Amalgamated Financial Corp
For the period ended Dec 31, 2024. Filed Mar 6, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 6, 2025
AMAL$49.56+0.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2023-12-31; filed 2024-03-07.
0001823608-24-000076
Item 7.Report of Independent Registered Accounting Firm,Current report: 10-K
Period ended 2024-12-31; filed 2025-03-06.
0001823608-25-000015
Item 7.Report of Independent Registered Accounting Firm,The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 245 previous paragraphs and 264 current paragraphs.
167 unchanged; 54 reworded; 31 added; 14 removed; 10 previous and 12 current paragraphs rearranged.
Tables are not compared: 49 previous and 54 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (31)
Current report
Included in commercial and industrial loans are government guaranteed loans with a balance of $198.5 million at December 31, 2024 and $225.6 million at December 31, 2023. Due to these loans being fully guaranteed by the United States government, no allowance for credit losses is recorded in relation to these loans at December 31, 2024 or December 31, 2023.
Current report
Six loans were permanently modified during the year ended December 31, 2024. One CRE loan andone C&I loan were modified during the year had a payment default during the year ended December 31, 2024.
Current report
The following table discloses risk rating of the loans. Information below evaluates the Company’s risk category of loans by class as of December 31, 2024:
Current report
The Company had $1.9 million and $2.2 million of loans to related parties and affiliates as of December 31, 2024 and December 31, 2023, respectively.
Current report
As of December 31, 2024 and December 31, 2023, Loans Held for Sale ("LHFS") on the Consolidated Statements of Financial Condition was $37.6 million and $1.8 million, respectively. Included in LHFS were certain non-performing loans of $4.9 million and $1.0 million as of December 31, 2024 and December 31, 2023, respectively. In addition, at December 31, 2024, there was a pool of $31.4 million performing residential loans in loans held-for-sale that are expected to close in the first quarter of 2025. Remaining loans in both periods were related to residential loans originated for sale.
Current report
During the year ended December 31, 2024, the Company's Board of Directors approved a non-qualified Bonus Deferral And Stock Purchase Plan ("BDSPP") to provide for a bonus deferral opportunity with matching benefits to certain executives. The plan allows for participating executives to defer up to 100% of their annual incentive plan bonus in the form of “deferred stock units” ("DSUs") which will convert to shares issuable upon the earliest to occur of the executive’s separation from service (including death), a change of control or a qualifying financial emergency. The Company will match 100% up to 35% of any deferred bonus, in the form of additional DSUs credited to participants' plan accounts. Executives are required to elect their deferral amount prior to the start of the performance year. Notwithstanding the foregoing, for the first plan year ended December 31, 2024, the deferral limit was 50% (not 100%) of the annual incentive plan bonus (and any matching amounts will be
Current report
awarded when the annual bonus is determined for such year). For the year ended December 31, 2024, executive bonus expense has been accrued as part of the annual incentive accruals.
Current report
Derivatives represent interest rate option contracts and interest rate swaps and estimated fair values are based on valuation models using observable market data as of the measurement date.
Current report
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts.
Current report
The Company’s objectives in using interest rate derivatives are to manage its exposure to interest rate movements and to add stability to net interest income. To accomplish this objective, the Company has entered into interest rate cash flow hedges as part of its interest rate risk management strategy. As of December 31, 2024, the Company hadone interest rate swap with a notional value of $100.0 million andtwo interest rate option contracts with a floor with notional value of $165.0 million, in total three hedging floating-rate available for sale securities.
Current report
Effect of Derivatives on the Consolidated Statements of Financial Condition
Current report
All cash flow hedges are recorded gross on the Consolidated Statements of Financial Condition.
Current report
The tables below present the outstanding notional balances and the fair value of the Company’s derivative assets as of December 31, 2024 and December 31, 2023.
Current report
Effect of Cash Flow Hedge Accounting on the Consolidated Statements of Operations
Current report
The table below presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations as of December 31, 2024, December 31, 2023 and December 31, 2022:
Current report
Cash flow hedges involve the receipt of fixed amounts from a counterparty in exchange for the Company making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company uses these types of derivatives to hedge the variable cash flows associated with existing or forecasted variable-rate securities.
Current report
For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest income in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest income as interest payments are received on the Company’s variable-rate securities. During the next twelve months, the Company estimates that an additional $235.3 thousand will be reclassified as a reduction in interest income.
Current report
The Company did not terminate any derivatives during the year ended December 31, 2024. There were no derivatives during the year ended December 31, 2023.
