in the average yield on total interest earning assets. In addition, there was an increase of $226.8 million, or 21.8% in the average balances of debt securities available for sale during the period. These increases were partially offset by decreases of $18.9 million, or 0.3%, $15.2 million, or 6.4%, and $14.7 million, or 3.9%, in the average balances of loans, debt securities held to maturity and interest earning deposits with banks, respectively.
Interest income on loans in the three months ended June 30, 2024 was $124.1 million, an increase of $4.5 million, or 3.8%, compared to $119.6 million in the same period last year, primarily due to a 29 basis points increase in average yields, mainly attributable to higher market rates. The increase in the average balance of loans includes: (i) originations of single-family residential, and (ii) originations of commercial loans. See “-Average Balance Sheet, Interest and Yield/Rate Analysis” for detailed information.
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Interest income on debt securities available for sale was $14.1 million in the three months ended June 30, 2024, an increase of $3.7 million, or 35.7%, compared to $10.4 million in the same period of 2023. This was mainly due to an increase of $226.8 million, or 21.8% in the average balance of these securities as well as an increase of 46 basis points in average yields, primarily driven by higher market rates. In the three months ended June 30, 2024, the average balance of accumulated net unrealized loss included in the carrying value of these securities was $115.8 million compared to $106.7 million in the same period last year. As of June 30, 2024, corporate debt securities comprised 20.7% of the available-for-sale portfolio, down from 24.5% at June 30, 2023.
As of June 30, 2024, floating rate investments represent 12.9% of our total investment portfolio compared to 15.4% at June 30, 2023. In addition, the overall duration increased to 5.3 years at June 30, 2024 from 5.1 years at June 30, 2023, as the model anticipates slower MBS principal prepayments due to higher market rates.

Interest Expense
Interest expense was $67.1 million in the three months ended June 30, 2024, an increase of $12.4 million, or 22.8%, compared to $54.6 million in the same period of 2023. This was primarily due to: (i) higher average cost of total deposits and advances from FHLB. In addition, there was an increase of $98.7 million, or 1.4%, in the average balance of total interest bearing liabilities, mainly in money market accounts and time deposits.
Interest expense on interest-bearing deposits was $57.7 million in the three months ended June 30, 2024, an increase of $13.1 million, or 29.4%, compared to $44.6 million for the same period of 2023. This was mainly driven by an increase of 76 basis points in the average rates paid on total deposits, and an increase of $188.8 million, or 3.1%, in their average balance. See below for a detailed explanation of changes by major deposit category:
•Time deposits. Interest expense on total time deposits increased $7.4 million, or 40.2%, in the three months ended June 30, 2024 compared to the same period in 2023. This was mainly due to an increase of 99 basis points in the average cost of total time deposits. In addition, there was an increase of $213.2 million, or 10.4%, in the average balance of these deposits, which includes an increase of $262.4 million in the average balance of customer CDs, that was offset by a decrease of $49.2 million in brokered time deposits.
•Interest bearing checking and savings accounts. Interest expense on checking and savings accounts increased $5.7 million, or 21.7% in the three months ended June 30, 2024 compared to the same period one year ago, mainly due to an increase of 58 basis points in the average costs on these deposits. In addition, there was an increase of $242.2 million, or 20.72%, in the average balance of money market accounts in the three months ended June 30, 2024 compared to the same period in 2023. This increase in money market accounts was partially off by decreases in the average balances of interest bearing demand deposits and savings accounts in the three months ended June 30, 2024 compared to the same period in 2023.
Interest expense on advances from the FHLB decreased $0.7 million, or 8.9%, in the three months ended June 30, 2024 compared to the same period of 2023, primarily driven by a decline of $90.6 million, or 10.9%, in the average balance on this funding source compared to the same period of 2023. This was partially offset by an increase of 10 basis points in the average rate paid on these borrowings. In the first six months of 2024, the Company borrowed $1.2 billion, and repaid $1.1 billion of advances from the FHLB. See “Capital Resources and Liquidity Management” for more details on the repayment of advances from the FHLB.

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Six Months Ended June 30, 2024 and 2023

Net interest income was $157.3 million in the six months ended June 30, 2024, a decrease of $8.9 million, or 5.3%, from $166.2 million in the same period of 2023. This was primarily driven by: (i) higher cost of total deposits and FHLB advances, (ii) an increase of $235.2 million, or 3.36%, in the average balance of total interest-bearing liabilities primarily in time deposits and money market accounts, and (iii) a decrease of $15.5 million, or 6.5% in the average balance of debt securities held to maturity. The decrease in net interest income was partially offset by an increase of 41 basis points in the yield on total interest earning assets. In addition, there were increases of $203.9 million, or 19.4%, $52.5 million, or 15.4% and $32.9 million, or 0.5%, in the average balance of debt securities available for sale, interest earning deposits with banks, and loans, respectively. Net interest margin was 3.54% in the six months ended June 30, 2024, a decrease of 32 basis points from 3.86% in the six months ended June 30, 2023. See discussions further below for more details.

Interest Income
Total interest income was $291.0 million in the six months ended June 30, 2024, an increase of $27.4 million, or 10.4%, compared to $263.6 million for the same period of 2023. This was primarily driven by a 41 basis points increase in the average yield on total interest earning assets. In addition, there were increases of $203.9 million, or 19.42%, $52.5 million, or 15.4% and $32.9 million, or 0.5%, in the average balances of debt securities available for sale, interest earning deposits with banks, and loans, respectively. These increases were partially offset by a decrease of $15.5 million, or 6.48%, in the average balance of debt securities held to maturity.

Interest income on loans in the six months ended June 30, 2024 was $246.8 million, an increase of $18.8 million, or 8.2%, compared to $228.1 million in the same period last year, primarily due to: (i) a 49 basis points increase in average yields, mainly attributable to higher market rates, and (ii) an increase of $32.9 million, or 0.5%, in the average balance of loans. The increase in the average balance of loans includes: (i) increase in originations of single-family residential and construction loans mostly through AMTM, (ii) an increase in the average balance of owner-occupied loans, as well as (iii) an increase in the average balance of loans to financial institutions and acceptances. See “-Average Balance Sheet, Interest and Yield/Rate Analysis” for detailed information.
Interest income on debt securities available for sale was $27.3 million in the six months ended June 30, 2024, an increase of $6.7 million, or 32.7%, compared to $20.6 million in the same period of 2023. This was mainly due to an increase of 43 basis points in average yields, primarily driven by higher market rates and an increase of $203.9 million, or 19.4%, in the average balance of these securities. In the six months ended June 30, 2024, the average balance of accumulated net unrealized loss included in the carrying value of these securities was $108.6 million compared to $105.8 million in the same period last year.
Interest income on debt securities held to maturity was $3.8 million in the six months ended June 30, 2024, a decrease of $0.2 million, or 5.9%, compared to $4.1 million in the same period of 2023. This was mainly due to a decrease of $15.5 million, or 6.5%, in the average balance of these securities.
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Interest Expense

Interest expense was $133.7 million in the six months ended June 30, 2024, an increase of $36.3 million, or 37.3%, compared to $97.4 million in the same period of 2023. This was primarily due to higher cost of total deposits and FHLB advances. In addition, there was an increase of $235.2 million, or 3.36%, in the average balance of total interest bearing liabilities, mainly time deposits and money market accounts.
Interest expense on interest-bearing deposits was $116.5 million in the six months ended June 30, 2024, an increase of $38.2 million, or 48.8%, compared to $78.3 million for the same period of 2023. This was mainly driven by an increase of 102 basis points in the average rates paid on total interest-bearing deposits, and an increase of $436.9 million, or 7.3%, in their average balance. See below for a detailed explanation of changes by major deposit category:
•Time deposits. Interest expense on total time deposits increased $20.7 million, or 66.1%, in the six months ended June 30, 2024 compared to the same period in 2023. This was mainly due to an increase of 129 basis points in the average cost of total time deposits. In addition, there was an increase of $367.3 million, or 19.3%, in the average balance of these deposits, including $340.8 million in customer CDs and $26.5 million in brokered time deposits, respectively.
•Interest bearing checking and savings accounts. Interest expense on checking and savings accounts increased $17.5 million in the six months ended June 30, 2024 to $64.4 million compared to $46.9 million in the same period one year ago. This increase was primarily due to an increase of 81 basis points in the average costs on these deposits. In addition, there was an increase of $69.6 million, or 1.7% in the average balance of total interest bearing checking and savings accounts in the six months ended June 30, 2024 compared to the same period in 2023. This was mainly driven by: (i) higher average domestic personal accounts, and (ii) higher average balance of international personal accounts. These increases were partially offset by a decrease in the average balance of international commercial accounts.
Interest expense on advances from the FHLB decreased $1.9 million, or 12.9%, in the six months ended June 30, 2024 compared to the same period of 2023, primarily driven by a decrease of $202.3 million, or 22.6%, in the average balances of these borrowings. The decrease in interest expense on advances from the FHLB was partially offset by the increase of 39 basis points in the average rate paid on these borrowings. See “Capital Resources and Liquidity Management” for more details on the early repayment of advances from the FHLB.


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Analysis of the Allowance for Credit Losses
Set forth in the table below are the changes in the allowance for credit losses for each of the periods presented.
Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2024202320242023
Balance at the beginning of the period$96,050 $84,361 $95,504 $83,500 
Charge-offs
Real estate loans
Commercial Real Estate (CRE)
Non-owner occupied— — — — 
Multi-family residential
— — (591)— 
Single-family residential— (7)— (39)
Commercial(13,452)(1,452)(15,876)(9,427)
Consumer and others (6,762)(7,626)(16,949)(13,948)
Total Charge-offs$(20,214)$(9,085)$(33,416)$(23,414)
Recoveries
Real estate loans
Commercial Real Estate (CRE)
Non-Owner occupied$— $116 0$116 
Land development and construction loans$11 $24 $36 $163 
11 140 36 279 
Single-family residential8 33 26 49 
Owner occupied— — 17 — 
19 173 79 328 
Commercial400 1,045 962 4,378 
Consumer and others495 385 1,221 387 
Total Recoveries$914 $1,603 $2,262 $5,093 
Net charge-offs(19,300)(7,482)(31,154)(18,321)
Provision for credit losses - loans
17,650 29,077 30,050 40,777 
Balance at the end of the period$94,400 $105,956 $94,400 $105,956 


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Three Months Ended June 30, 2024 and 2023
The Company recorded a provision for credit losses on loans of $17.7 million in the three months ended June 30, 2024, compared to $29.1 million in the same period last year. In the second quarter of 2024, the provision for credit losses on loans includes $12.8 million to cover for charge-offs, $12.7 million in new specific reserves for non-performing loans, and $1.8 million due to loan composition and volume changes. These provision requirements were partially offset by a release of $5.3 million due to credit quality and macroeconomic factor updates and a $4.4 million release due to the Houston loan portfolio classification as held-for-sale.

During the three months ended June 30, 2024, charge-offs increased $11.1 million, or 122.5%, compared to the same period of the prior year. In the three months ended June 30, 2024, charge-offs include $9.9 million related to an asset-based lending facility; (ii) $6.6 million related to multiple commercial loans, and smaller balance consumer loans. Charge-offs in the second quarter of 2024 were partially offset by $0.9 million in recoveries, which include $0.5 million in consumer loans, primarily purchased indirect consumer loans and $0.4 million related to multiple commercial loan recoveries.

In the three months ended June 30, 2023, charge-offs included $7.6 million related to multiple consumer loans, primarily purchased indirect consumer loans, and $1.5 million related to multiple commercial loans.
The ratio of net charge-offs over the average total loan portfolio held for investment was 1.13% in the second quarter of 2024, compared to 0.42% in the second quarter of 2023. See the 2023 Form 10-K for more information on charge-offs for the year ended December 31, 2023.


Six Months Ended June 30, 2024 and 2023

The Company recorded a provision for credit losses on loans of $30.1 million in the six months ended June 30, 2024, compared to $40.8 million in the same period last year. In the first half of 2024, the provision for credit losses on loans included $24.5 million to cover charge-offs, $12.7 million in new specific reserves for non-performing loans and $4.2 million due to loan composition and volume changes. These provision requirements were partially offset by a release of $6.8 million due to credit quality and macroeconomic factor updates and a $4.4 million release due to the Houston loan portfolio classification as held-for-sale.

