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UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY - USD ($)
$ in Thousands
Total
Cumulative effect accounting adjustment
[1]
Common Stock
Additional Paid in Capital
Retained Earnings
Retained Earnings
Cumulative effect accounting adjustment
[1]
Accumulated Other Comprehensive Loss
Unallocated Common Stock Held by ESOP
Beginning balance (in shares) at Dec. 31, 2022     176,172,073          
Beginning Balance at Dec. 31, 2022 $ 2,471,790 $ 822 $ 1,762 $ 1,649,141 $ 1,881,775 $ 822 $ (923,192) $ (137,696)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Dividends to common shareholders [2] (49,046)       (49,046)      
Issuance of restricted stock awards (in shares)     47,820          
Issuance of restricted stock awards 0   $ 1 (1)        
Issuance of common stock under share-based compensation arrangements (in shares) [3]     156,782          
Issuance of common stock under share-based compensation arrangements [3] (1,164)   $ 3 (1,167)        
Share-based compensation 11,387     11,387        
Net (loss) income (86,326)       (86,326)      
Other comprehensive income (loss), net of tax 93,610           93,610  
ESOP shares committed to be released 5,480     1,776       3,704
Ending balance (in shares) at Sep. 30, 2023     176,376,675          
Ending balance at Sep. 30, 2023 2,446,553   $ 1,766 1,661,136 1,747,225   (829,582) (133,992)
Beginning balance (in shares) at Jun. 30, 2023     176,376,675          
Beginning Balance at Jun. 30, 2023 2,526,772   $ 1,766 1,656,750 1,704,470   (700,982) (135,232)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Dividends to common shareholders [4] (16,358)       (16,358)      
Share-based compensation 3,675     3,675        
Net (loss) income 59,113       59,113      
Other comprehensive income (loss), net of tax (128,600)           (128,600)  
ESOP shares committed to be released 1,951     711       1,240
Ending balance (in shares) at Sep. 30, 2023     176,376,675          
Ending balance at Sep. 30, 2023 $ 2,446,553   $ 1,766 1,661,136 1,747,225   (829,582) (133,992)
Beginning balance (in shares) at Dec. 31, 2023 176,426,993   176,426,993          
Beginning Balance at Dec. 31, 2023 $ 2,974,855   $ 1,767 1,666,441 2,047,754   (608,352) (132,755)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Dividends to common shareholders [2] (58,502)       (58,502)      
Repurchased common stock (in shares)     (836,399)          
Repurchased common stock (12,628)   $ (8) (12,620)        
Issuance of restricted stock awards (in shares)     56,352          
Issuance of restricted stock awards 0   $ 1 (1)        
Restricted share awards cancelled (in shares) [5]     (17,379)          
Restricted share awards cancelled [5] (216)   $ (2) (214)        
Issuance of common stock under share-based compensation arrangements (in shares) [3]     284,780          
Issuance of common stock under share-based compensation arrangements [3] (1,880)   $ 3 (1,883)        
Share-based compensation 13,576     13,576        
Net (loss) income 58,790       58,790      
Other comprehensive income (loss), net of tax 112,241           112,241  
ESOP shares committed to be released 5,256     1,578       3,678
Common stock issued for merger (in shares)     38,769,562          
Common stock issued for merger 576,504   $ 388 576,116        
Stock issuance costs (941)     (941)        
Cambridge Bancorp restricted share awards converted to restricted share awards of the Company at fair value (in shares) [6]     118,693          
Cambridge Bancorp restricted share awards converted to restricted share awards of the Company at fair value [6] 1,053   $ 1 1,052        
Pre-merger service credit for restricted share units [7] $ 3,030     3,030        
Ending balance (in shares) at Sep. 30, 2024 214,802,602   214,802,602          
Ending balance at Sep. 30, 2024 $ 3,671,138   $ 2,150 2,246,134 2,048,042   (496,111) (129,077)
Beginning balance (in shares) at Jun. 30, 2024     176,687,829          
Beginning Balance at Jun. 30, 2024 2,967,473   $ 1,770 1,673,722 2,076,566   (654,290) (130,295)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Dividends to common shareholders [4] (22,336)       (22,336)      
Repurchased common stock (in shares)     (836,399)          
Repurchased common stock (12,628)   $ (8) (12,620)        
Restricted share awards cancelled (in shares) [8]     (17,379)          