Current report
The table below presents the effect of the cash flow hedge accounting on accumulated other comprehensive income (loss) for the periods indicated:
Current report
Included in the above table are extensions of credit to related parties and affiliates. As of December 31, 2024, the Company had $70.0 million of lines of credit and $0.3 million of standby letters of credit. As of December 31, 2023, the Company had $73.0 million of lines of credit and $0.3 million of standby letters of credit.
Current report
As of December 31, 2024, the ROU lease asset is $14.2 million and operating lease liability is $19.7 million. As of December 31, 2023, the ROU lease asset was $21.1 million and operating lease liability was $30.6 million.
Current report
The lease expiration dates ranged from 0 to 3 years for both December 31, 2024, and December 31, 2023.
Current report
The Company's reportable segment is determined by the Chief Executive Officer, who is the designated chief operating decision maker, based upon information provided about the Company's products and services offered, primarily banking operations. Substantially all of our operations occur through the Bank and involve the delivery of loan and deposit products to customers. Management makes operating decisions and assesses performance based on an ongoing review of its banking operation, which constitutes our only operating segment for financial reporting purposes. We do not consider our trust and investment management business as a separate segment. The accounting policies of the Company's segment are the same as those described in the Note 1 “Summary of Significant Accounting Policies.”
Current report
Livingston, New Jersey
Removed paragraphs (14)
Previous report
The following table provides information regarding the methods used to evaluate the Company’s loans for impairment by portfolio, and the Company’s allowance by portfolio based upon the method of evaluating loan impairment as of December 31, 2023:
Previous report
There were $1.7 million in related party loans outstanding as of December 31, 2023 compared to $1.6 million related party loans as of December 31, 2022.
Previous report
The Company has certain non-performing loans included in the balance of Loans held for sale on the Consolidated Statements of Financial Condition. There were $1.0 million and $6.9 million such loans as of December 31, 2023 and December 31, 2022, respectively.
Previous report
The following table provides information regarding the methods used to evaluate the Company’s loans for impairment by portfolio, and the Company’s allowance by portfolio based upon the method of evaluating loan impairment as of December 31, 2022:
Previous report
The following is additional information regarding the Company's impaired loans and the allowance related to such loans prior to the adoption of ASU 2016-13, as of and for the year ended December 31, 2022.
Previous report
As described in Notes 1, 2, and 5 to the financial statements and referred to in the change in accounting principle explanatory paragraph above, on January 1, 2023 (“adoption date”), the Company adopted ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) under a modified retrospective approach, which required the Company to estimate expected credit losses for its financial assets carried at amortized cost utilizing the current expected credit loss (“CECL”) methodology.
Previous report
◦Management’s judgments in the design of the quantitative and qualitative models.
Previous report
◦Management’s review of the results of the third-party model validation.
Previous report
◦Evaluation, with the assistance of internal specialists, of the reasonableness of management’s judgments related to the conceptual design and construction of the models.
Reworded paragraphs (54)
Previous wording
With the adoption of ASU 2016-13 on January 1, 2023, all loan balances in this footnote for the period ended December 31, 2023 are presented at amortized cost, net of deferred loan origination costs. Loan balances for the period ended December 31, 2022 are presented at unpaid principal balance.
Current wording
Loans receivable at amortized cost, net of deferred loan origination fees and costs, are summarized as follows:
Previous wording
Within the table above are $10.3 million of commercial real estate loans that were in the process of being refinanced at December 31, 2022, and have been included as 30-89 days past due as they are past their maturity date.
Current wording
Within the table above is an $8.2 million multifamily loan that was in the process of being refinanced at December 31, 2024, and has been included as 30-89 days past due as it was past the maturity date. This loan was subsequently refinanced and is performing in accordance with the updated terms.
Previous wording
Twelve loans were permanently modified in the year ended December 31, 2023. Three loans that were modified in the year had a payment default during the year ended December 31, 2023.
Current wording
Twelve loans were permanently modified during the year ended December 31, 2023. Three loans that were modified during the year had a payment default during the year ended December 31, 2023.
Current wording
•pass loans are of satisfactory quality (risk rating 1 through 6);
Previous wording
•special mention loans have a potential weakness or risk that may result in the deterioration of future repayment;
Current wording
•special mention loans have a potential weakness or risk that may result in the deterioration of future repayment (risk rating 7);
Previous wording
•substandard loans are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged (these loans have a well-defined weakness, and there is a distinct possibility that the Company will sustain some loss); and
Current wording
•substandard loans are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged (these loans have a well-defined weakness, and there is a distinct possibility that the Company will sustain some loss) (risk rating 8 and 9); and
Previous wording
•doubtful loans, based on existing circumstances, have weaknesses that make collection or liquidation in full highly questionable and improbable.