During the six months ended June 30, 2024, charge-offs increased $10.0 million, or 42.7%, compared to the same period of the prior year. In the six months ended June 30, 2024, charge-offs include: (i) $9.9 million related to an asset-based lending facility; (ii) $16.7 million related to multiple consumer loans, primarily purchased indirect consumer loans, and (iii) $6.8 million in connection with multiple commercial and real estate loans. Charge-offs in the six months ended June 30, 2024 were partially offset by $2.3 million in recoveries, which include $1.3 million in consumer loans, primarily purchased indirect consumer loans and $1.0 million related to multiple commercial loans recoveries.

In the six months ended June 30, 2023, charge-offs included: (i) $6.5 million related to an equipment-financing commercial loan relationship that was transferred to other repossessed assets in the first quarter of 2023 and subsequently sold in the second quarter of 2023; (ii) $13.9 million related to multiple consumer loans, primarily purchased indirect consumer loans, and (iii) $2.9 million in connection with multiple commercial and real estate loans. Charge-offs in the first half of 2023 were partially offset primarily by a $2.7 million recovery from a loan to a coffee trader which had been charged-off in 2022.
The ratio of net charge-offs over the average total loan portfolio held for investment was 0.91% in the first six months of 2024, compared to 0.53% in the first six months of 2023.
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During the six months ended June 30, 2024 and 2023, consistent with the Company’s applicable policy, the Company obtained independent third-party collateral valuations on all real estate securing non-performing loans with existing valuations older than 12-months and outstanding balances in excess of $1.0 million, to support current ACL levels. No additional provision for credit losses were deemed necessary as a result of these valuations.
We continue to proactively and carefully monitor the Company’s credit quality practices, including examining and responding to patterns or trends that may arise across certain industries or regions.
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Noninterest Income
The table below sets forth a comparison for each of the categories of noninterest income for the periods presented.
Three Months Ended June 30,Change
202420232024 vs 2023
(in thousands, except percentages)Amount % Amount%Amount%
Deposits and service fees$5,281 27.2 %$4,944 18.6 %$337 6.8 %
Brokerage, advisory and fiduciary activities4,538 23.4 %4,256 16.0 %282 6.6 %
Change in cash surrender value of bank owned life insurance (“BOLI”) (1)
2,242 11.5 %1,429 5.4 %813 56.9 %
Loan-level derivative income (2)
2,357 12.1 %476 1.8 %1,881 395.2 %
Cards and trade finance servicing fees1,331 6.9 %562 2.1 %769 136.8 %
Gain on early extinguishment of FHLB advances, net189 1.0 %13,440 50.5 %(13,251)(98.6)%
Derivative (losses) gains, net (3)
(44)(0.2)%242 0.9 %(286)(118.2)%
Securities losses, net (4)
(117)(0.6)%(1,237)(4.7)%1,120 (90.5)%
Other noninterest income (5)3,643 18.7 %2,507 9.4 %1,136 45.3 %
     Total noninterest income$19,420 100.0 %$26,619 100.0 %$(7,199)(27.0)%
Six Months Ended June 30,Change
202420232024 vs 2023
(in thousands, except percentages)Amount % Amount%Amount%
Deposits and service fees$9,606 28.3 %$9,899 21.5 %$(293)(3.0)%
Brokerage, advisory and fiduciary activities8,865 26.1 %8,438 18.4 %427 5.1 %
Change in cash surrender value of bank owned life insurance (“BOLI”) (1)
4,584 13.5 %2,841 6.2 %1,743 61.4 %
Loan-level derivative income (2)
2,823 8.3 %2,547 5.5 %276 10.8 %
Cards and trade finance servicing fees2,554 7.5 %1,095 2.4 %1,459 133.2 %
Gain on early extinguishment of FHLB advances, net189 0.6 %26,613 57.9 %(26,424)(99.3)%
Derivative (losses) gains, net (3)
(196)(0.6)%256 0.6 %(452)(176.6)%
Securities losses, net (4)
(171)(0.5)%(10,968)(23.9)%10,797 (98.4)%
Other noninterest income (5)5,654 16.8 %5,241 11.4 %413 7.9 %
     Total noninterest income$33,908 100.0 %$45,962 100.0 %$(12,054)(26.2)%
___________
(1)    Changes in cash surrender value of BOLI are not taxable.
(2)    Income from interest rate swaps and other derivative transactions with customers. The Company incurs expenses related to derivative transactions with customers which are included as part of noninterest expenses under loan-level derivative expense. See Noninterest Expense section for more details.
(3)    Net unrealized gains and losses related to uncovered interest rate caps with clients.
(4)    Includes net loss of $0.1 million in each of the three and six months ended June 30, 2024, and $1.2 million and $10.8 million in the three and six month periods ended June 30, 2023, respectively, in connection with the sale of debt securities available for sale. In addition, includes unrealized losses of $0.1 million in the six months ended June 30, 2024 related to the change in fair value of equity securities with readily available fair value not held for trading which are recorded in results of the period. There were no significant unrealized losses related to equity securities with readily available fair value not held for trading in the three months ended June 30, 2024 and in the three and six month periods ended June 30, 2023.
(5)    Includes mortgage banking income of $1.9 million and $1.6 million in the three months ended June 30, 2024 and June 30, 2023, respectively, and $3.0 million and $3.4 million in the six months ended June 30, 2024 and June 30, 2023, respectively, primarily consisting of net gains on sale, valuation and derivative transactions associated with mortgage loans held for sale activity, and other smaller sources of income related to the operations of Amerant Mortgage. In addition, includes $0.5 million in BOLI death benefits received in the three and six month periods ended June 30, 2024. Other sources of income in the periods shown include foreign currency exchange transactions with customers and valuation income on the investment balances held in the non-qualified deferred compensation plan.
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Three Months Ended June 30, 2024 and 2023
Total noninterest income decreased $7.2 million, or 27.0%, in the three months ended June 30, 2024, compared to the three months ended June 30, 2023, mainly due to: (i) lower gains on the early extinguishment of FHLB advances in the three months ended June 30, 2024 compared to the same period last year, and (ii) derivative losses in the quarter compared to gains in the same period of 2023. These decreases were partially offset by: (i) higher loan-level derivative income; (ii) higher other noninterest income; (iii) lower securities losses during the three months ended June 30, 2024 compared to the same period in 2023; (iv) higher additional income stemming from BOLI policies following the restructuring completed in the fourth quarter of 2023, and (v) higher cards and trade servicing fees.

In the three months ended June 30, 2024, The Company had $0.2 million in net gains on the early repayment of approximately $595 million in FHLB advances, compared to a net gain of $13.4 million on the early repayment of approximately $355 million of advances from the FHLB in the three months ended June 30, 2023.

Other noninterest income increased $1.1 million, or 45.3%, in the three months ended June 30, 2024 compared to the same period in 2023, primarily driven by: (i) BOLI death benefits receipt of $0.5 million, and (ii) higher mortgage banking income.

Deposits and service fees increased $0.3 million, or 6.8%, in the three months ended June 30, 2024 compared to the same period last year, primarily due to an increase in service fees.

Loan-level derivative income increased $1.9 million, or 395.2%, in the three months ended June 30, 2024 compared to the same period in 2023, mainly driven by a higher volume of derivative transactions with clients during the current quarter, compared to the same period of 2023.

Our AUMs totaled $2.45 billion at June 30, 2024, an increase of $162.7 million, or 7.1%, from $2.29 billion at December 31, 2023, primarily driven by increased market valuations as well as net new assets as we continue to execute on our relationship-focused strategy.


Six Months Ended June 30, 2024 and 2023

Total noninterest income decreased $12.1 million, or 26.2%, in the six months ended June 30, 2024, compared to the same period in 2023, mainly due to: (i) lower gains on the early extinguishment of advances from the FHLB in the six months ended June 30, 2024 compared to the same period last year; (ii) derivative losses in the quarter compared to gains in the same quarter of 2023, and (iii) lower deposits and service fees. These decreases were partially offset by: (i) lower losses on securities; (ii) higher additional income stemming from BOLI policies following the restructuring completed in the fourth quarter of 2023; (iii) higher cards and trade servicing fees; (iv) higher brokerage, advisory and fiduciary fees; (v) higher other noninterest income, and (vi) higher loan-level derivative income.

In the six months ended June 30, 2024, the Company recorded net gains of $0.2 million on the early repayment of approximately $595 million of advances from the FHLB. In the six months ended June 30, 2023 the Company recorded a net gain of $26.6 million on the early extinguishment of approximately $920 million of advances from the FHLB. These early repayments of advances from the FHLB are part of the Company’s asset/liability management strategies.


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Other noninterest income increased $0.4 million, or 7.9%, in the six months ended June 30, 2024 compared to the same period in 2023, primarily driven by: (i) BOLI death benefit receipt of $0.5 million, and (ii) one-time income of $0.3 million in connection with BOLI policies following the restructuring completed in the fourth quarter of 2023. These increases were partially offset by a decrease of $0.4 million or 12.9% in mortgage banking income.

Deposits and service fees decreased $0.3 million, or 3.0%, in the six months ended June 30, 2024 compared to the same period last year, primarily due to lower service referral fees received during the period.

Loan-level derivative income increased $0.3 million, or 10.8%, in the six months ended June 30, 2024 compared to the same period last year, mainly driven by a higher volume of derivative transactions with clients during the first half of 2024, compared to the same period last year.

Brokerage, advisory and fiduciary activities increased $0.4 million, or 5.1%, in the six months ended June 30, 2024 compared to the same period last year, primarily driven by higher brokerage fees as a result of higher equity trading volumes/commissions.


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Noninterest Expense
The table below presents a comparison for each of the categories of noninterest expense for the periods presented.
Three Months Ended June 30,Change
202420232024 vs 2023
(in thousands, except percentages)Amount %Amount %Amount %
Salaries and employee benefits (1)$33,857 46.2 %$34,247 47.2 %$(390)(1.1)%
Professional and other services fees (2)12,110 16.5 %7,415 10.2 %4,695 63.3 %
Occupancy and equipment (3)
9,041 12.3 %6,737 9.3 %2,304 34.2 %
Telecommunications and data processing (4)
2,732 3.7 %5,027 6.9 %(2,295)(45.7)%
Advertising expenses4,243 5.8 %4,332 6.0 %(89)(2.1)%
FDIC assessments and insurance2,772 3.8 %2,739 3.8 %33 1.2 %
Depreciation and amortization (5)
1,652 2.3 %2,275 3.1 %(623)(27.4)%
Losses on loans held for sale carried at the lower cost or fair value (6)
1,258 1.7 %— — %1,258 N/M
Other real estate owned and repossessed assets expense, net (7) (8)
(148)(0.2)%2,431 3.4 %(2,579)
(106.09)%
Contract termination costs (9)
— — %1,550 2.1 %(1,550)(100.0)%
Loan-level derivative expense (10)
580 0.8 %110 0.2 %470 427.3 %
Other operating expenses (11)
5,205 7.1 %5,637 7.8 %(432)(7.7)%
     Total noninterest expenses (12)
$73,302 100.0 %$72,500 100.0 %$802 1.1 %