Restricted share awards cancelled [8] (216)   $ (2) (214)        
Issuance of common stock under share-based compensation arrangements (in shares) [9]     80,296          
Issuance of common stock under share-based compensation arrangements [9] (618)   $ 1 (619)        
Share-based compensation 5,745     5,745        
Net (loss) income (6,188)       (6,188)      
Other comprehensive income (loss), net of tax 158,179           158,179  
ESOP shares committed to be released 2,081     863       1,218
Common stock issued for merger (in shares)     38,769,562          
Common stock issued for merger 576,504   $ 388 576,116        
Stock issuance costs (941)     (941)        
Cambridge Bancorp restricted share awards converted to restricted share awards of the Company at fair value (in shares) [10]     118,693          
Cambridge Bancorp restricted share awards converted to restricted share awards of the Company at fair value [10] 1,053   $ 1 1,052        
Pre-merger service credit for restricted share units [11] $ 3,030     3,030        
Ending balance (in shares) at Sep. 30, 2024 214,802,602   214,802,602          
Ending balance at Sep. 30, 2024 $ 3,671,138   $ 2,150 $ 2,246,134 $ 2,048,042   $ (496,111) $ (129,077)
[1] Represents gross transition adjustment amount of $1.1 million, net of taxes of $0.3 million, to reflect the cumulative impact on retained earnings pursuant to the Company’s adoption of Accounting Standards Update 2022-02. Refer to Note 5, “Loans and Allowance for Credit Losses” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[2] The Company declared cumulative cash dividends of $0.33 and $0.30 per share of common stock during the nine months ended September 30, 2024 and 2023, respectively.
[3] Represents shares issued, net of employee tax withheld, upon the vesting of restricted stock units. Refer to Note 11, “Employee Benefits” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[4] The Company declared quarterly cash dividends of $0.11 and $0.10 per share of common stock during the three months ended September 30, 2024 and 2023, respectively.
[5] Includes 14,353 restricted stock award shares cancelled upon vesting for employee payroll tax withholding and 3,026 restricted stock award shares cancelled upon forfeiture. Shares withheld relate to awards issued by Cambridge Bancorp to its employees which were converted to awards of the Company upon completion of the merger. Refer to Note 3, “Mergers and Acquisitions” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[6] The Company issued 118,693 restricted stock award shares with a fair value of $1.1 million as part of the purchase consideration for the merger. Refer to Note 3, “Mergers and Acquisitions” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[7] Represents credit for service for Company employees retained following the merger related to restricted share unit awards converted to Company restricted share units at the merger date of July 12, 2024. Refer to Note 3, “Mergers and Acquisitions” within the Notes
to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[8] Includes 14,353 restricted stock award shares cancelled upon vesting for employee payroll tax withholding and 3,026 restricted stock award shares cancelled upon forfeiture. Shares withheld relate to awards issued by Cambridge Bancorp to its employees which were converted to awards of the Company upon completion of our merger with Cambridge Bancorp effective July 12, 2024 (the merger). Refer to Note 3, “Mergers and Acquisitions” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[9] Represents shares issued, net of employee tax withheld, upon the vesting of restricted stock units. Refer to Note 11, “Employee Benefits” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[10] The Company issued 118,693 restricted stock award shares with a fair value of $1.1 million as part of the purchase consideration for the merger. Refer to Note 3, “Mergers and Acquisitions” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.
[11] Represents credit for service for former employees of Cambridge Bancorp retained following the merger related to restricted share unit awards converted to Company restricted share units at the merger date of July 12, 2024. Refer to Note 3, “Mergers and Acquisitions” within the Notes to the Unaudited Consolidated Financial Statements included in Part I, Item 1 in this Quarterly Report on Form 10-Q for additional discussion.