Current wording
•doubtful loans, based on existing circumstances, have weaknesses that make collection or liquidation in full highly questionable and improbable (risk rating 10).
Previous wording
The following tables summarize the Company’s loan portfolio by credit quality indicator as of December 31, 2022:
Current wording
The following tables summarize the Company’s risk category of loans by class as of December 31, 2023:
Previous wording
As of December 31, 2023 and December 31, 2022, mortgage loans with an unpaid principal balance of $2.35 billion and $0.82 billion, respectively, were pledged to the FHLBNY to secure outstanding advances, letters of credit and to provide additional borrowing potential.
Current wording
As of December 31, 2024 and December 31, 2023, mortgage loans with an unpaid principal balance of $2.45 billion and $2.35 billion, respectively, were pledged to the FHLBNY to secure outstanding advances, letters of credit and to provide additional borrowing potential.
Previous wording
Depreciation and amortization expense charged to operations amounted to $3.5 million, $3.5 million, and $3.6 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Current wording
Depreciation and amortization expense charged to operations amounted to $3.2 million, $3.5 million, and $3.5 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Previous wording
The scheduled maturities of time deposits and brokered CDs as of December 31, 2023 are as follows:
Current wording
The scheduled maturities of time deposits as of December 31, 2024 are as follows:
Previous wording
Time deposits greater than $250,000 totaled $42.2 million as of December 31, 2023 and $110.4 million as of December 31, 2022.
Current wording
Time deposits greater than $250,000 totaled $48.5 million as of December 31, 2024 and $42.2 million as of December 31, 2023.
Previous wording
From time to time the Company will issue time deposits through the Certificate of Deposit Account Registry Service (“CDARS”) for the purpose of providing FDIC insurance to bank customers with balances in excess of FDIC insurance limits. CDARS deposits totaled approximately $63.1 million and $28.3 million as of December 31, 2023 and December 31, 2022, respectively, and are included in Time deposits above.
Current wording
From time to time the Company will issue time deposits through the Certificate of Deposit Account Registry Service (“CDARS”) for the purpose of providing FDIC insurance to bank customers with balances in excess of FDIC insurance limits. CDARS deposits totaled approximately $104.9 million and $63.1 million as of December 31, 2024 and December 31, 2023, respectively, and are included in Time deposits above.
Previous wording
Our total deposits included deposits from Workers United and its related entities, a related party, in the amounts of $56.4 million as of December 31, 2023 and $52.2 million as of December 31, 2022.
Current wording
Our total deposits included deposits from Workers United and its related entities, a related party, in the amounts of $71.2 million as of December 31, 2024 and $56.4 million as of December 31, 2023.
Previous wording
Included in total deposits are state and municipal deposits totaling $51.9 million and $88.3 million as of December 31, 2023 and December 31, 2022, respectively. Such deposits are secured by letters of credit issued by the FHLBNY or by securities pledged with the FHLBNY.
Current wording
Included in total deposits are state and municipal deposits totaling $62.6 million and $51.9 million as of December 31, 2024 and December 31, 2023, respectively. Such deposits are secured by letters of credit issued by the FHLBNY or by securities pledged with the FHLBNY.
Previous wording
On November 8, 2021, the Company completed a public offering of $85.0 million of aggregated principal amount of 3.250% Fixed-to-Floating Rate subordinated notes due 2031 (the "Notes"). The fixed rate period is defined from and including November 8, 2021 to, but excluding, November 15, 2026, or the date of earlier redemption. The floating rate period is defined from and including November 15, 2026 to, but excluding, November 15, 2031, or the date of earlier redemption. The floating rate per annum is equal to three-month term SOFR (the "benchmark rate") plus a spread of 230 basis points for each quarterly interest period during the floating rate period, provided however, that if the benchmark rate is less than zero, the benchmark rate shall be deemed to be zero. The subordinated notes will mature on November 15, 2031.
Current wording
On November 8, 2021, the Company completed a public offering of $85.0 million of aggregated principal amount of 3.25% Fixed-to-Floating Rate subordinated notes due 2031 (the "Notes"). The fixed rate period is defined from and including November 8, 2021 to, but excluding, November 15, 2026, or the date of earlier redemption. The floating rate period is defined from and including November 15, 2026 to, but excluding, November 15, 2031, or the date of earlier redemption. The floating rate per annum is equal to three-month term SOFR (the "benchmark rate") plus a spread of 230 basis points for each quarterly interest period during the floating rate period, provided however, that if the benchmark rate is less than zero, the benchmark rate shall be deemed to be zero. The subordinated notes will mature on November 15, 2031.