Six Months Ended June 30,Change
202420232024 vs 2023
(in thousands, except percentages)Amount %Amount %Amount %
Salaries and employee benefits (1)$66,815 47.8 %$69,123 50.4 %$(2,308)(3.3)%
Professional and other services fees (2)23,073 16.5 %15,043 11.0 %8,030 53.4 %
Occupancy and equipment (3)
15,517 11.1 %13,535 9.9 %1,982 14.6 %
Telecommunications and data processing (4)
6,265 4.5 %8,091 5.9 %(1,826)(22.6)%
Advertising expenses7,321 5.2 %6,918 5.0 %403 5.8 %
FDIC assessments and insurance5,780 4.1 %5,476 4.0 %304 5.6 %
Depreciation and amortization (5)
3,129 2.2 %3,567 2.6 %(438)(12.3)%
Losses on loans held for sale carried at the lower cost or fair value (6)
1,258 0.9 %— — %1,258 N/M
Other real estate owned and repossessed assets expense, net (7) (8)
(502)(0.4)%2,431 1.8 %(2,933)(120.7)%
Contract termination costs (9)
— — %1,550 1.1 %(1,550)(100.0)%
Loan-level derivative expense (10)
584 0.4 %1,710 1.3 %(1,126)(65.9)%
Other operating expenses (11)
10,656 7.7 %9,789 7.0 %867 8.9 %
     Total noninterest expenses (12)
$139,896 100.0 %$137,233 100.0 %$2,663 1.9 %
_______
(1)     Includes staff reduction costs of $2.2 million and $2.4 million in the three and six months June 30, 2023, respectively, which consist of severance expenses primarily related to organizational rationalization.
(2) Includes $0.3 million in legal expenses in connection with the Houston Sale Transaction in the three and six month periods ended June 30, 2024. Additionally, includes additional non-routine expenses of $2.0 million and $4.6 million in the three months and six months ended
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June 30, 2023, respectively, related to the engagement of FIS. Lastly, includes recurring service fees in connection with the engagement of FIS in the three and six month periods ended June 30, 2024.
(3) In each of the three and six month periods ended June 30, 2024, includes fixed assets impairment charge of $3.4 million in connection with the Houston Sale Transaction. In each of the three and six month periods ended June 30, 2023, includes $0.6 million related to ROU asset impairment in connection with the closure of branch in Miami, Florida in 2023.
(4) Includes a charge of $1.4 million in each of the three and six month periods ended June 30, 2023 related to the disposition of fixed assets due to the write off of in-development software.
(5) Includes a charge of $0.9 million in each of the three and six month periods ended June 30, 2023 for the accelerated depreciation of leasehold improvements in connection with the closure of a branch in Miami, Florida in 2023.
(6) In each of the three and six month periods ended, amounts shown are in connection with the Houston Sale Transaction.
(7) Includes OREO rental income of $0.4 million in the three months ended June 30, 2024 and 2023, as well as $0.9 million and $0.4 million in the six months ended June 30, 2024 and 2023., respectively. In addition, in each of the three and six month periods ended June 30, 2023, includes a loss on sale of repossessed assets in connection with our equipment-financing activities of $2.6 million.
(8) Beginning in the three months ended June 30, 2023, OREO and repossessed assets expense is presented separately in the Company’s consolidated statement of operations and comprehensive (loss) income.
(9) Contract termination and related costs associated with third party vendors resulting from the Company’s transition to our new technology provider.
(10) Includes service fees in connection with our loan-level derivative income generation activities.
(11) In each of the three and six month periods ended June 30, 2024, includes broker fees of $0.3 million in connection with the Houston Sale Transaction. Additionally, in each of the three and six month periods ended June 30, 2023, includes an impairment charge of $2.0 million related to an investment carried at cost and included in other assets. All periods shown includes mortgage loan origination and servicing expenses, charitable contributions, community engagement, postage and courier expenses, and debits which mirror the valuation income on the investment balances held in the non-qualified deferred compensation plan in order to adjust the liability to participants of the deferred compensation plan and other small expenses.
(12) Includes $3.8 million and $4.0 million in the three months ended June 30, 2024 and June 30, 2023, respectively, and $6.9 million and $7.9 million in the six months ended June 30, 2024 and June 30, 2023, related to Amerant Mortgage, primarily consisting of salaries and employee benefits, mortgage lending costs and professional and other services fees.

N/M    Not meaningful


Three Months Ended June 30, 2024 and 2023
Noninterest expense increased $0.8 million, or 1.1%, in the three months ended June 30, 2024 compared to the same period in 2023, mainly due to: (i) higher professional and other service fees; (ii) higher occupancy and equipment expenses; (iii) an increase in losses on loans held for sale due to the transfer of approximately $553.1 million in loans in connection with the Houston Sale Transaction, and (iv) higher loan-level derivative expenses. These increases were partially offset by (i) lower other real estate owned and repossessed asset net expense; (ii) lower telecommunication and data processing expenses; (iii) the absence of contract termination costs in the three months ended June 30, 2024 compared to the same period of 2023; (iv) lower depreciation and amortization expense; (v) lower other operating expenses; (vi) lower salary and employee benefits, and (vii) lower advertising expenses.

Professional and other services fees increased $4.7 million, or 63.3%, in the three months ended June 30, 2024 compared to the same period last year. This was mainly driven by higher recurrent fees in connection with the current technology provider, and higher legal fees across various projects. These increases were partially offset by lower combined consulting fees.

Other operating expenses decreased $0.4 million, or 7.7%, in the three months ended June 30, 2024 compared to the same period in 2023, mainly driven by the absence in the second quarter of 2024 of the $2.0 million impairment charge in connection with an investment carried at cost recorded in the same period last year. This decrease was partially offset by (i) higher expenses associated with operating charge-offs, (ii) higher loan costs and loan servicing fees; and (iii) an asset impairment charge of $0.3 million and broker fees of $0.3 million which are both in connection with the Houston Sale Transaction.

Telecommunication and data processing expenses decreased $2.3 million, or 45.7%, in the three months ended June 30, 2024 compared to the same period last year, primarily driven by lower computer consulting expenses and less telecommunication voice infrastructure and long distance usage.

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Depreciation and amortization expenses decreased $0.6 million, or 27.4%, in the three months ended June 30, 2024 compared to the same period last year. This was mainly driven by the absence of accelerated depreciation expenses in the three months ended June 30, 2023 related to the closure of the Edgewater branch location in Miami, Florida.

Salaries and employee benefits decreased $0.4 million, or 1.1%, in the three months ended June 30, 2024 compared to the same period one year ago, mainly driven by: (i) lower severance expenses in the second quarter of 2024. This decrease was partially offset by: (i) higher variable compensation and bonus accruals based on performance and production, (ii) higher salaries of new hires and higher average FTEs. At June 30, 2024, our FTEs were 720, a net increase of 10 FTEs, or 1.4% compared to 710 FTEs at June 30, 2023.
Occupancy and equipment expenses increased $2.3 million, or 34.2%, in the three months ended June 30, 2024 compared to the same period one year ago partially due to an impairment charge of $3.4 million in connection with the Houston Sale Transaction. This increase was partially offset by a decrease in software expenses.

Loan-level derivative expenses increased $0.5 million, or 427.3%, in the three months ended June 30, 2024 compared to the same period last year, mainly driven by higher volume of derivative transactions during the second quarter of 2024.

Six Months Ended June 30, 2024 and 2023

Noninterest expense increased $2.7 million, or 1.9%, in the six months ended June 30, 2024 compared to the same period in 2023, mainly due to: (i) higher professional and other service fees; (ii) higher occupancy and equipment expenses; (iii) an increase in losses on loans held for sale due to the transfer of approximately $553.1 million in loans in connection with the Houston Sale Transaction; (iv) higher other operating expenses; (v) higher advertising expenses, and (vi) higher FDIC assessments and insurance expenses. These increases were partially offset by: (i) lower other real estate owned and repossessed asset net expense; (ii) lower salary and employee benefits; (iii) lower telecommunication and data processing expenses; (iv) the absence of contract termination costs in the second quarter of 2024, and (v) lower depreciation and amortization expense.

Professional and other services fees increased $8.0 million, or 53.4%, in the six months ended June 30, 2024 compared to the same period last year. This was mainly driven by higher recurrent fees in connection with the current technology provider, and higher legal fees across various projects. These increases were partially offset by lower combined consulting fees and lower accounting fees.

Other operating expenses increased $0.9 million, or 8.9%, in the six months ended June 30, 2024 compared to the same period in 2023, mainly driven by: (i) higher expenses associated with operating charge-offs, (ii) an asset impairment charge of $0.3 million and broker fees of $0.3 million which are both in connection with the Houston Sale Transaction, (iii) higher loan costs and loan servicing fees; and (iii) an aggregate increase in business development and other expenses. These increases were partially offset by the absence in the second quarter of 2024 of the $2.0 million impairment charge in connection with an investment carried at cost recorded in the same period last year.

Advertising expenses increased $0.4 million, or 5.8%, in the six months ended June 30, 2024 compared to the same period last year, mainly due to higher expenses resulting from campaigns in connection with our partnerships with professional sports teams.


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Telecommunication and data processing expenses decreased $1.8 million, or 22.6%, in the six months ended June 30, 2024 compared to the same period last year, primarily driven by lower computers consulting expenses as well as less telecommunication voice infrastructure and long distance usage.

FDIC assessments and insurance increased $0.3 million, or 5.6%, in the six months ended June 30, 2024 compared to the same period last year, primarily driven by higher FDIC assessment rates and higher average assets.

Depreciation and amortization expenses decreased $0.4 million, or 12.3%, in the six months ended June 30, 2024 compared to the same period last year. This was mainly driven by the absence of accelerated depreciation expenses in the three months ended June 30, 2023 related to the closure of the Edgewater branch location in Miami, Florida.

Salaries and employee benefits decreased $2.3 million, or 3.3%, in the six months ended June 30, 2024 compared to the same period one year ago, mainly driven by: (i) lower severance expenses, and (ii) lower bonus accruals. These results were partially offset by higher salaries in connection with new hires.

Occupancy and equipment expenses increased $2.0 million, or 14.6%, in the six months ended June 30, 2024 compared to the same period one year ago primarily due to an impairment charge of $3.4 million in connection with the Houston Sale Transaction. This increase was partially offset by a decrease in software expenses.

Loan-level derivative expenses decreased $1.1 million, or 65.9%, in the six months ended June 30, 2024 compared to the same period last year, mainly driven by the absence of the additional expenses in the first half of 2023 as a result of transitioning interest rate swap and cap contracts with clients from LIBOR to a new replacement index. This decrease was offset by higher volume of derivative transactions in the first half of 2024.

Income Taxes
The table below sets forth information related to our income taxes for the periods presented.
Three Months Ended June 30,ChangeSix Months Ended June 30,Change
202420232024 vs 2023202420232024 vs 2023
(in thousands, except effective tax rates and percentages)
Income before income tax expense$6,323$8,919 $(2,596)(29.1)%$19,785$34,162 $(14,377)(42.1)%
Income tax expense$1,360$1,873 $(513)(27.4)%$4,254 $7,174 $(2,920)(40.7)%
Effective income tax rate21.51 %21.00 %0.51 %2.4 %21.50 %21.00 %0.50 %2.4 %

In the second quarter of 2024, income tax expense decreased to $1.4 million from $1.9 million in the second quarter of 2023, mainly driven by lower income before income taxes in the second quarter of 2024 compared to the same period last year. In the first six months ended June 30, 2024, tax expense decreased to $4.3 million from $7.2 million in the same period last year, primarily driven by lower income before income taxes in the first half of 2024 compared to the same period last year.
As of June 30, 2024, the Company’s net deferred tax assets were $48.8 million, a decrease of $6.9 million, or 12.3%, compared to $55.6 million as of December 31, 2023. This result was mainly driven by the realization of the tax benefit in the first half of 2024 related to the valuation allowance on loans held for sale recorded in the fourth quarter of 2023 of $35.5 million.
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Non-GAAP Financial Measures
The Company supplements its financial results that are determined in accordance with Generally Accepted Accounting Principles (GAAP) with non-GAAP financial measures, such as “pre-provision net revenue (PPNR)”, “core pre-provision net revenue (Core PPNR)”, “core noninterest income” and “core noninterest expenses”, “tangible stockholders’ equity (book value) per common share”, “tangible common equity ratio, adjusted for unrealized losses on debt securities held to maturity”, and “tangible stockholders' equity (book value) per common share, adjusted for unrealized losses on debt securities held to maturity”. This supplemental information is not required by or is not presented in accordance with GAAP. The Company refers to these financial measures and ratios as “non-GAAP financial measures” and they should not be considered in isolation or as a substitute for the GAAP measures presented herein.