Previous wording
Interest expense on subordinated debt for the years ended December 31, 2023, 2022, and 2021 was $2.7 million, $2.7 million, and $0.4 million, respectively.
Current wording
Interest expense on subordinated debt for the years ended December 31, 2024, 2023, and 2022 was $2.4 million, $2.7 million, and $2.7 million, respectively.
Previous wording
During the year ended December 31, 2023 and 2022, the Company repurchased subordinated notes with a par value of $7.5 million and $6.3 million, for cash paid of $6.0 million and $5.6 million, respectively. There wereno repurchases of subordinated notes during the year ended December 31, 2021.
Current wording
During the year ended December 31, 2024, 2023 and 2022, the Company repurchased subordinated notes with a par value of $7.0 million, $7.5 million and $6.3 million, for cash paid of $5.9 million, $6.0 million and $5.6 million, respectively.
Previous wording
Gains on repurchases of subordinated debt for the year ended December 31, 2023 and 2022, were $1.4 million and $0.6 million, respectively, and are recorded in Non-interest income - other on the consolidated statements of income.
Current wording
Gains on repurchases of subordinated debt for the year ended December 31, 2024, 2023 and 2022, were $1.1 million, $1.4 million and $0.6 million, respectively, and are recorded in Non-interest income - other on the consolidated statements of income.
Previous wording
FHLBNY advances are collateralized by the FHLBNY stock owned by the Bank plus a pledge of other eligible assets comprised of securities and mortgage loans. Assets are pledged as collateral for borrowing capacity. As of December 31, 2023, the value of the other eligible assets had an estimated market value net of haircut totaling $2.03 billion (comprised of securities of $392.9 million and mortgage loans of $1.64 billion). The fair value of assets pledged to the FHLBNY is required to be not less than 110% of the outstanding advances. There were $4.4 million in outstanding FHLBNY advances as of December 31, 2023 and $580.0 million in outstanding FHLBNY advances as of December 31, 2022. For the years ended December 31, 2023, 2022, and 2021, interest expense on FHLBNY advances was $5.4 million and $4.7 million, andzero, respectively.
Current wording
FHLBNY advances are collateralized by the FHLBNY stock owned by the Bank plus a pledge of other eligible assets comprised of securities and mortgage loans. Assets are pledged as collateral for borrowing capacity. As of December 31, 2024, the value of the other eligible assets had an estimated market value net of haircut totaling $2.04 billion (comprised of securities of $379.6 million and mortgage loans of $1.66 billion). The fair value of assets pledged to the FHLBNY is required to be not less than 110% of the outstanding advances. There were $250.7 million in outstanding FHLBNY advances as of December 31, 2024 and $4.4 million in outstanding FHLBNY advances as of December 31, 2023. As of December 31, 2024, we had a $10.7 million of FHLBNY advances due in 2025 through the 0% Development Advance Program that provides members with subsidized funding in the form of interest rate credits to assist in originating loans or purchasing loans or investments that meet one of the eligibility criteria. Additionally, there were $240.0 million of FHLBNY overnight contractual maturity borrowings with a 4.69% interest rate. The Company pledged PACE assessments which qualified under the Climate Development Advance and therefore will receive interest rate credits and will not incur any interest expense related to the current outstanding advances. For the years ended December 31, 2024, 2023, and 2022, interest expense on FHLBNY advances was $0.3 million and $5.4 million, and $4.7 million, respectively.
Previous wording
In addition to FHLBNY advances, the Company uses other borrowings for short-term borrowing needs. Federal funds lines of credit are extended to the Company by non-affiliated banks with which a correspondent banking relationship exists. At December 31, 2023, and December 31, 2022 there was no outstanding balance related to federal funds purchased. In addition, following the recent bank failures, the Federal Reserve created a new Bank Term Funding Program ("BTFP") as an additional source of liquidity against high-quality securities, offering loans of up to one year to eligible institutions pledging qualifying assets as collateral. At December 31, 2023, there was an outstanding balance of $230.0 million related to the BTFP due in 2024 with a weighted average rate of 4.50%, andno outstanding balance at December 31, 2022. For the years ended December 31, 2023, 2022, and 2021, interest expense on BTFP balances was $7.6 million, zero, andzero, respectively.