We use certain non-GAAP financial measures, including those mentioned above, both to explain our results to shareholders and the investment community and in the internal evaluation and management of our businesses. Our management believes that these non-GAAP financial measures and the information they provide are useful to investors since these measures permit investors to view our performance using the same tools that our management uses to evaluate our past performance and prospects for future performance, especially in light of the additional costs we have incurred in connection with the Company’s restructuring activities that began in 2018 and continued in 2023, and including the effect of non-routine items such as the sale of loans and securities and other repossessed assets, the valuation of securities, derivatives, loans held for sale and other real estate owned and repossessed assets, the early repayment of FHLB advances, impairment of investments, and other non-routine actions intended to improve customer service and operating performance, as well as certain non-routine items recorded in 2024 in connection with the Houston Sale Transaction. While we believe that these non-GAAP financial measures are useful in evaluating our performance, this information should be considered as supplemental and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Additionally, these non-GAAP financial measures may differ from similar measures presented by other companies.
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The following table is a reconciliation of the Company’s PPNR, Core PPNR, core noninterest income and core noninterest expense, non-GAAP financial measures, as of the dates presented:
Three Months Ended June 30,Six Months Ended June 30,
(in thousands)
2024202320242023
Net (loss) income attributable to Amerant Bancorp Inc.$4,963 $7,308 $15,531 $27,494 
Plus: provision for credit losses (1)19,150 29,077 31,550 40,777 
Plus: provision for income tax expense
1,360 1,873 4,254 7,174 
Pre-provision net revenue (PPNR)25,473 38,258 51,335 75,445 
Plus: non-routine noninterest expense items5,562 13,383 5,562 16,755 
Less: non-routine noninterest income items(28)(12,445)178 (15,901)
Core pre-provision net revenue (Core PPNR)$31,007 $39,196 $57,075 $76,299 
Total noninterest income$19,420 $26,619 $33,908 $45,962 
Less: Non-routine noninterest income items:
Derivatives (losses) gains, net(44)242 (196)256 
Securities losses, net
(117)(1,237)(171)(10,968)
Gains on early extinguishment of FHLB advances, net189 13,440 189 26,613 
Total non-routine noninterest income items$28 $12,445 $(178)$15,901 
Core noninterest income$19,392 $14,174 $34,086 $30,061 
Total noninterest expenses$73,302 $72,500 $139,896 $137,233 
Less: non-routine noninterest expense items
Restructuring costs (2):
Staff reduction costs (3)— 2,184 — 2,397 
Contract termination costs (4)
— 1,550 — 1,550 
Consulting and other professional fees and software expenses (5)
— 2,060 — 4,750 
Disposition of fixed assets (6)
— 1,419 — 1,419 
Branch closure expenses and related charges (7)
— 1,558 — 2,027 
Total restructuring costs— 8,771 — 12,143 
Other non-routine noninterest expense items:
Losses on loans held for sale carried at the lower of cost or fair value (8)
1,258 — 1,258 — 
Goodwill and intangible assets impairment (8)
300 — 300 — 
Legal and broker fees (8)
561 — 561 — 
Loss on sale of repossessed assets and other real estate owned valuation expense (9)
— 2,649 — 2,649 
Fixed assets impairment (8)(10)
3,443 — 3,443 — 
Impairment charge on investment carried at cost— 1,963 — 1,963 
Total non-routine noninterest expense items$5,562 $13,383 $5,562 $16,755 
Core noninterest expenses$67,740 $59,117 $134,334 $120,478 
(1) Includes provision for credit losses on loans in all periods shown. See “Analysis of the Allowance for Credit Losses” for details.
(2)     Expenses incurred for actions designed to implement the Company’s business strategy. These actions include, but are not limited to reductions in workforce, streamlining operational processes, implementation of new technology system applications, decommissioning of legacy technologies, enhanced sales tools and training, expanded product offerings and improved customer analytics to identify opportunities.
(3)    Staff reduction costs consist of severance expenses related to organizational rationalization.
(4) Contract termination and related costs associated with third party vendors resulting from the Company’s engagement of FIS.
(5) In the three months and six months ended June 30, 2023, includes nonrecurrent expenses of $2.1 million and $4.8 million in connection with the engagement of FIS.
(6) In the three and six month periods ended June 30, 2023, includes expenses in connection with the disposition of fixed assets due to the write off of in-development software.
(7) In each of the three and six month periods ended June 30, 2023, includes expenses associated with the closure of a branch in Miami, Florida in 2023, including $0.9 million of accelerated amortization of leasehold improvements and $0.6 million of right-of-use, or ROU asset impairment. In addition, the six months ended June 30, 2023, includes $0.5 million of ROU asset impairment associated with the closure of a branch in Houston, Texas in 2023.
(8) In the three and six months ended June 30, 2024, amounts shown are in connection with the Houston Sale Transaction.
(9)    In the three months ended June 30, 2023, amount represents the loss on sale of repossessed assets in connection with our equipment-financing activities.
(10) Related to Houston branches and included as part of occupancy and equipment expenses. See “Noninterest Expenses” for details.


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The following table is a reconciliation of the Company’s tangible common equity and tangible assets, non- GAAP financial measures, to total equity and total assets, respectively, as of the dates presented:
(in thousands, except percentages, share data and per share amounts)
As of June 30, 2024As of December 31, 2023
Stockholders' equity$734,342$736,068
Less: goodwill and other intangibles (1)(24,581)(25,029)
Tangible common stockholders' equity$709,761$711,039
Total assets9,747,7389,716,327
Less: goodwill and other intangibles (1)(24,581)(25,029)
Tangible assets$9,723,157$9,691,298
Common shares outstanding33,562,75633,603,242
Tangible common equity ratio7.30 %7.34 %
Stockholders' book value per common share$21.88$21.90
Tangible stockholders' equity book value per common share$21.15$21.16
Tangible common stockholders' equity$709,761$711,039
Less: Net unrealized accumulated losses on debt securities held to maturity, net of tax (2)(20,304)(16,197)
Tangible common stockholders' equity, adjusted for net unrealized accumulated losses on debt securities held to maturity$689,457$694,842
Tangible assets$9,723,157$9,691,298
Less: Net unrealized accumulated losses on debt securities held to maturity, net of tax (2)(20,304)(16,197)
Tangible assets, adjusted for net unrealized accumulated losses on debt securities held to maturity$9,702,853$9,675,101
Common shares outstanding33,562,75633,603,242
Tangible common equity ratio, adjusted for net unrealized accumulated losses on debt securities held to maturity7.11 %7.18 %
Tangible stockholders' book value per common share, adjusted for net unrealized accumulated losses on debt securities held to maturity$20.54$20.68
(1)    At June 30, 2024 and December 31, 2023, other intangible assets consist primarily of naming rights of $2.3 million and $2.5 million, respectively, and mortgage servicing rights (“MSRs”) of $1.5 million and $1.4 million, respectively.
(2)    At June 30, 2024 and December 31, 2023, amounts were calculated based upon the fair value of debt securities held to maturity, and assuming a tax rate of 25.38% and 25.36%, respectively.
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Financial Condition - Comparison of Financial Condition as of June 30, 2024 and December 31, 2023
Assets. Total assets were $9.75 billion as of June 30, 2024, an increase of $31.4 million, or 0.3%, compared to $9.72 billion at December 31, 2023. This result was primarily driven by increases of: (i) $59.1 million, or 0.8%, in total loans held for investment, net of the ACL, and loans held for sale, and (ii) $50.9 million, or 3.4%, in total securities, mainly debt securities available for sale. The increases were partially offset by decreases of: (i) $35.9 million, or 14.0%, in accrued interest receivable and other assets primarily driven by collection of a receivable from insurance carrier for $62.5 million in connection with the restructuring of the Company’s BOLI policies completed in the fourth quarter of 2023, and (ii) $11.6 million, or 3.6%, in cash and cash equivalents. See “-Average Balance Sheet, Interest and Yield/Rate Analysis” for detailed information, including changes in the composition of our interest-earning assets. Total accrued interest receivable and other assets at June 30, 2024 include premises and equipment for $8.0 million, operating lease right-of-use assets for $6.6 million, and other assets for $8.3 million which the Company reclassified to held for sale as part of the Houston Sale Transaction. See “Our Company- Business Developments” for additional information.
Cash and Cash Equivalents. Cash and cash equivalents decreased to $310.3 million at June 30, 2024 from $321.9 million at December 31, 2023, primarily as a result of the decrease in non interest earning cash balances.
At June 30, 2024 and December 31, 2023, cash balances held at the Federal Reserve Bank were $237 million and $246 million, respectively. In addition, at June 30, 2024 and December 31, 2023, the Company’s cash and cash equivalents included restricted cash of $32.4 million and $25.8 million, respectively, which was held primarily to cover margin calls on derivative transactions with certain brokers. Furthermore, at June 30, 2024 and December 31, 2023, the Company’s cash and cash equivalents included other short-term investments of $6.8 million and $6.1 million, respectively, which consist of US Treasury Bills that mature in 90 days or less.
Cash and cash equivalents provided by operating activities were $0.4 million in the six months ended June 30, 2024, mainly driven by: (i) net income of $15.5 million; (ii) a non-cash adjustment of $31.6 million for the provision for credit losses, and (iii) other noncash adjustments totaling $15.3 million. This was partially offset by net originations of mortgage loans held for sale at fair value of $54.5 million and a net decrease in operating assets and liabilities of $7.4 million.
Net cash used in investing activities was $41.2 million during the six months ended June 30, 2024, mainly driven by: (i) a net increase in loans originated for investment of $470.1 million, and (ii) purchases of investment securities totaling $152.3 million. These disbursements were partially offset by: (i) proceeds of sale of loans carried at the lower of cost or fair value and held for investment totaling $434.3 million; (ii) $62.7 million collected from insurance carriers during the first six months of 2024 in connection with the restructuring of BOLI completed in 2023, and death benefit receipts, and (iii) maturities, sales, calls and paydowns of investment securities totaling $87.9 million. See the 2023 Form 10-K for more information on the restructuring of BOLI.
In the six months ended June 30, 2024, net cash provided by financing activities was $29.2 million. These activities included: (i) net proceeds from advances from the FHLB of $120.2 million, and (ii) a net decrease of $13.6 million in time deposits. These proceeds were partially offset by: (i) a decrease in total demand, savings and money market deposit balances of $92.4 million; (ii) $6.0 million of dividends declared and paid by the Company in the six months ended June 30, 2024, and (iii) an aggregate of $4.4 million of Class A common stock repurchased in the first six months of 2024. See “-Capital Resources and Liquidity Management” for more details on changes in FHLB advances in the first six months ended June 30, 2024.
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Loans
Loans are our largest component of interest-earning assets. The table below depicts the trend of loans as a percentage of total assets and the allowance for loan losses as a percentage of total loans for the periods presented.
June 30, 2024December 31, 2023
(in thousands, except percentages)
Total loans, gross (1)$7,322,911 $7,264,912 
Total loans, gross / total assets75.1 %74.8 %
Allowance for credit losses$94,400 $95,504 
Allowance for credit losses / total loans held for investment, gross (1) (2)1.41 %1.39 %
Total loans, net (3)$7,228,511 $7,169,408 
Total loans, net / total assets74.2 %73.8 %
_______________
(1)    Total loans, gross is the principal balance of outstanding loans, including loans held for investment, loans held for sale at the lower of cost or fair value, and mortgage loans held for sale, net of unamortized deferred nonrefundable loan origination fees and loan origination costs, and unamortized premiums paid on purchased loans, excluding the allowance credit loan losses. At June 30, 2024 and December 31, 2023, there were $60.1 million and $26.2 million, respectively, in mortgage loans held for sale carried at fair value in connection with the Company’s mortgage banking activities. In addition, June 30, 2024 and December 31, 2023, includes $551.8 million and $365.2 million respectively, in loans held for sale carried at the lower of estimated cost or fair value in connection with the Houston Sale Transaction.
(2)    See Note 5 of our audited consolidated financial statements included in the 2023 Form 10-K and our unaudited interim consolidated financial statements included in this Form 10-Q for more details on our credit loss estimates.
(3)    Total loans, net is the principal balance of outstanding loans, including loans held for investment, loans held for sale carried at the lower of cost or fair value, and mortgage loans held for sale, net of unamortized deferred nonrefundable loan origination fees and loan origination costs, and unamortized premiums paid on purchased loans, excluding the allowance for credit losses.

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The table below summarizes the composition of our loans held for investment by type of loan as of the end of each period presented. International loans include transactions in which the debtor or customer is domiciled outside the U.S., even when the collateral is U.S. property. All international loans are denominated and payable in U.S. Dollars.
(in thousands)June 30, 2024December 31, 2023
Domestic Loans:
Real Estate Loans
Commercial real estate (CRE)
Non-owner occupied
$1,714,088 $1,616,200 
Multi-family residential359,257 407,214 
Land development and construction loans343,472 300,378 
2,416,817 2,323,792 
Single-family residential
1,404,255 1,422,113 
Owner occupied981,405 1,175,331 
4,802,477 4,921,236 
Commercial loans (1)
1,521,233 1,461,269 
Loans to financial institutions and acceptances
48,287 13,375 
Consumer loans and overdrafts (2) (3)
295,162 389,991 
Total Domestic Loans6,667,159 6,785,871 
International Loans:
Real Estate Loans
Single-family residential (4)
42,314 44,495 
Commercial loans300 41,918 
Consumer loans and overdrafts (5)
1,188 1,209 
Total International Loans43,802 87,622 
Total Loans held for investment$6,710,961 $6,873,493 

__________________
(1)    As of June 30, 2024 and December 31, 2023, includes $62.2 million and $56.5 million, respectively, in commercial loans and leases originated under a white-label equipment financing solution launched in the second quarter of 2022.
(2)    Includes customers’ overdraft balances totaling $2,8 million and $2.6 million as of June 30, 2024 and December 31, 2023, respectively.
(3)    Includes indirect lending loans purchased with an outstanding balance of $131.9 million and $210.9 million at June 30, 2024 and December 31, 2023, respectively.
(4)    Secured by real estate properties located in the U.S.
(5)    International customers’ overdraft balances were de minimis at each of the dates presented.