Current wording
In addition to FHLBNY advances, the Company uses other borrowings for short-term borrowing needs. Federal funds lines of credit are extended to the Company by non-affiliated banks with which a correspondent banking relationship exists. At December 31, 2024, and December 31, 2023 there wasno outstanding balance related to federal funds purchased. In addition, following the bank failures in 2023, the Federal Reserve created a new Bank Term Funding Program ("BTFP") as an additional source of liquidity against high-quality securities, offering loans of up to one year to eligible institutions pledging qualifying assets as collateral. At December 31, 2024, BTFP ceased extending new borrowings, and as such, there wasno outstanding borrowings. At December 31, 2023, there was an outstanding borrowings balance of $230.0 million related to the BTFP due in 2024 with a weighted average rate of 4.50%. For the years ended December 31, 2024, 2023, and 2022, interest expense on BTFP balances was $2.7 million, $7.6 million, andzero, respectively.
Previous wording
As of December 31, 2023 the Company had remaining federal, state and local net operating loss carryforwards of approximately $8 thousand, $13.5 million and $8.0 million, respectively, which are available to offset future federal, state and local income and which expire over varying periods from 2030 through 2035.
Current wording
As of December 31, 2024 the Company had remaining state net operating loss carryforwards of approximately $6.1 million which are available to offset future state income and which expires in 2035.
Previous wording
The Company and its subsidiaries are subject to Federal, New York State, California, Colorado, District of Columbia, Florida, New Jersey, Massachusetts, Minnesota, North Carolina, Pennsylvania, Virginia and New York City income taxes. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination; with a tax examination presumably to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. As of December 31, 2023, the Company had an uncertain tax liability of $2.7 million related to a state and city tax examination regarding inventory of prior net operating losses. The Company reasonably expects to resolve this tax position in the next 12 months. The Company hadno uncertain tax positions as of December 31, 2022.
Current wording
The Company and its subsidiaries are subject to Federal, New York State, California, Colorado, District of Columbia, Florida, New Jersey, Massachusetts, Minnesota, North Carolina, Pennsylvania, Virginia and New York City income taxes. A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination; with a tax examination presumably to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. As of The Company had an uncertain tax liability related to on-going tax examinations regarding inventory of prior net operating losses of $0.9 million and $2.7 million at December 31, 2024 and December 31, 2023. The Company believes that it is reasonably possible these examinations will be resolved in 2025.
Previous wording
As of December 31, 2023, the Company is generally subject to possible examination by federal, state, and local taxing authorities for 2020 and subsequent tax years. Income tax receivable, which is included in other assets, totaled $8.0 million and $12.1 million as of December 31, 2023 and 2022, respectively.
Current wording
As of December 31, 2024, the Company is generally subject to possible examination by federal, state, and local taxing authorities for 2021 and subsequent tax years. Income tax receivable, which is included in other assets, totaled $17.9 million and $8.0 million as of December 31, 2024 and 2023, respectively.
Previous wording
Under the two-class method, earnings available to common stockholders for the period are allocated between common stockholders and participating securities according to participation rights in undistributed earnings. Our time-based and performance-based restricted stock units are not considered participating securities as they do not receive dividend distributions until satisfaction of the related vesting requirements. As of December 31, 2023 and December 31, 2022, the Company had 3,233 and 10,934 anti-dilutive shares, respectively.
Current wording
Under the two-class method, earnings available to common stockholders for the period are allocated between common stockholders and participating securities according to participation rights in undistributed earnings. Our time-based and performance-based restricted stock units are not considered participating securities as they do not receive dividend distributions until satisfaction of the related vesting requirements. As of December 31, 2024 and December 31, 2023, the Company had 342 and 3,233 anti-dilutive shares, respectively.
Previous wording
The Company also offers 2 retirement savings plans which are qualified under Section 401(k) of the Internal Revenue Code ("401(k) Plan"). Substantially all employees are eligible to participate, and participants can contribute up to 15% of their salary subject to certain limitations. The Company does not make contributions to the 401(k) Plan and as such does not incur any direct compensation expense related to the 401(k) Plan.
Current wording
The Company also offerstwo retirement savings plans which are qualified under Section 401(k) of the Internal Revenue Code ("401(k) Plan"). Substantially all employees are eligible to participate, and participants can contribute up to 15% of their salary subject to certain limitations. The Company does not make contributions to the 401(k) Plan and as such does not incur any direct compensation expense related to the 401(k) Plan.
Previous wording
There wereno options compensation costs to employees and directors for the year ended December 31, 2023 and December 31, 2022 as all options had been fully expensed as of December 31, 2020. Total options compensation costs for the year ended 2020 was $0.7 million, and is recorded within compensation and employee benefits expense on the Consolidated Statements of Income. The fair value of all awards outstanding as of December 31, 2023 and December 31, 2022 was $4.7 million and $4.2 million, respectively. No cash was received for options exercised in the years ended December 31, 2023 and December 31, 2022.