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The composition of our CRE loan portfolio held for investment by industry segment at June 30, 2024 and December 31, 2023 is depicted in the following table:
(in thousands)June 30, 2024December 31, 2023
Retail (1)$719,287 $728,349 
Multifamily359,257 407,214 
Office Space432,241 347,649 
Specialty (2)156,926 152,277 
Land and Construction343,472 300,378 
Hospitality301,752 282,085 
Industrial and Warehouse103,882 105,840 
 Total CRE (3)$2,416,817 $2,323,792 
_________
(1)    Includes loans generally granted to finance the acquisition or operation of non-owner occupied properties such as retail shopping centers, free-standing single-tenant properties, and mixed-use properties primarily dedicated to retail, where the primary source of repayment is derived from the rental income generated from the use of the property by its tenants.
(2)    Includes marinas, nursing and residential care facilities, and other specialty type CRE properties.
(3)     Includes loans held for investment in the NY loan portfolio, which were $221.0 million at June 30, 2024 and $217.0 million at December 31, 2023.


The table below summarizes the composition of our loans held for sale by type of loan as of the end of each period presented:
(in thousands)June 30, 2024
December 31, 2023
Loans held for sale at the lower of cost or fair value
Real estate loans
Commercial real estate
Non-owner occupied$112,002 $— 
Multi-family residential918 309,612 
Land development and construction loans29,92355,607
142,843 365,219 
Single-family residential88,507 — 
Owner occupied220,718 — 
452,068 365,219 
Commercial loans90,353 — 
Consumer loans9,407 — 
Total loans held for sale at the lower of cost or fair value
551,828 365,219 
Mortgage loans held for sale at fair value
Land development and construction loans
7,776 12,778 
Single-family residential
52,346 13,422 
Total mortgage loans held for sale at fair value (1)(2)
60,122 26,200 
Total loans held for sale (3)
$611,950 $391,419 
___________

(1)In the first half of 2024, the Company transferred $18.6 million and $4.8 million of land development and construction loans and single-family residential loans, respectively, from the loans held for sale to the loans held for investment category. See 2023 Form 10-K on transfer activities in 2023.
(2)Loans held for sale in connection with Amerant Mortgage’s ongoing business.
(3)Remained current and in accrual status at each of the periods shown.
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At June 30, 2024 and December 31, 2023, there were $60.1 million and $26.2 million, respectively, of mortgage loans held for sale carried at their estimated fair value.

As of June 30, 2024 and December 31, 2023, the Company had $551.8 million and $365.2 million in loans held for sale carried at the lower of cost or fair value, which were previously recorded as loans held for investment. In the second quarter of 2024, the Company transferred an aggregate of $553.1 million in connection with the Houston Sale Transaction. The Company recorded a valuation allowance of $1.3 million as a result of the transfer in the same period. In the fourth quarter of 2023, the Company transferred an aggregate of $401.0 million in Houston-based CRE loans held for investment to the loans held for sale category, and recognized a valuation allowance of $35.5 million as a result of the fair value adjustment of these loans. The Company sold these loans in the first quarter of 2024 and there was no material impact to the Company’s results of operations as result of this transaction.

As of June 30, 2024, total loans held for investment were $6.7 billion, down $162.5 million, or 2.4%, compared to $6.9 billion at December 31, 2023. Domestic loans held for investment decreased $118.7 million, or 1.7%, as of June 30, 2024, compared to December 31, 2023. Excluding the impact of the aforementioned transfer to held for sale of $551.8 million of Houston loans, domestic loans held for investment increased $433.1 million in the first half of 2024. The decrease in total domestic loans held for investment includes net decreases of $193.9 million, or 16.5%, and $17.9 million, or 1.3%, in domestic owner occupied loans and single-family residential loans, respectively. In addition, domestic consumer loans decreased $94.8 million, or 24.3%, in the first half of 2024, as the Company discontinued the purchases of indirect consumer loans in 2023 and such indirect lending portfolio is set to runoff over time. These decreases were partially offset by: (i) a net increase of $93.0 million, or 4.0% in domestic CRE loans, and (ii) a net increase of $60.0 million, or 4.1% in domestic commercial loans, including $41.7 million in connection with a commercial loan relationship formerly domiciled outside the US.

In the six months ended June 30, 2024, the Company has added approximately $180.9 million in single-family residential and construction loans through Amerant Mortgage, which includes loans originated and purchased from different channels.

Loans to international customers, primarily from Venezuela and other customers in Latin America decreased $43.8 million, or 50.0%, in the six months ended June 30, 2024, mainly driven by $41.7 million in connection with a commercial loan relationship which is now domiciled in the US, and paydowns totaling $2.2 million to existing single family residential loans.

As of June 30, 2024, loans under syndication facilities, included in loans held for investment, were $248.5 million, a decrease of $23.3 million, or 8.6%, compared to $271.8 million at December 31, 2023. This decrease was mainly driven by $44.5 million payoffs of Shared National Credit Facilities (“SNC”) partially offset by a net increase of $21.2 million in club deals. At June 30, 2024 and December 31, 2023, loans under SNC facilities held for investment were $42.2 million and $87.0 million, respectively. As of June 30, 2024, there were no syndicated loans that financed highly leveraged transactions, compared to $5.5 million, or 0.1%, of total loans as of December 31, 2023.
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Foreign Outstanding
The table below summarizes the composition of our international loan portfolio by country of risk for the periods presented. All of our foreign loans are denominated in U.S. Dollars, and bear fixed or variable rates of interest based upon different market benchmarks plus a spread.
June 30, 2024December 31, 2023
Net Exposure (1)
%
Total Assets
Net Exposure (1)
%
Total Assets
(in thousands, except percentages)
Venezuela (2)$35,558 0.4 %$37,699 0.4 %
Other
8,244 0.1 %49,923 0.5 %
Total$43,802 0.4 %$87,622 0.9 %
_________________
(1)    Consists of outstanding principal amounts, net of collateral of cash, cash equivalents or other financial instruments totaling $6.7 million and $7.2 million as of June 30, 2024 and December 31, 2023, respectively.
(2)    Includes mortgage loans for single-family residential properties located in the U.S. totaling $35.6 million and $37.7 million as of June 30, 2024 and December 31, 2023, respectively.
.

The maturities of our outstanding international loans were:
June 30, 2024December 31, 2023
Less than 1 year1-3 Years More than 3 years
Total (1)
Less than 1 year 1-3 Years More than 3 years
Total (1)
(in thousands)
Venezuela (2)$195 $— $35,363 $35,558 $262 $— $37,437 $37,699 
Other (3)300 1,220 6,724 8,244 3,180 5,725 41,018 49,923 
Total $495 $1,220 $42,087 $43,802 $3,442 $5,725 $78,455 $87,622 

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Loan Quality
Allocation of Allowance for Credit Losses
In the following table, we present the allocation of the ACL by loan segment at the end of the periods presented. The amounts shown in this table should not be interpreted as an indication that charge-offs in future periods will occur in these amounts or percentages. These amounts represent our best estimates of expected credit losses to be collected throughout the life of the loans, at the reported dates, derived from historical events, current conditions and reasonable and supportable forecasts at the dates reported. Our allowance for credit losses is established using estimates and judgments, which consider the views of our regulators in their periodic examinations. Re-evaluation of the ACL estimate in future periods, in light of changes in composition and characteristics of the loan portfolio, changes in the reasonable and supportable forecast and other factors then prevailing may result in material changes in the amount of the ACL and credit loss expense in those future periods. We also show the percentage of each loan class, which includes loans in nonaccrual status.
June 30, 2024December 31, 2023
Allowance% of Loans in Each Category to Total Loans Held for InvestmentAllowance% of Loans in Each Category to Total Loans Held for Investment
(in thousands, except percentages)
Total Loans
Real estate$19,064 38.9 %$25,876 35.8 %
Commercial52,143 37.8 %41,809 39.0 %
Financial institutions— 0.2 %— 0.2 %
Consumer and others (1)23,193 23.1 %27,819 25.0 %
Total Allowance for Credit Losses$94,400 100.0 %$95,504 100.0 %
% of Total Loans held for investment1.41 %1.39 %
__________________
(1)     Includes (i) unsecured indirect consumer loans (domestic) to qualified individuals purchased in 2022, 2021 and 2020; and (ii) mortgage loans for and secured by single-family residential properties located in the U.S.
(2)     Includes transactions in which the debtor or customer is domiciled outside the U.S. and all collateral is located in the U.S.


The ACL was determined utilizing a reasonable and supportable forecast period. The ACL was determined using a weighted-average of various macroeconomic scenarios provided by a third-party, and incorporated qualitative components. There have been no material changes in our policies and methodology to estimate the ACL in the six months ended June 30, 2024.



95

Non-Performing Assets
In the following table, we present a summary of our non-performing assets by loan class, which includes non-performing loans by portfolio segment, both domestic and international, and other real estate owned, or OREO and other repossessed assets, at the dates presented. Non-performing loans consist of: (i) nonaccrual loans where the accrual of interest has been discontinued, and (ii) accruing loans 90 days or more contractually past due as to interest or principal.
June 30, 2024December 31, 2023
(in thousands)
Non-Accrual Loans
Commercial real estate (CRE)
Multi-family residential$6 $8 
6 8 
Single-family residential3,726 2,459 
Owner occupied
26,309 3,822 
30,041 6,289 
Commercial loans
67,005 21,949 
Consumer loans and overdrafts
4 38 
Total Non-Accrual Loans$97,050 $28,276 
Past Due Accruing Loans (1)
Real Estate Loans
Single-family residential$2,656 $5,218 
Owner occupied769 — 
Commercial— 857 
Consumer loans and overdrafts477 49 
Total Past Due Accruing Loans 3,902 6,124 
Total Non-Performing Loans$100,952 $34,400 
OREO and other repossessed assets20,181 20,181 
Total Non-Performing Assets$121,133 $54,581 
______________
(1)    Loans past due 90 days or more but still accruing.


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The following table presents the activity of non-performing assets by type of loan in the six months ended June 30, 2024:

Six Months Ended June 30, 2024
(in thousands)Commercial Real EstateSingle-family ResidentialOwner-occupiedCommercialFinancial InstitutionsConsumer and OthersOREO and Other Repossessed AssetsTotal
Balance at beginning of period$8 $7,677 $3,822 $22,806 $— $87 $20,181 $54,581 
Plus: loans placed in nonaccrual status
2,360 2,947 24,970 62,211 — 16,930 — 109,418 
Less: nonaccrual loan charge-offs(591)— — (15,876)— (16,949)— (33,416)
Less: nonaccrual loans sold, net of charge offs(1,768)— — — — — — (1,768)
Less: nonaccrual loan collections and others
(3)(1,680)(2,483)(1,448)— 154 — (5,460)
(Less) Plus: (decrease) increase in past-due accruing loans
— (2,562)769 (857)— 428 — (2,222)
Balances at end of period$6 $6,382 $27,078 $66,836 $— $650 $20,181 $121,133 
The increase in nonperforming loans during the six months ended June 30, 2024 was primarily due to certain loans that were downgraded based on updated borrowers’ financial statements received in the second quarter of 2024. See discussion on Classified and Special Mention Loans below for more details.

We recognized no interest income on nonaccrual loans during the six months ended June 30, 2024 and 2023.

The Company’s loans by credit quality indicators are summarized in the following table. We have no purchased-credit-impaired loans.

June 30, 2024December 31, 2023
(in thousands)Special MentionSubstandardDoubtfulTotal (1)Special MentionSubstandardDoubtfulTotal (1)
Real Estate Loans
Commercial Real
Estate (CRE)
Non-owner
occupied		$33,979 $— $— $33,979 $— $— $— $— 
Multi-family residential— 6 — 6 — 8 — 8 
Single-family residential— 3,684 — 3,684 — 2,800 — 2,800 
Owner occupied
35,642 26,381 — 62,023 15,723 3,890 — 19,613 
69,621 30,071 — 99,692 15,723 6,698 — 22,421 
Commercial loans
25,671 67,836 — 93,507 30,261 22,971 — 53,232 
Consumer loans and
overdrafts		— — — — — 41 — 41 
$95,292 $97,907 $— $193,199 $45,984 $29,710 $— $75,694 
__________
(1) There are no loans categorized as a “Loss” as of the dates presented.



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Classified Loans. Classified loans include substandard and doubtful loans. Substandard loans as of June 30, 2024, include two newly downgraded commercial loans totaling $47.3 million in Florida, primarily a credit of $28.2 million, based on updated borrowers’ financial statements received in the second quarter of 2024. For more information on the activity of Classified loans in the six months ended June 30, 2024, please refer to non-performing assets table above. All nonaccrual loans are classified as Substandard.

Special Mention Loans. Special mention loans as of June 30, 2024 totaled $95.3 million, an increase of $49.3 million, or 107.2%, from $46.0 million as of December 31, 2023. This increase was primarily driven by an aggregate of $110.3 million in downgrades including: (i) an aggregate of $79.5 million in Florida, which consist of two non-owner occupied loans totaling $33.9 million, one commercial relationship totaling $32.4 million in the healthcare industry, and a $13.2 million commercial and owner-occupied relationship to a borrower in the powerline/telecommunications construction industry; (ii) an aggregate of $30.8 million in Texas, which consist of a $15.4 million relationship in the healthcare industry, an $8.2 million relationship in the car dealer industry, and $4.7 million to a borrower in the machinery manufacturing industry, and a $2.5 million relationship with a gasoline station/convenience store in Houston. The increases in special mention loans were offset by: (i) further downgrades to substandard of $46.0 million which includes $26.8 million of the aforementioned relationship in the healthcare industry, $13.7 million to an existing special mention borrower in the nutritional supplements industry, and $5.5 million in the car dealer industry, and (ii) payoffs totaling $10 million, which includes $5.1 million in the swimming pool manufacturing industry, $2.7 million in the car dealer industry, $1.4 million in seafood wholesale industry, and $0.8 million to other existing special mention loans. In addition, there was an upgrade of $5.0 million to pass in connection the previously mention borrower in the nutritional supplements industry, as this portion of the loan was cash secured. All special mention loans remained current at June 30, 2024 with the exception of $4.2 million being less than thirty days past due.

Potential problem loans, which are accruing loans classified as substandard and are less than 90 days past due, at June 30, 2024 and December 31, 2023, are as follows:

(in thousands)June 30, 2024December 31, 2023
Real estate loans
Single-family residential (1)— 221 
Owner occupied73 78 
73 299 
Commercial loans833 967 
$906 $1,266 
__________
(1) Corresponds to both domestic and international single-family residential loans.


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Securities
The following table sets forth the book value and percentage of each category of securities at June 30, 2024 and December 31, 2023. The book value for debt securities classified as available for sale and equity securities with readily determinable fair value not held for trading represents fair value. The book value for debt securities classified as held to maturity represents amortized cost less ACL if required. The Company determined that an ACL on its debt securities available for sale and debt securities held to maturity as of June 30, 2024 and December 31, 2023 was not required.
June 30, 2024December 31, 2023
Amount%Amount%
(in thousands, except percentages)
Debt securities available for sale:
U.S. government-sponsored enterprise debt securities$587,140 37.9 %$557,307 37.2 %
Corporate debt securities (1) (2) (3)262,201 16.9 %260,802 17.4 %
U.S. government agency debt securities411,445 26.6 %390,777 26.1 %
U.S. treasury securities1,993 0.1 %1,991 0.1 %
Municipal bonds1,577 0.1 %1,668 0.1 %
Collateralized loan obligations5,000 0.3 %4,957 0.4 %
$1,269,356 81.9 %$1,217,502 81.3 %
Debt securities held to maturity (4)$219,613 14.2 %$226,645 15.1 %
Equity securities with readily determinable fair value not held for trading (5)$2,483 0.2 %$2,534 0.2 %
Other securities (6):$56,412 3.7 %$50,294 3.4 %
$1,547,864 100.0 %$1,496,975 100.0 %
__________________
(1)    As of June 30, 2024 and December 31, 2023 corporate debt includes $10.4 million and $10.5 million, respectively, of debt securities issued by foreign corporate entities. The securities’ issuers were from Canada in two different sectors at June 30, 2024, and at December 31, 2023. The Company limits exposure to foreign investments based on cross border exposure by country, risk appetite and policy. All foreign investments are denominated in U.S. Dollars.
(2)    As of June 30, 2024 and December 31, 2023, debt securities in the financial services sector issued by domestic corporate entities both represent 1.9% of our total assets.
(3)    As of June 30, 2024 and December 31, 2023, includes $128.4 million and $127.2 million, respectively, in subordinated debt securities issued by financial institutions. Additionally, as of June 30, 2024 and December 31, 2023, there were $60.3 million and $59.6 million in unsecured senior notes issued by financial institutions.
(4)    Includes securities issued by the U.S. government or U.S. government sponsored agencies.
(5)    In 2023, the Company purchased an investment in an open-end fund incorporated in the U.S with an original cost of $2.5 million. The Fund's objective is to provide a high level of current income consistent with the preservation of capital and investments deemed to be qualified under the Community Reinvestment Act.
(6)    Includes investments in FHLB and Federal Reserve Bank stock. Amounts correspond to original cost at the date presented. Original cost approximates fair value because of the nature of these investments.
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As of June 30, 2024, total securities increased $50.9 million, or 3.4%, to $1.55 billion compared to $1.50 billion at December 31, 2023. The increase in the six months ended June 30, 2024 was mainly driven by purchases of debt securities held for sale and FHLB stock totaling $152.3 million. This increase was partially offset by: (i) maturities, sales, calls and pay downs, totaling $87.9 million, and (ii) net pre-tax unrealized holding losses, on debt securities available for sale of $10.7 million primarily attributable to changes in market interest rates during the period.

Debt securities available for sale had net unrealized holding losses of $108.7 million and net unrealized holding gains of $0.9 million at June 30, 2024, compared to December 31, 2023 when net unrealized holding losses were $100.3 million and net unrealized holding gains were $3.2 million. During the six months ended June 30, 2024, the Company recorded net after-tax unrealized holding losses of $8.0 million which are included in accumulated other comprehensive loss for the period. This was attributable to changes in market interest rates during the period. The Company does not intend to sell these debt securities and it is more likely than not that it will not be required to sell the securities before their anticipated recovery. The Company believes these securities are not credit-impaired because the change in fair value is attributable to changes in interest rates and investment securities markets, generally, and not credit quality. As a result, the Company did not record an ACL on these securities as of June 30, 2024 and December 31, 2023.

The Company considers that all debt securities held to maturity issued or sponsored by the U.S. government are considered to be risk-free as they have the backing of the U.S. government. The Company considers there are not current expected credit losses on these securities and, therefore, did not record an ACL on any of its debt securities held to maturity as of June 30, 2024 nor as of December 31, 2023. The Company monitors the credit quality of held to maturity securities through the use of credit ratings. Credit ratings are monitored by the Company on at least a quarterly basis. As of June 30, 2024 and December 31, 2023, all held to maturity securities held by the Company were rated investment grade.


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The following tables set forth the book value, scheduled maturities and weighted average yields for our securities portfolio at June 30, 2024 and December 31, 2023. Similar to the table above, the book value for securities available for sale and equity securities with readily determinable fair value not held for trading is equal to fair market value and the book value for debt securities held to maturity is equal to amortized cost less an ACL if required.
June 30, 2024
(in thousands, except percentages)TotalLess than a yearOne to five yearsFive to ten yearsOver ten yearsNo maturity
AmountYieldAmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Debt securities available for sale
U.S. Government sponsored enterprise debt$587,140 4.15 %$847 3.16 %$43,850 3.35 %$37,011 4.28 %$505,432 4.21 %$— — %
Corporate debt-domestic251,835 4.39 %6,903 3.52 %101,528 5.29 %131,766 3.80 %11,638 3.79 %— — %
U.S. Government agency debt411,445 4.21 %1,130 2.68 %1,199 5.75 %5,463 6.34 %403,653 4.18 %— — %
Municipal bonds1,577 2.41 %— — %— — %338 1.86 %1,239 2.56 %— — %
Corporate debt-foreign10,366 3.65 %— — %10,366 3.65 %— — %— — %— — %
Collateralized loan obligations5,000 6.57 %— — %— — %5,000 6.57 %— — %— — %
U.S. treasury securities1,993 4.47 %1,993 4.47 %— — %— — %— — %— — %
$1,269,356 4.20 %$10,873 3.58 %$156,943 4.64 %$179,578 3.87 %$921,962 4.19 %$— — %
Debt securities held to maturity$219,613 3.40 %$— — %$— — %$18,816 2.69 %$200,797 3.47 %$— — %
Equity securities with readily determinable fair value not held for trading2,483 3.08 %— — — — — — — — 2,483 3.08 %
Other securities$56,412 — %$— — %$— — %$— — %$— $56,412 
$1,547,864 3.93 %$10,873 3.58 %$156,943 4.64 %$198,394 3.76 %$1,122,759 4.06 %$58,895 0.13 %

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December 31, 2023
(in thousands, except percentages)TotalLess than a yearOne to five yearsFive to ten yearsOver ten yearsNo maturity
AmountYieldAmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Debt securities available for sale
U.S. Government sponsored enterprise debt$557,307 3.98 %$616 2.82 %$36,757 3.22 %$28,642 4.12 %$491,292 4.03 %$— — %
Corporate debt-domestic250,351 4.42 %— — %89,262 5.42 %149,868 3.87 %11,221 3.71 %— — %
U.S. Government agency debt390,777 4.10 %134 3.05 %2,294 4.17 %6,167 6.34 %382,182 4.06 %— — %
Municipal bonds1,668 2.44 %— — %— — %347 1.91 %1,321 2.58 %— — %
Corporate debt-foreign10,451 3.64 %— — %8,368 3.81 %2,083 2.98 %— — %— — %
Collateralized loan obligations4,957 6.57 %— — %— — %— — %4,957 6.57 %— — %
U.S. treasury securities1,991 4.47 %1,991 4.47 %— — %— — %— — %— — %
$1,217,502 4.12 %$2,741 4.03 %$136,681 4.71 %$187,107 3.98 %$890,973 4.05 %$— — %
Debt securities held to maturity$226,645 3.40 %$— — %$— — %$19,099 2.30 %$207,546 3.50 %$— — %
Equity securities with readily determinable fair value not held for trading2,534 2.80 %— — %— — %— — %— — %2,534 2.8 %
Other securities$50,294 6.89 %$— — %$— — %$— — %$— — %$50,294 6.89 %
$1,496,975 4.10 %$2,741 4.03 %$136,681 4.71 %$206,206 3.82 %$1,098,519 3.95 %$52,828 6.69 %

The investment portfolio’s weighted average effective duration increased to 5.3 years at June 30, 2024 compared to 5.0 years at December 31, 2023, as the model anticipates slower MBS principal prepayments due to higher market rates.

Liabilities
Total liabilities were $9.01 billion at June 30, 2024, an increase of $33.1 million, or 0.4%, compared to $9.0 billion at December 31, 2023. This was primarily driven by an increase of (i) $120.0 million, or 18.6%, in advances from the FHLB and (ii) $9.1 million or 5.5% in accounts payable, accrued liabilities and other liabilities. These increases were partially offset by a net decrease of $78.9 million, or 1.0%, in total deposits, mainly due to a decrease in interest bearing demand deposits. See “Capital Resources and Liquidity Management” and “Deposits” for more details on the changes in advances from the FHLB and total deposits. Total accounts payable, accrued liabilities and other liabilities as of June 30, 2024 include approximately $14.3 million in connection with the Houston Sale Transaction. See “Our Company- Business Developments” for additional information.
102


Deposits
We continue with our efforts in growing our deposits. Our efforts include the additions of new team members to our business development teams across South Florida and Tampa, and the opening of new banking centers in various locations in Florida in the first six months of 2024. Total deposits as of June 30, 2024 include deposits held for sale of approximately $545.4 million in connection with the Houston Sale Transaction. See “Our Company- Business Developments” for additional information.

Total deposits were $7.82 billion at June 30, 2024, a decrease of $78.9 million, or 1.0%, compared to December 31, 2023. The decrease in deposits in the six months ended June 30, 2024 was mainly due to a decrease of $243.7 million, or 9.5% in interest bearing deposits. This decrease was partially offset by (i) a net increase of $113.0 million or 7.0%, in savings and money market accounts, (ii) $38.2 million or 2.7% in noninterest bearing demand deposits, and (iii) a net increase of $13.6 million, or 0.6%, in time deposits. Continued organic deposit growth during the six months ended June 30, 2024 compared to December 31, 2023 was offset by reductions in higher-cost municipal and commercial deposits.