Current wording
There wereno options compensation costs to employees and directors for the year ended December 31, 2024 and December 31, 2023 as all options had been fully expensed as of December 31, 2020. The fair value of all awards outstanding as of December 31, 2024 and December 31, 2023 was $2.1 million and $4.7 million, respectively. No cash was received for options exercised in the years ended December 31, 2024 and December 31, 2023.
Previous wording
The Company repurchased 55,881 shares and 310,176 shares for options exercised in the years ended December 31, 2023 and December 31, 2022, respectively.
Current wording
The Company repurchased 128,530 shares and 55,881 shares for options exercised in the years ended December 31, 2024 and December 31, 2023, respectively.
Previous wording
The Amalgamated Financial Corp. 2023 Equity Incentive Plan (the “Equity Plan”) provides for the grant of stock-based incentive awards to employees and directors of the Company. The number of shares of common stock of the Company available for stock-based awards in the Equity Plan is 1,300,000 of which 1,265,610 shares were available for issuance as of December 31, 2023.
Current wording
The Amalgamated Financial Corp. 2023 Equity Incentive Plan (the “Equity Plan”) provides for the grant of stock-based incentive awards to employees and directors of the Company. The number of shares of common stock of the Company available for stock-based awards in the Equity Plan is 1,300,000 of which 866,875 shares were available for issuance as of December 31, 2024.
Previous wording
Restricted stock units ("RSUs") represent an obligation to deliver shares to an employee or director at a future date if certain vesting conditions are met. RSUs are subject to a time-based vesting schedule, the satisfaction of performance conditions, or the satisfaction of market conditions, and are settled in shares of the Company’s common stock. RSUs do not provide dividend equivalent rights from the date of grant and do not provide voting rights. RSUs accrue dividends based on dividends paid on common shares, but those dividends are paid in cash upon satisfaction of the specified vesting requirements on the underlying RSU.
Current wording
RSUs represent an obligation to deliver shares to an employee or director at a future date if certain vesting conditions are met. RSUs are subject to a time-based vesting schedule, the satisfaction of performance conditions, or the satisfaction of market conditions, and are settled in shares of the Company’s common stock. RSUs do not provide dividend equivalent rights from the date of grant and do not provide voting rights. RSUs accrue dividends based on dividends paid on common shares, but those dividends are paid in cash upon satisfaction of the specified vesting requirements on the underlying RSU.
Previous wording
During the year ended December 31, 2023, the Company granted 29,923 performance-based RSUs at a fair value of $23.42 per share, which vest subject to the achievement of the Company’s corporate goal for thethree-year period from January 1, 2023 to December 31, 2025. The corporate goal is based on the Company achieving a target increase in Tangible Book Value, adjusted for certain factors. The minimum and maximum awards that are achievable are 0 and 44,885 shares, respectively.
Current wording
During the year ended December 31, 2024, the Company granted 36,737 and 29,654 performance-based RSUs at a fair value of $23.20 and $23.18 per share, respectively, which vest subject to the achievement of the Company’s corporate goal for thethree-year period from January 1, 2024 to December 31, 2026. The corporate goal is based on the Company achieving a target increase in Tangible Book Value, adjusted for certain factors. The minimum and maximum awards that are achievable are 0 and 99,587 shares, respectively.
Previous wording
During the year ended December 31, 2023, the Company granted 29,747 market-based RSUs at a fair value of $23.56 per share which vest subject to the Bank’s relative total shareholder return compared to a group of peer banks over athree-year period from February 15, 2023 to February 14, 2026. The minimum and maximum awards that are achievable are 0 and 44,621 shares, respectively.
Current wording
During the year ended December 31, 2024, the Company granted 69,343 market-based RSUs at a fair value of $22.21 per share which vest subject to the Bank’s relative total shareholder return compared to a group of peer banks over athree-year period from March 1, 2024 to February 28, 2027. The minimum and maximum awards that are achievable are 0 and 104,015 shares, respectively.
Previous wording
During the year ended December 31, 2023, the Company awarded 619 and 2,656 shares at a fair value of $14.45 and $15.23 per share, respectively, related to the vesting of performance-based RSUs to satisfy the achievement of corporate goals above target.
Current wording
During the year ended December 31, 2024, the Company granted awarded 4,423 shares at a fair value of $14.97 per share, respectively, related to the vesting of performance-based RSUs to satisfy the achievement of corporate goals above target. Compensation expense attributable to the vesting of these shares was $66 thousand.
Previous wording
As of December 31, 2023, the Company reserved 188,945 shares for issuance upon vesting of performance-based RSUs assuming the Company’s employees achieve the maximum share payout.