The $13.6 million, or 0.6%, net increase in time deposits includes an increase of $33.0 million, or 2.1% in customer CDs. This was partially offset by a decrease of $19.5 million, or 2.7% in brokered time deposits.

The $243.7 million, or 9.5% decrease in interest bearing demand deposits was primarily due to a decreases in higher-cost municipal and commercial deposits, as well as international personal deposit accounts during the period.

As of June 30, 2024 total brokered deposits were $700.2 million, a decrease of $36.7 million, or 5.0%, compared to $736.9 million at December 31, 2023.



Deposits by Country of Domicile
The following table shows deposits by country of domicile of the depositor as of the dates presented and the changes during the period.
Change
(in thousands, except percentages)June 30, 2024December 31, 2023Amount%
Deposits
Domestic (1)
$5,281,946 $5,430,059 $(148,113)(2.7)%
Foreign:
Venezuela (2)
1,918,134 1,870,979 47,155 2.5 %
Others (3)
615,931 593,825 22,106 3.7 %
Total foreign2,534,065 2,464,804 69,261 2.8 %
Total deposits$7,816,011 $7,894,863 $(78,852)(1.0)%
_________________
(1)    Includes brokered deposits of $700.2 million and $736.9 million at June 30, 2024 and December 31, 2023, respectively.
(2)    Based upon the diligence we customarily perform to "know our customers" for anti-money laundering, OFAC and sanctions purposes, we believe that the U.S. economic embargo on certain Venezuelan persons will not adversely affect our Venezuelan customer relationships, generally.
(3) Our other foreign deposits do not include deposits from Venezuelan resident customers.
103



Our domestic deposits decreased $148.1 million, or 2.7%, in the six months ended June 30, 2024, primarily driven by decreases of: (i) $239.5 million in domestic interest bearing demand accounts, (ii) $28.0 million in domestic customer time deposits, and (iii) $13.5 million in domestic brokered time deposits. These decreases were partially offset by: (i) an increase of $130.4 million in domestic savings and money market accounts and (ii) $2.5 million in domestic noninterest bearing accounts.
During the six months ended June 30, 2024, total foreign deposits increased $69.3 million, or 2.8%, primarily driven by an increase of $47.2 million, or 2.5% in deposits from customers domiciled in Venezuela, mostly in interest-bearing accounts and time deposits. There was also an increase of $22.1 million, or 3.7%, in deposits from countries other than Venezuela.


Core Deposits
Our core deposits were $5.51 billion and $5.60 billion as of June 30, 2024 and December 31, 2023, respectively. Core deposits represented 70.4% and 70.9% of our total deposits at those dates, respectively. The decrease of $92.4 million, or 1.7%, in core deposits in the six months ended June 30, 2024 was mainly driven by a decrease in interest bearing demand deposits. We define “core deposits” as total deposits excluding all time deposits.
Brokered Deposits
We utilize brokered deposits primarily as an asset/liability management tool. As of June 30, 2024, we had $700.2 million in brokered deposits, which represented 9.0% of our total deposits at that date (9.3% as of December 31, 2023). As of June 30, 2024, brokered deposits decreased $36.7 million, or 5.0%, compared to $736.9 million as of December 31, 2023, mainly due to maturities of brokered time deposits, partially offset by new issuances during the period. As of June 30, 2024 and December 31, 2023, brokered deposits included time deposits of $700.0 million and $719.5 million, respectively, and brokered interest bearing demand and money market deposits of $0.2 million and $17.4 million, respectively. The Company has not historically sold brokered CDs in individual denominations over $100,000.
Large Fund Providers
Large fund providers consist of third party relationships with balances over $20 million. At June 30, 2024 and December 31, 2023, our large fund providers included 18 and 19 deposit relationships, respectively, with total balances of $887.5 million and $1.1 billion, respectively. The decrease in balances from large fund providers in the six months ended June 30, 2024 was mainly driven by the decrease in higher-cost municipal deposits as the Company continues its focus on depository relationships.

104


Large Time Deposits by Maturity
The following table sets forth the maturities of our time deposits with individual balances equal to or greater than $100,000 as of June 30, 2024 and December 31, 2023:
June 30, 2024December 31, 2023
(in thousands, except percentages)
Less than 3 months$433,791 32.7 %$178,102 13.7 %
3 to 6 months365,256 27.5 %239,843 18.4 %
6 to 12 months415,083 31.3 %698,897 53.6 %
1 to 3 years96,217 7.3 %174,792 13.4 %
Over 3 years16,416 1.2 %12,974 0.9 %
Total$1,326,763 100.0 %$1,304,608 100.0 %

105


Short-Term Borrowings
In addition to deposits, we use short-term borrowings from time to time, such as advances from the FHLB and borrowings from other banks, as a source of funds to meet the daily liquidity needs of our customers and fund growth in earning assets. Short-term borrowings have maturities of 12 months or less as of the reported period-end.
There were no outstanding short-term borrowings as of June 30, 2024. Short-term borrowings outstanding at December 31, 2023 matured in January 2024. There were no other short-term borrowings outstanding in the six months ended June 30, 2024. All of our outstanding short-term borrowings at December 31, 2023 corresponded to advances from the FHLB. There were no other borrowings or repurchase agreements outstanding at June 30, 2024 and December 31, 2023.
The following table sets forth information about the outstanding amounts of our short-term borrowings at the close of, and for the year ended December 31, 2023.
December 31,
2023
(in thousands, except percentages)
Outstanding at period-end$40,000 
Average amount 49,572 
Maximum amount outstanding at any month-end204,863 
Weighted average interest rate:
  During period 4.27 %
  End of period 5.46 %
106

Return on Equity and Assets
The following table shows annualized return on average assets, return on average equity, and average equity to average assets ratio for the periods presented:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
(in thousands, except percentages and per share data)
Net income attributable to the Company$4,963$7,308$15,531$27,494
Basic earnings per common share0.150.220.460.82
Diluted earnings per common share (1)
0.150.220.460.81
Average total assets$9,729,666$9,488,103$9,742,117$9,398,262
Average stockholders' equity743,458747,011745,041741,569
Net income attributable to the Company / Average total assets (ROA)0.21 %0.31 %0.32 %0.59 %
Net income attributable to the Company / Average stockholders' equity (ROE)2.68 %3.92 %4.19 %7.48 %
Average stockholders' equity / Average total assets ratio7.64 %7.87 %7.65 %7.89 %
__________________

(1)In the three and six month periods ended June 30, 2024 and 2023, potential dilutive instruments consisted of unvested shares of restricted stock, restricted stock units and performance share units. See Note 13 to our unaudited interim consolidated financial statements in this Form 10-Q for details on the dilutive effects of the issuance of restricted stock, restricted stock units and performance share units on earnings per share for the three and six month periods ended June 30, 2024 and 2023.
During the three and six month periods ended June 30, 2024, basic and diluted earnings per share decreased compared to the same period one year ago, primarily driven by lower net income earned.

Capital Resources and Liquidity Management
Capital Resources 
Stockholders’ equity is influenced primarily by earnings, dividends, if any, and changes in accumulated other comprehensive income or loss (AOCI/AOCL) caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on debt securities available for sale and derivative instruments. AOCI or AOCL are not included in stockholders’ equity for purposes of determining our capital for bank regulatory purposes.
Total stockholders’ equity was $734.3 million as of June 30, 2024, a decrease of $1.7 million, or 0.2%, compared to $736.1 million as of December 31, 2023. This decrease was primarily driven by: (i) after-tax net unrealized holding losses of $8.0 million, primarily from the change in the market value of debt securities available for sale, (ii) $6.0 million of dividends declared and paid by the Company in the first six months of 2024, and (iii) an aggregate of $4.4 million of Class A common stock repurchased in the first six months of 2024. This was partially offset by net income of $15.5 million in the first six months of 2024.

107


Common Stock Transactions
In each of the three and six month periods ended June 30, 2024, the Company repurchased an aggregate of 200,652 shares of Class A common stock at a weighted average price of $22.17 per share under the 2023 Class A Common Stock Repurchase Program. The aggregate purchase price for these transactions was $4.4 million, including transaction costs. See Note 18 to the Company’s consolidated financial statements on the 2023 Form 10-K for more information about the 2023 Class A Common Stock Repurchase Program.

Dividends.
Set forth below are the details of dividends declared and paid by the Company for the first six months ended June 30, 2024:

Declaration DateRecord DatePayment DateDividend Per ShareDividend Amount
04/24/202405/15/202405/30/2024$0.09$3.0 million
01/17/202402/14/202402/29/2024$0.09$3.0 million
Liquidity Management
We manage our liquidity based on several factors that include the amount of core deposit relationships as a percentage of total deposits, the level of diversification of our funding sources, the allocation and amount of our deposits among deposit types, the short-term funding sources used to fund assets, the amount of non-deposit funding used to fund assets, the availability of unused funding sources, off-balance sheet obligations, the amount of cash and liquid securities we hold, the availability of assets readily convertible into cash without undue loss, the characteristics and maturities of our assets when compared to the characteristics of our liabilities and other factors.
Liquidity risk management is a relevant element of our asset/liability management. Our contingency funding plan is constantly monitored by our Assets and Liabilities Committee and serves as the basis to identify our liquidity needs. The contingency funding plan models several liquidity stress scenarios to evaluate different potential liquidity outflows or funding gaps resulting from economic disruptions and volatility in the financial markets, among other factors.

Customer deposits have been our principal source of funding, supplemented by our investment securities portfolio, our short-term and long-term borrowings as well as loan repayments and amortizations. The Company’s liquidity position includes cash and cash equivalents of $310.3 million at June 30, 2024, compared to $321.9 million at December 31, 2023.

At June 30, 2024 and December 31, 2023, the Company had $765.0 million and $645.0 million, respectively, of outstanding advances from the FHLB. At June 30, 2024 and December 31, 2023, we had an additional $2.1 billion of remaining credit availability with the FHLB, and $1.9 billion of FHLB borrowing capacity. This additional borrowing capacity is determined by the FHLB. In the six months ended June 30, 2024, the Company repaid $1.1 billion in advances from the FHLB, and borrowed $1.2 billion from this source. In the six months ended June 30, 2024, the Company had no significant gains or losses on the repayments of the advances from the FHLB. These repayments are part of the Company’s asset/liability management strategies.
There were no other borrowings as of June 30, 2024 and December 31, 2023.

We also have available uncommitted federal funds lines with several banks. We had no outstanding borrowings under uncommitted federal funds lines with banks at June 30, 2024 and December 31, 2023.
108

Holding Company

We are a corporation separate and apart from the Bank and, therefore, must provide for our own liquidity. Historically, our main source of funding has been dividends declared and paid to us by the Bank. The Company is the obligor and guarantor on our junior subordinated debt and the guarantor of the Senior Notes and Subordinated Notes. The Company held cash and cash equivalents mainly at the Bank of $50.0 million as of June 30, 2024 and $46.8 million as of December 31, 2023, in funds available to service its Senior Notes, Subordinated Notes and junior subordinated debt and for general corporate purposes, as a separate stand-alone entity.
Subsidiary Dividends
There are statutory and regulatory limitations that affect the ability of the Bank to pay dividends to the Company. These limitations exclude the effects of AOCI/AOCL. Management believes that these limitations will not affect the Company’s ability to meet its ongoing short-term cash obligations. See “Supervision and Regulation” in the 2023 Form 10-K.
In December 2023, the Board of Directors of the Bank approved the payment of a cash dividend of $20 million by the Bank to the Company. The Company received this dividend from the Bank in the first quarter of 2024.
Based on our current outlook, we believe that net income, advances from the FHLB, available other borrowings and any dividends paid to us by the Bank will be sufficient to fund liquidity requirements for the foreseeable future.