Current wording
As of December 31, 2024, the Company reserved 363,360 shares for issuance upon vesting of performance-based RSUs assuming the Company’s employees achieve the maximum share payout.
Previous wording
The Company repurchased 58,942 shares and 54,191 shares for RSUs vested in the years ended December 31, 2023 and 2022, respectively.
Current wording
The Company repurchased 63,636 shares and 58,942 shares for RSUs vested in the years ended December 31, 2024 and 2023, respectively.
Previous wording
Of the 417,725 unvested RSUs as of December 31, 2023, the minimum units that will vest, solely due to a service test, are 291,762. The maximum units that will vest, assuming the highest payout on performance and market-based units, are 480,707.
Current wording
Of the 540,057 unvested RSUs as of December 31, 2024, the minimum units that will vest, solely due to a service test, are 297,817. The maximum units that will vest, assuming the highest payout on performance and market-based units, are 661,177.
Previous wording
Compensation expense attributable to the employee RSUs was $4.2 million, $2.2 million, and $1.8 million for the years ended December 31, 2023, 2022, and 2021, respectively. The Company recorded an expense of $0.5 million, $0.5 million, and $0.3 million attributable to RSUs granted to directors for the years ended December 31, 2023, 2022, and 2021, respectively. As of December 31, 2023, there was $11.3 million of total unrecognized compensation cost related to the non-vested RSUs granted to employees and directors. This expense may increase or decrease depending on the expected number of performance-based shares to be issued. This expense is expected to be recognized over 1.4 years.
Current wording
Compensation expense attributable to the employee RSUs was $5.0 million, $4.2 million, and $2.2 million for the years ended December 31, 2024, 2023, and 2022, respectively. The Company recorded an expense of $0.5 million, $0.5 million, and $0.5 million attributable to RSUs granted to directors for the years ended December 31, 2024, 2023, and 2022, respectively. As of December 31, 2024, there was $15.2 million of total unrecognized compensation cost related to the non-vested RSUs granted to employees and directors. This expense may increase or decrease depending on the expected number of performance-based shares to be issued. This expense is expected to be recognized over 1.1 years.
Previous wording
The Compensation and Human Resources Committee of the Board of Directors (the "Committee") has the right to amend the ESPP without the approval of our stockholders; provided, that no such change may impair the rights of a participant with respect to any outstanding offering period without the consent of such participant, other than a change determined by the Committee to be
Current wording
The Compensation and Human Resources Committee of the Board of Directors (the "Committee") has the right to amend the ESPP without the approval of our stockholders; provided, that no such change may impair the rights of a participant with respect to any outstanding offering period without the consent of such participant, other than a change determined by the Committee to be necessary to comply with applicable law. A participant may not dispose of shares acquired under the ESPP untilsix months following the grant date of such shares, or any earlier date as of which the Committee has determined that the participant would qualify for a hardship distribution from the Company’s 401(k) Plan. Accordingly, the fair value award associated with their discounted purchase price is expensed at the time of purchase. We started with 500,000 shares available for purchase at plan inception in 2022. As of December 31, 2024, we have 397,316 shares of remaining shares available for the purchase under ESPP. The expense related to the discount on purchased shares for the year ended December 31, 2024, December 31, 2023 and December 31, 2022 was $93.4 thousand, $120.5 thousand and $99.6 thousand, respectively, and is recorded within compensation and employee benefits expense on the Consolidated Statements of Income.
Previous wording
Fair values for individually analyzed collateral-dependent loans are based on the fair value of the collateral based on an appraised values, net book value per the borrower’s financial statements, aging reports, or by reference to market activity, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation and management’s expertise and knowledge of the borrower and its business. At December 31, 2023, there were no individually analyzed collateral-dependent loans.
Current wording
Fair values for individually analyzed collateral-dependent loans are based on the fair value of the collateral based on an appraised values, net book value per the borrower’s financial statements, aging reports, or by reference to market activity, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation and management’s expertise and knowledge of the borrower and its business.
Previous wording
•Loans receivable – Loans are valued using a present value technique that incorporates management’s assumptions as to what a market participant would assume given the attributes of the loans. The observable U.S. Treasury yield curve is a significant input to the valuation. Assumptions, including prepayment speeds and credit spreads, are based on observable market data where possible or alternatively are based on terms currently offered on loans to borrowers of similar credit quality. The
Current wording
•Loans receivable – Loans are valued using a present value technique that incorporates management’s assumptions as to what a market participant would assume given the attributes of the loans. The observable U.S. Treasury yield curve is a significant input to the valuation. Assumptions, including prepayment speeds and credit spreads, are based on observable market data where possible or alternatively are based on terms currently offered on loans to borrowers of similar credit quality. The methods used to estimate the fair value of loans are extremely sensitive to the assumptions and estimates used. While management has attempted to use assumptions and estimates that best reflect the Company’s loan portfolio and current market conditions, a greater degree of subjectivity is inherent in these values than in those determined in active markets. Loans would generally be categorized as Level 3.