Regulatory Capital Requirements
The Company’s consolidated regulatory capital amounts and ratios are presented in the following table:
ActualRequired for Capital Adequacy PurposesRegulatory Minimums To be Well Capitalized
(in thousands, except percentages)AmountRatioAmountRatioAmountRatio
June 30, 2024
Total capital ratio$987,445 11.88 %$632,412 8.00 %$790,515 10.00 %
Tier 1 capital ratio858,911 10.34 %474,309 6.00 %632,412 8.00 %
Tier 1 leverage ratio858,911 8.74 %393,616 4.00 %492,020 5.00 %
Common Equity Tier 1 (CET1)798,147 9.60 %355,732 4.50 %513,835 6.50 %
December 31, 2023
Total capital ratio$979,777 12.12 %$646,481 8.00 %$808,101 10.00 %
Tier 1 capital ratio851,787 10.54 %484,860 6.00 %646,481 8.00 %
Tier 1 leverage ratio851,787 8.84 %385,598 4.00 %481,998 5.00 %
Common Equity Tier 1 (CET1)790,959 9.79 %363,645 4.50 %525,266 6.50 %
109

The Bank’s consolidated regulatory capital amounts and ratios are presented in the following table:
ActualRequired for Capital Adequacy PurposesRegulatory Minimums to be Well Capitalized
(in thousands, except percentages)AmountRatioAmountRatioAmountRatio
June 30, 2024
Total capital ratio$988,417 11.91 %$631,451 8.00 %$789,313 10.00 %
Tier 1 capital ratio889,422 10.72 %473,588 6.00 %631,451 8.00 %
Tier 1 leverage ratio889,422 9.09 %392,281 4.00 %490,351 5.00 %
Common Equity Tier 1 (CET1)889,422 10.72 %355,191 4.50 %513,054 6.50 %
December 31, 2023
Total capital ratio$964,678 11.95 %$645,662 8.00 %$807,077 10.00 %
Tier 1 capital ratio866,141 10.73 %484,246 6.00 %645,662 8.00 %
Tier 1 leverage ratio866,141 9.03 %383,864 4.00 %479,830 5.00 %
Common Equity Tier 1 (CET1)866,141 10.73 %363,185 4.50 %524,600 6.50 %
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Off-Balance Sheet Arrangements
The following table shows the outstanding balance of financial instruments whose contracts represent off-balance sheet credit risk as of the end of the periods presented. Except as disclosed below, we are not involved in any other off-balance sheet contractual relationships that are reasonably likely to have a current or future material effect on our financial condition, a change in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. For more details on the Company’s off-balance sheet arrangements, see Note 19 to our audited consolidated financial statements included in the 2023 Form 10-K.
(in thousands)June 30, 2024December 31, 2023
Commitments to extend credit$1,353,399 $1,305,816 
Letters of credit102,907 29,605 
$1,456,306 $1,335,421 

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Contractual Obligations
In the normal course of business, we and our subsidiaries enter into various contractual obligations that may require future cash payments. Significant commitments for future cash obligations include capital expenditures related to operating leases, certain binding agreements we have entered into for services including outsourcing of technology services, advertising and other services, and other borrowing arrangements which are not material to our liquidity needs. We currently anticipate that our available funds, credit facilities, and cash flows from operations will be sufficient to meet our operational cash needs for the foreseeable future. Other than the changes discussed herein, there have been no material changes to the contractual obligations previously disclosed in the 2023 Form 10-K.

In the six months ended June 30, 2024, the Company borrowed $1.2 billion in advances from the FHLB and repaid $1.1 billion of these borrowings.
In the six months ended June 30, 2024, total time deposits increased $13.6 million, or 0.6%. See “Deposits” for additional information.
Critical Accounting Policies and Estimates
For our critical accounting policies and estimates disclosure, see the 2023 Form 10-K where such matters are disclosed for the Company’s latest fiscal year ended December 31, 2023.
Recently Issued Accounting Pronouncements. For a description of recently issued accounting pronouncements, see Note 1 to the Company’s audited consolidated financial statements in the 2023 Form 10-K.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We believe interest rate and price risks are the most significant market risks impacting us. We monitor and evaluate these risks using sensitivity analyses to measure the effects on earnings, equity and the available for sale portfolio mark-to-market exposure, of changes in market interest rates. Exposures are managed to a set of limits previously approved by our Board of Directors and monitored by management. See discussions below for material changes in our market risk exposure as compared to those discussed in our 2023 Form 10-K, Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk”.

Earnings Sensitivity
The following table shows the sensitivity of our net interest income as a function of modeled interest rate changes:
Change in earnings (1)
June 30,December 31,
(in thousands, except percentages)20242023
Change in Interest Rates (Basis points)
Increase of 200$12,318 3.6 %$20,487 6.1 %
Increase of 10011,745 3.4 %15,618 4.7 %
Decrease of 50 (4,117)(1.2)%(3,923)(1.2)%
Decrease of 100(8,717)(2.5)%(10,273)(3.1)%
Decrease of 200(23,433)(6.8)%(21,290)(6.3)%
__________________
(1) Represents the change in net interest income, and the percentage that change represents of the base scenario net interest income. The base scenario assumes (i) flat interest rates over the next 12 months, (ii) that total financial instrument balances are kept constant over time and (iii) that interest rate shocks are instant and parallel to the yield curve, for the various interest rates and indices that affect our net interest income.
112



Net interest income in the base scenario increased to approximately $347 million in the three months ended June 30, 2024 compared to $336.0 million as of December 31, 2023. This increase is mainly due to (i) loan production at higher rates, and (ii) the growth in the size of the balance sheet as total assets increased $31.4 million, or 0.3%, in the first half of 2024 compared to December 31, 2023. This was partially offset by the higher cost of total deposits and borrowings.

The Company periodically reviews the scenarios used for earnings sensitivity to reflect market conditions.

Economic Value of Equity (EVE) Analysis

The following table shows the sensitivity of our EVE as a function of interest rate changes as of the periods presented:
Change in equity (1)
June 30,December 31,
20242023
Change in Interest Rates (Basis points)
Increase of 200(13.95)%(4.66)%
Increase of 100(5.32)%(0.38)%
Decrease of 502.69 %3.61 %
Decrease of 1004.00 %1.83 %
Decrease of 2004.45 %2.73 %
__________________
(1) Represents the percentage of equity change in a static balance sheet analysis assuming interest rate shocks are instant and parallel to the yield curves for the various interest rates and indices that affect our net interest income.


During the periods reported, the modeled effects on the EVE remained within established Company risk limits.

Available for Sale Portfolio mark-to-market exposure

The Company measures the potential change in the market price of its investment portfolio, and the resulting potential change on its equity for different interest rate scenarios. This table shows the result of this test as of June 30, 2024 and December 31, 2023:

Change in market value (1)
June 30,December 31,
(in thousands)20242023
Change in Interest Rates
(Basis points)
Increase of 200$(118,146)$(112,010)
Increase of 100(59,487)(54,182)
Decrease of 5029,515 34,956 
Decrease of 100
58,479 55,312 
Decrease of 200
111,815 112,809 
__________________
(1) Represents the amounts by which the investment portfolio mark-to-market would change assuming rate shocks that are instant and parallel to the yield curves for the various interest rates and indices that affect our net interest income.

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The average duration of our investment portfolio increased to 5.3 years at June 30, 2024 compared to 5.0 years at December 31, 2023, as the model anticipates slower MBS principal prepayments due to the higher market rates. Additionally, the floating rate portfolio decreased to 12.9% at June 30, 2024 from 13.3% at December 31, 2023.


Limits Approval Process
The following table sets forth information regarding our interest rate sensitivity due to the maturities of our interest bearing assets and liabilities as of June 30, 2024. This information may not be indicative of our interest rate sensitivity position at other points in time.

June 30, 2024
(in thousands except percentages)TotalLess than one yearOne to three yearsFour to Five YearsMore than five yearsNon-rate
Earning Assets
Cash and cash equivalents$310,319 $238,238 $— $— $— $72,081 
Securities:
Debt available for sale, at fair value
1,269,356 343,608 268,891 178,163 478,694 — 
Debt held to maturity, at amortized cost
219,613 — — — 219,613 — 
Federal Reserve and FHLB stock56,412 43,195 — — — 13,217 
Marketable equity securities2,483 2,483 — — — — 
Loans held for sale
611,950 611,950 — — — — 
Loans held for investment-performing (1)
6,610,009 3,906,065 1,201,386 688,060 814,498 — 
Earning Assets$9,080,142 $5,145,539 $1,470,277 $866,223 $1,512,805 $85,298 
Liabilities
Interest bearing demand deposits2,316,976 2,316,976 — — — — 
Saving and money market1,723,233 1,723,233 — — — — 
Time deposits2,310,662 1,728,434 517,772 63,522 934 — 
FHLB advances765,000 40,000 260,000 465,000 — — 
Senior Notes59,685 — 59,685 — — — 
Subordinated Notes29,539 — — — 29,539 — 
Junior subordinated debentures64,178 64,178 — — — — 
Interest bearing liabilities$7,269,273 $5,872,821 $837,457 $528,522 $30,473 $— 
Interest rate sensitivity gap(727,282)632,820 337,701 1,482,332 85,298 
Cumulative interest rate sensitivity gap(727,282)(94,462)243,239 1,725,571 1,810,869 
Earnings assets to interest bearing liabilities (%)87.6 %175.6 %163.9 %4,964.4 %N/M
__________________
(1)     “Loan held for investment-performing” excludes $101.0 million of non-performing loans (non-accrual loans and loans 90 days or more past-due and still accruing).
N/M    Not meaningful
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ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
The Company maintains a set of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosures. The CEO and the CFO, with assistance from other members of management, have evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2024, and, based on their evaluation, have concluded that the disclosure controls and procedures were effective as of such date.

Limitations on Effectiveness of Controls and Procedures
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute, assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.




115

PART II. OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS
In the normal course of business, we become involved in litigation and other legal proceedings arising from the banking, financial, and other activities we conduct. Based on the information presently available, and after consultation with legal counsel, management believes that the ultimate outcome in such litigation and legal proceedings, in the aggregate, will not have a material adverse effect on our business, our financial condition, or the results of our operations. Where appropriate, reserves for these various matters of litigation are established, under FASB ASC Topic 450, Contingencies, based in part upon management’s judgment and the advice of legal counsel.
ITEM 1A. RISK FACTORS
For detailed information about certain risk factors that could materially affect our business, financial condition or future results see "Risk Factors" in Part I, Item 1A of the 2023 Form 10-K and the Form 10-Q for the quarter ended March 31, 2024. Other than the risk factors set forth in Part II, Item 1A of our Form 10-Q for the quarter ended March 31, 2024, there have been no material changes to the risk factors previously disclosed in the 2023 Form 10-K.

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

The following table provides information regarding repurchases of the Company’s common stock by the Company during the three months ended June 30, 2024:

(a)(b)(c)(d)
PeriodTotal Number of Shares PurchasedAverage Price Paid Per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
Maximum Dollar Value of Shares that May Yet Be Purchased Under the Current Program
April 1 - April 30— $— — $20,067,154 
May 1 - May 31106,403 22.71 106,403 17,650,364 
June 1 - June 3094,249 21.55 94,249 15,619,197 
Total200,652 $22.17 200,652 $15,619,197 

________________
(1) On December 19, 2022, the Company announced that the Board of Directors authorized a repurchase program pursuant to which the Company may purchase, from time to time, up to an aggregate amount of $25 million of its shares of Class A common stock (the “2023 Class A Common Stock Repurchase Program”). On December 6, 2023, the Board approved to extend the expiration date of the 2023 Class A Common Stock Repurchase Program that was set to expire on December 31, 2023 to December 31, 2024. As of the date the extension of the 2023 Class A Common Stock Repurchase Program was approved, the Company had approximately $20 million available for repurchases under the program. In the three months ended June 30, 2024, the Company repurchased an aggregate of 200,652 shares of Class A common stock at a weighted average price of $22.17 per share, under the 2023 Class A Common Stock Repurchase Program.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.

ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
116


ITEM 5. OTHER INFORMATION
Securities Trading Plans of Directors and Executive Officers
During the quarter ended June 30, 2024, none of our directors or executive officers adopted or terminated a Rule 10b5-1 trading plan or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).    
117

ITEM 6. EXHIBITS
Exhibit
Number
Description
10.1
31.1
31.2
32.1
32.2
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data (embedded within XBRL documents)
* Certain information in this exhibit has been omitted in accordance with Item 601(b)(10) of Regulation S-K. The Company agrees to furnish a copy of any omitted information to the U.S. Securities and Exchange Commission upon its request.
** Furnished herewith
118

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.
AMERANT BANCORP INC.
(Registrant)
Date:August 2, 2024By:
/s/ Gerald P. Plush
Gerald P. Plush
Chairman, President and Chief Executive Officer
(Principal Executive Officer)
Date:August 2, 2024By:/s/ Sharymar Calderon
Sharymar Calderon
Executive Vice-President, Chief Financial Officer
(Principal Financial Officer)
119