Showing the first 40 of 54 pairs. Open the source sections for the rest.
Rearranged current paragraphs (12)
Current report — wording carried from elsewhere
The following table presents information regarding loan modifications granted to borrowers experiencing financial difficulty during the year ended December 31, 2023:
Current report — wording carried from elsewhere
The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty:
Current report — wording carried from elsewhere
The amortized cost basis of loans on nonaccrual status and the specific allowance as of December 31, 2023 are as follows:
Current report — wording carried from elsewhere
The below table summarizes collateral dependent loans which were individually evaluated to determine expected credit losses as of December 31, 2023:
Current report — wording carried from elsewhere
At December 31, 2023, there were no individually analyzed collateral-dependent loans.
Current report — wording carried from elsewhere
Notes to the Consolidated Financial Statements
Current report — wording carried from elsewhere
Notes to the Consolidated Financial Statements
Current report — wording carried from elsewhere
Notes to the Consolidated Financial Statements
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Notes to the Consolidated Financial Statements
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Notes to the Consolidated Financial Statements
Current report — wording carried from elsewhere
Notes to the Consolidated Financial Statements
Current report — wording carried from elsewhere
Adjustments to the quantitative results are made using qualitative factors. These factors include: (1) borrower's financial condition; (2) borrower's ability to pay; (3) nature and volume of financial assets; (4) value of the underlying collateral; (5) lending policies and procedures; (6) quality of the loan review system; (7) the experience, ability, and depth of staff; (8) regulatory and legal environment; (9) changes in market conditions; and (10) changes in economic conditions. A significant amount of management judgment is required to assess the reasonableness of the qualitative factors.
Rearranged previous paragraphs (10)
Previous report — wording carried elsewhere
necessary to comply with applicable law. A participant may not dispose of shares acquired under the ESPP untilsix months following the grant date of such shares, or any earlier date as of which the Committee has determined that the participant would qualify for a hardship distribution from the Company’s 401(k) Plan. Accordingly, the fair value award associated with their discounted purchase price is expensed at the time of purchase. The below following summarizes the shares purchased under the ESPP since the inception of the plan:
Previous report — wording carried elsewhere
The expense related to the discount on purchased shares for the year ended December 31, 2023 and December 31, 2022 was $120.5 thousand and $99.6 thousand, respectively, and is recorded within compensation and employee benefits expense on the Consolidated Statements of Income. No expense was recorded for the year ended December 31, 2021.
Previous report — wording carried elsewhere
Fair values for loans considered impaired are based on discounted cash flows using the loan’s initial effective interest rate or the fair value of the underlying collateral in the case of collateral dependent loans. The methods used to estimate the fair value of loans are extremely sensitive to the assumptions and estimates used. While management has attempted to use assumptions and estimates that best reflect the Company’s loan portfolio and current market conditions, a greater degree of subjectivity is inherent in these values than in those determined in active markets. The following tables summarize assets measured at fair value on a non-recurring basis in the Consolidated Statements of Financial Condition as of the dates indicated, categorized by the relevant class of investment and level of the fair value hierarchy.
Previous report — wording carried elsewhere
methods used to estimate the fair value of loans are extremely sensitive to the assumptions and estimates used. While management has attempted to use assumptions and estimates that best reflect the Company’s loan portfolio and current market conditions, a greater degree of subjectivity is inherent in these values than in those determined in active markets. Loans would generally be categorized as Level 3.
Previous report — wording carried elsewhere
•Testing the effectiveness of controls over the evaluation of the conceptual design and construction of the models and the evaluation of the qualitative factors, including controls addressing:
Previous report — wording carried elsewhere
◦Management’s reconciliation and testing of loan data inputs to the models.
Previous report — wording carried elsewhere
◦Management’s review and approval of the qualitative factors.
Previous report — wording carried elsewhere
•Substantively testing management’s process related to the conceptual design and construction of the models and determination of qualitative factors, which included:
Previous report — wording carried elsewhere
◦Evaluation of the relevance and reliability of data utilized in the quantitative and qualitative models, including reconciliation and testing of loan data inputs.
Previous report — wording carried elsewhere
◦Evaluation of the reasonableness of management’s judgments related to qualitative factors to determine if they are calculated to conform with management’s policies and were consistently applied from the point of adoption to year end.